DEMARTINO STEVEN A 4

What Happened

• Steven A. DeMartino, President, Chief Financial Officer (also Treasurer & Secretary) of Transact Technologies, reported the vesting/conversion of performance stock units (PSUs) and related share movements on 2026-02-24. The filing shows an acquisition of 62,620 shares as an award (conversion of PSUs) and exercise/conversion entries for 20,873 derivative shares. Separately, 7,082 shares were surrendered/withheld to cover tax liabilities at $3.49 per share, totaling $24,716.
• These transactions reflect the conversion of PSUs into common stock (an award/acquisition), with routine withholding to satisfy tax obligations rather than an open-market sale or purchase.

Key Details

• Transaction date: February 24, 2026. Form 4 filed: February 26, 2026 (timely).
• Award/acquisition: 62,620 shares (conversion of PSUs issued May 1, 2025).
• Exercise/conversion entries: 20,873 derivative shares reported as both acquired and disposed in the filing.
• Tax withholding: 7,082 shares withheld at $3.49/share = $24,716 (F code = tax withholding).
• Shares owned after the transactions: not reported in the provided extract.
• Footnotes: PSUs were issued under the Company’s 2014 Equity Incentive Plan (Amended/Restated), vest in three equal annual installments (Feb 24, 2026/2027/2028), convert one-for-one on each vesting date, and the earned payout was 155% based on 2025 Revenue and Adjusted EBITDA performance (per filing).

Context

• PSUs convert to actual shares when they vest; the F-code withholding is a routine tax-satisfaction method and does not necessarily indicate a bearish insider sell. The filing includes derivative conversion entries (M) tied to the PSU vesting—these are technical reporting items showing conversion/exercise activity.
• There is no indication in the provided data of an open-market purchase or a voluntary sale for investment purposes. This is primarily a compensation-related issuance to an executive.