Conley Gregory A 4

4 · CSG SYSTEMS INTERNATIONAL INC · Filed May 18, 2026

AI-generated summary of this filing

Updated May 19, 2026

CSG Systems (CSGS) Director Gregory Conley Sells 14,792 Shares

What Happened

Gregory A. Conley, a director of CSG Systems International, reported a disposition to the issuer on May 14, 2026: 14,792 shares were converted/paid out at $80.70 per share, for a total of $1,193,714 (before any applicable withholding).
This was not an open-market sale but the cash-out of shares under the company's merger: Merger Sub merged into the issuer and each share (and unvested restricted stock) was converted into the right to receive $80.70 in cash.

Key Details

Transaction date and price: May 14, 2026 — $80.70 per share.
Shares involved: 14,792 total; transaction value $1,193,714 (gross).
Includes 3,085 restricted stock awards (RSAs). Payment for unvested RSAs will be subject to vesting conditions substantially similar to the pre-merger terms (per filing footnote).
Withholding: cash payments are net of any applicable withholding taxes.
Filing: Form 4 filed May 18, 2026 (timely relative to the May 14 transaction).

Context

This disposition is merger-related (conversion of shares to cash), not a typical voluntary sale; such transactions reflect deal terms rather than the insider taking a public market view.
For retail investors: merger-driven cash-outs should be distinguished from discretionary insider sales—these are routine closings under a merger agreement and do not necessarily signal management sentiment about future performance.

Form 4Exit

Period: 2026-05-14

Director

Transactions

Disposition to Issuer
Common Stock
[F1][F2]
2026-05-14$80.70/sh−14,792$1,193,714→ 0 total

Footnotes (2)

[F1]On May 14, 2026, pursuant to that certain Agreement and Plan of Merger, dated as of October 29, 2025 (the "Merger Agreement"), by and among CSG Systems International, Inc. (the "Issuer"), NEC Corporation ("Parent") and Canvas Transaction Company, Inc., a direct or indirect wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, each share of Issuer common stock, par value $0.01 per share, and each unvested share of restricted stock ("RSA") held by the Reporting Person immediately prior to the closing of the Merger was converted into the right to receive $80.70 in cash, without interest, less any applicable withholding taxes.
[F2]Includes 3,085 RSAs. Any payment with respect to unvested RSAs will be subject to vesting conditions on substantially the same terms and conditions as applied to such awards immediately prior to the effective time of the Merger, except for terms rendered inoperative by reason of the Merger.

Signature

/s/ Andrea Matheny, attorney-in-fact|2026-05-18

1 file