Fawaz Marwan 4

What Happened Fawaz Marwan, a director of CSG Systems International, disposed of 34,878 shares on May 14, 2026 in a disposition to the issuer under the company’s merger. Each share was converted into $80.70 in cash (less applicable withholding), generating $2,814,655 in gross consideration. The disposition was made pursuant to the Merger Agreement under which CSG became a wholly owned subsidiary of NEC Corporation.

Key Details

• Transaction date and type: May 14, 2026 — Disposition to issuer (Form 4 code D) as part of a merger.
• Price and value: $80.70 per share; total reported gross value $2,814,655 (less any withholding taxes).
• Units: 34,878 shares converted; filing notes these include 3,085 unvested restricted stock awards (RSAs).
• Treatment of RSAs: Payment for unvested RSAs will be subject to vesting conditions substantially the same as before the merger (per filing footnote).
• Filing timeliness: Form 4 was filed May 18, 2026 (within the typical two-business-day reporting window).

Context This was not an open‑market sale but a mandatory conversion of common stock into cash under the merger agreement (Merger Agreement dated Oct 29, 2025) when NEC’s subsidiary merged into CSG and CSG became a wholly owned subsidiary. Such merger consideration payments are routine outcomes of M&A transactions and do not, by themselves, indicate an insider’s ongoing buying or selling intent.