Carmignani Donna Abbey 4

What Happened

• Donna Carmignani, Controller and Chief Accounting Officer of CPI Card Group, had 371 restricted stock units (RSUs convert to common shares) vest on March 29, 2026. Of the 371 vested shares, 104 shares were withheld by the issuer to satisfy mandatory tax withholding (reported as a disposition under code F) at $14.19 per share (≈ $1,476). The net result was delivery of 267 shares to Carmignani. Total value of the 371 vested shares at $14.19 ≈ $5,264 (approximate).

Key Details

• Transaction date: 2026-03-29 (reported on Form 4 filed 2026-03-31; timely filing).
• Vesting/conversion reported as derivative exercise (code M): 371 RSUs converted to shares.
• Tax withholding (code F): 104 shares withheld at $14.19/share for ~$1,476; not an open-market sale.
• Net shares delivered to insider: 267 shares (371 vested − 104 withheld).
• Footnotes: F1–F3 explain these were RSUs (one RSU = one share), shares were withheld to satisfy tax withholding, and the awards were originally granted March 29, 2024 with a three-year vesting schedule (33.4% / 33.3% / 33.3%).
• Shares owned after the transaction: not disclosed in the provided excerpt of the filing.

Context

• This is a routine RSU vesting event, not a market purchase or a voluntary sale; withheld shares to cover taxes are common and do not necessarily signal a change in insider sentiment.
• The filing shows conversion of RSUs to common shares and withholding to cover tax liability (cashless withholding), which is standard compensation accounting practice.