Carmignani Donna Abbey 4
4 · CPI Card Group Inc. · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
CPI Card (PMTS) Controller Donna Carmignani Receives RSU & Phantom Awards
What Happened
Donna Carmignani, Controller & Chief Accounting Officer of CPI Card Group, reported awards and derivative activity on 2026-03-31. The filing shows grants of restricted stock units (RSUs) and phantom stock/derivative awards (1,352; 5,000; and 4,964 units reported), along with the exercise/conversion of 231 derivative units. To satisfy mandatory tax withholding on vesting, 67 shares were withheld at $14.51 per share for a withholding amount of $972. These were not open-market sales.
Key Details
- Transaction date: March 31, 2026; Form filed April 2, 2026 (timely filing).
- Grants/awards reported (code A): 1,352 RSUs; 5,000 RSUs; 4,964 phantom/derivative units — all reported at $0.00 (typical for RSU/phantom awards).
- Exercise/conversion (code M): 231 derivative units exercised/converted (reported both as an acquisition and as a disposition at $0.00 in the filing).
- Tax withholding (code F): 67 shares withheld at $14.51 to cover taxes; withholding value reported $972. Footnote clarifies withholding is not an open-market sale.
- Shares owned after the transactions: not specified in the excerpt provided.
- Footnotes of note: RSUs represent the right to one common share on vesting; various awards have staged vesting schedules (some vest over 3 years, others 50%/50% over two years); phantom stock will settle in cash based on average closing price and performance metrics.
Context
- These transactions are largely awards and routine vesting/conversion activity, not an open-market purchase or discretionary sale. The 67-share disposition reflects mandatory tax withholding upon vesting rather than a voluntary sale.
- For retail investors: awards and withholding are common compensation mechanics and do not, by themselves, indicate a trading view. The phantom stock award is economically tied to the company share price and performance metrics and will settle per the award terms when it vests.
Insider Transaction Report
Form 4
Carmignani Donna Abbey
Controller & Chief Acct. Off.
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-03-31+231→ 10,415 total - Tax Payment
Common Stock
[F2]2026-03-31$14.51/sh−67$972→ 10,348 total - Award
Restricted Stock Units
[F1][F3]2026-03-31+1,352→ 1,352 total→ Common Stock (1,352 underlying) - Award
Restricted Stock Units
[F1][F4]2026-03-31+5,000→ 5,000 total→ Common Stock (5,000 underlying) - Award
Phantom Stock
[F5]2026-03-31+4,964→ 4,964 totalFrom: 2028-12-31Exp: 2028-12-31→ Common Stock (4,964 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F6]2026-03-31−231→ 456 total→ Common Stock (231 underlying)
Footnotes (6)
- [F1]Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU.
- [F2]Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs. Not an open market sale of securities.
- [F3]Represents a restricted stock unit award which vests in three substantially equal installments on March 31, 2027, 2028, and 2029, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
- [F4]50% of the RSUs reported on this line vest on the first anniversary of the March 31, 2026 award date and 50% will vest on the second anniversary of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
- [F5]Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. The award is scheduled to vest shortly following the Expiration Date and settle in cash based on a combination of the average closing price of the Issuer's common stock during the last month of the performance period and the achievement of certain performance metrics during the performance period, subject to the reporting person's continuous service through the vesting date or as otherwise provided for in the applicable award agreement.
- [F6]This line reports RSUs that were awarded on the March 31, 2025 award date, which vested on the first anniversary of the award date. The remaining RSUs granted on the award date will vest in substantially equal installments on the second and third anniversaries of the award date, subject to the reporting person's continued service through such date or as otherwise provided for in the applicable award agreement.
Signature
/s/ Darren Dragovich, attorney-in-fact|2025-04-02