O'LEARY MARGARET 4

4 · CPI Card Group Inc. · Filed Jun 2, 2026

AI-generated summary of this filing

Updated Jun 2, 2026

CPI Card (PMTS) CCO Margaret O'Leary Receives RSUs, Exercises Awards

What Happened

Margaret O'Leary, Chief Commercial Officer of CPI Card Group (PMTS), was awarded 3,342 restricted stock units (RSUs) on May 29, 2026. In connection with RSU vesting from prior awards, 822 RSUs converted to shares on May 30, 2026 and 714 RSUs converted on May 31, 2026 (total 1,536 vested/converted).
To satisfy mandatory tax withholding on those vesting events, the issuer withheld 237 shares on May 30 and 206 shares on May 31 (443 shares withheld total), at a withholding valuation of $16.97 per share — total tax withholding = $4,022 + $3,496 = $7,518.
These transactions are award/vesting and conversions of RSUs (derivative transactions); the withheld shares represent tax withholding, not open‑market sales.

Key Details

Transaction dates: RSU grant 05/29/2026; conversions/vests 05/30/2026 (822 shares) and 05/31/2026 (714 shares).
Withholding for taxes: 237 shares (05/30) and 206 shares (05/31) at $16.97/share; total withheld value $7,518.
New award: 3,342 RSUs granted 05/29/2026 (derivative award; $0 exercise price).
Shares owned after transactions: not specified in the provided filing details.
Footnotes: RSUs convert 1:1 to common shares on vesting; the withheld shares were used to satisfy mandatory tax withholding (not open‑market sales). Vesting schedules for these and other awards are described in the filing (see footnotes F3–F5).
Filing: Report filed 06/02/2026; filing date appears timely based on the reported dates.

Context

These were RSU grants and vesting conversions (derivative transactions). The conversions had an effective exercise/issue price of $0 (RSUs converting to shares); tax withholding was handled by the issuer, which is routine and not an indicia of an open‑market sale.
The 3,342 RSU grant vests in future installments per the award terms (see footnote), while the vested amounts reported on 05/30 and 05/31 reflect earlier awards reaching their vesting dates.

Form 4

Period: 2026-05-29

Chief Commercial Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-05-30+822→ 28,405 total
Tax Payment
Common Stock
[F2]
2026-05-30$16.97/sh−237$4,022→ 28,168 total
Exercise/Conversion
Common Stock
[F1]
2026-05-31+714→ 28,882 total
Tax Payment
Common Stock
[F2]
2026-05-31$16.97/sh−206$3,496→ 28,676 total
Award
Restricted Stock Units
[F1][F3]
2026-05-29+3,342→ 3,342 total
→ Common Stock (3,342 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-05-30−822→ 1,642 total
→ Common Stock (822 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F5]
2026-05-31−714→ 714 total
→ Common Stock (714 underlying)

Holdings

Footnotes (5)

[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 May 29, 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]This line reports RSUs that were awarded on the May 30, 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.
[F5]This line reports RSUs that were awarded on the May 31, 2024 award date, which vested in substantially equal installments on the first and second anniversaries of the award date. The remaining RSUs granted on the award date will vest in a substantially equal installment on the third 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.

Signature

/s/ Darren Dragovich, attorney-in-fact|2026-06-02

1 file