Resch Martin H. 4

What Happened

• Martin H. Resch, President & CEO of Cass Information Systems (CASS), was granted 4,026 shares (award) on 2026-01-26 upon satisfaction of performance conditions. Those shares show an acquisition price of $0.00 (restricted/performance shares).
• On the same date, 1,980 shares and 1,692 shares were disposed (surrendered) at $44.25 each to satisfy tax liabilities, generating proceeds/withholding values of $87,615 and $74,871, respectively (total withheld ≈ $162,486).
• Net effect: +354 shares (4,026 granted minus 3,672 withheld). The disposals were tax-withholding actions, not open-market sales.

Key Details

• Transaction date: 2026-01-26; Form 4 filed 2026-01-28 (timely filing).
• Grants: 4,026 shares @ $0.00 (acquired upon satisfaction of performance conditions; footnote F2).
• Withholdings/Disposals: 1,980 shares @ $44.25 = $87,615 and 1,692 shares @ $44.25 = $74,871 (tax withholding/exercise payment; footnote F1 notes restricted stock bonus shares subject to vesting/forfeiture).
• Shares owned after transaction: Not specified in the provided excerpt of the filing.
• Codes: A = Award/Grant; F = Payment of exercise price or tax liability (share withholding). No 10b5-1 plan or late filing indicated.

Context

• These transactions reflect a performance-based restricted stock award that vested/was deemed earned and routine tax withholding to cover liabilities. Surrendering shares for taxes is common and is not the same as an open-market sale.
• Because the grant is subject to performance conditions and possible forfeiture (per footnotes), the award is tied to future or past performance metrics and may carry vesting restrictions.