Asure Software (NASDAQ: ASUR) CFO reports tax share withholding

Rhea-AI Filing Summary

Asure Software Inc. Chief Financial Officer John F. Pence reported a small share disposition related to taxes rather than an open-market trade. On the transaction date, 628 shares of common stock were withheld at $9.66 per share to cover tax liabilities from vesting restricted stock units originally awarded as performance stock units. After this tax-withholding disposition, Pence directly holds 301,070 shares of Asure common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pence John F

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Asure Software, Inc. Common Stock ($0.01 par value)	628	$9.66	$6K

Holdings After Transaction: Asure Software, Inc. Common Stock ($0.01 par value) — 301,070 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 628 shares Tax withholding price: $9.66 per share Shares held after transaction: 301,070 shares

3 metrics

Shares withheld for taxes 628 shares Tax-withholding disposition on common stock

Tax withholding price $9.66 per share Value used for 628 withheld shares

Shares held after transaction 301,070 shares Direct holdings after tax withholding

Key Terms

tax-withholding disposition, restricted stock units, performance stock units

3 terms

tax-withholding disposition financial

"recorded as a tax-withholding disposition, not an open-market purchase or sale"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

restricted stock units financial

"tax liabilities from vesting restricted stock units originally awarded"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance stock units financial

"originally awarded as settlement of performance stock units on February 27, 2026"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pence John F

(Last) (First) (Middle)

C/O ASURE SOFTWARE, INC.

405 COLORADO STREET, SUITE 1800

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ASURE SOFTWARE INC [ ASUR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Asure Software, Inc. Common Stock ($0.01 par value)	06/01/2026		F(1)		628	D	$9.66	301,070	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares represent the payment of tax liability associated with the vesting of restricted stock units that were originally awarded as settlement of performance stock units on February 27, 2026.

Remarks:

	/s/ John Pence	06/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Asure Software (ASUR) report for John F. Pence?

Asure Software reported that CFO John F. Pence had 628 shares withheld to cover tax liabilities from vesting restricted stock units. This was recorded as a tax-withholding disposition, not an open-market purchase or sale, and reflects routine equity compensation handling.

Was the Asure Software (ASUR) CFO buying or selling shares in this Form 4?

The CFO was not buying or selling shares on the market. Instead, 628 shares were disposed of to satisfy tax obligations tied to vesting restricted stock units, a common non-market mechanism for handling equity compensation taxes.

How many Asure Software (ASUR) shares does the CFO hold after this transaction?

Following the reported tax-withholding disposition, CFO John F. Pence directly holds 301,070 shares of Asure Software common stock. This indicates the withheld 628 shares were a small portion of his total reported equity position.

What price was used for the Asure Software (ASUR) tax-withholding shares?

The 628 shares withheld for tax purposes were valued at $9.66 per share. This per-share value is used to determine the total value applied toward the tax liability associated with vesting restricted stock units.

What equity awards were involved in the Asure Software (ASUR) tax-withholding event?

The tax-withholding event related to restricted stock units that vested and were originally granted as settlement of performance stock units on February 27, 2026. The withheld 628 shares covered part of the resulting tax liability for the CFO.