CPI Card Group (PMTS) CLO receives RSUs, phantom stock and nets 3,119 shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CPI Card Group Inc.’s Chief Legal/Compliance Officer Darren Dragovich received new equity-based compensation and had prior awards vest. He was granted 2,594 restricted stock units, each representing one future common share, vesting in three equal installments on March 31, 2027, 2028, and 2029, subject to continued service.
He also received 9,527 phantom stock units, each economically equivalent to one common share, scheduled to vest shortly after December 31, 2028 and settle in cash based on average closing prices and performance metrics. In addition, 433 RSUs from a 2025 award vested and converted into 433 common shares, and 125 shares were withheld at $14.51 per share to satisfy mandatory tax withholding, leaving him with 3,119 common shares held directly. The tax withholding is not an open‑market sale.
Positive
- None.
Negative
- None.
Insider Trade Summary
433 shares exercised/converted
Mixed
5 txns
Insider
Dragovich Darren
Role
Chief Legal/Compliance Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 2,594 | $0.00 | -- |
| Grant/Award | Phantom Stock | 9,527 | $0.00 | -- |
| Exercise | Restricted Stock Units | 433 | $0.00 | -- |
| Exercise | Common Stock | 433 | $0.00 | -- |
| Tax Withholding | Common Stock | 125 | $14.51 | $2K |
Holdings After Transaction:
Restricted Stock Units — 2,594 shares (Direct);
Phantom Stock — 9,527 shares (Direct);
Common Stock — 3,244 shares (Direct)
Footnotes (1)
- Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU. Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs. Not an open market sale of securities. 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. 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. 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.
Key Figures
New RSU grant: 2,594 units
Phantom stock grant: 9,527 units
RSUs vested and exercised: 433 units/shares
+4 more
7 metrics
New RSU grant
2,594 units
Restricted stock units granted on March 31, 2026, each for one common share
Phantom stock grant
9,527 units
Phantom stock units granted March 31, 2026, vesting after December 31, 2028
RSUs vested and exercised
433 units/shares
RSUs from March 31, 2025 award vested on first anniversary into common stock
Shares withheld for taxes
125 shares at $14.51
Common shares withheld to satisfy mandatory tax withholding on RSU vesting
Common shares held after transactions
3,119 shares
Directly owned CPI Card Group common stock following March 31, 2026 transactions
RSU vesting schedule
2027, 2028, 2029
New RSU award vests in three equal installments on March 31 of each year
Phantom stock performance period end
December 31, 2028
Expiration date used for vesting and cash settlement calculation of phantom stock
Key Terms
Restricted Stock Units, Phantom Stock, mandatory tax withholding, performance metrics
4 terms
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents the right to receive one common share"
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.
Phantom Stock financial
"Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
mandatory tax withholding financial
"Shares withheld by Issuer to satisfy the mandatory tax withholding requirement upon vesting of RSUs"
performance metrics financial
"settle in cash based on a combination of the average closing price ... and the achievement of certain performance metrics"
Performance metrics are concrete numbers or ratios that show how well a business, product, or investment is doing—like speed, fuel use and mileage on a car’s dashboard. They measure things investors care about, such as sales growth, profitability, cash flow, customer retention or efficiency, so readers can compare progress, spot strengths or problems, and make informed decisions about buying, holding or selling shares.
FAQ
What equity awards did CPI Card Group (PMTS) CLO Darren Dragovich receive?
Darren Dragovich received 2,594 restricted stock units and 9,527 phantom stock units as equity-based compensation. Each RSU represents one future common share, while each phantom stock unit is economically equivalent to one share but will settle in cash based on future performance-related conditions.
How do Darren Dragovich’s new CPI Card Group RSUs vest?
The 2,594 restricted stock units vest in three substantially equal installments on March 31, 2027, 2028, and 2029. Each vested RSU delivers one common share, and vesting is contingent on Dragovich’s continued service or other conditions described in the applicable award agreement.
What is the phantom stock award reported for CPI Card Group’s CLO and when does it vest?
The award consists of 9,527 phantom stock units, each economically equivalent to one CPI Card Group common share. It is scheduled to vest shortly after December 31, 2028 and will settle in cash based on average closing prices and achievement of specified performance metrics, assuming continued service.
What RSU vesting from prior CPI Card Group awards was reported in this Form 4?
The Form 4 reports vesting of 433 RSUs from an award granted on March 31, 2025, which vested on its first anniversary. Remaining RSUs from that grant will vest in substantially equal installments on the second and third anniversaries, subject to Dragovich’s continued service or award agreement terms.