Ownership Submission
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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OMB Number:3235-0104Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Thompson Anntoinette
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2. Date of Event Requiring Statement (Month/Day/Year)
2024-08-01
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3. Issuer Name and Ticker or Trading Symbol
CPI Card Group Inc. [PMTS]
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(Last)
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(First)
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(Middle)
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C/O CPI CARD GROUP INC. , 10368 WEST CENTENNIAL ROAD
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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EVP, Debit & Credit Solutions /
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5. If Amendment, Date Original Filed(Month/Day/Year)
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(Street)
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LITTLETON
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CO
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80127
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
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2. Amount of Securities Beneficially Owned
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3. Ownership Form: Direct (D) or Indirect (I)
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4. Nature of Indirect Beneficial Ownership
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Date Exercisable and Expiration Date
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3. Title and Amount of Securities Underlying Derivative Security
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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6. Nature of Indirect Beneficial Ownership
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Thompson Anntoinette
C/O CPI CARD GROUP INC.
10368 WEST CENTENNIAL ROAD
LITTLETON, CO80127
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EVP, Debit & Credit Solutions
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Signatures
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/s/ Jessica Browne, attorney-in-fact
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2024-08-09
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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This line reports the RSUs that were awarded on the August 31, 2023 award date, of which 50% will vest on the first anniversary of the award date and the remaining 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.
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(2)
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Each restricted stock unit ("RSU") represents the right to receive one common share of the Issuer upon vesting of such RSU.
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(3)
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This line reports the options that were awarded on the August 31, 2023 award date, of which 50% will vest on the first anniversary of the award date and the remaining 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.
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(4)
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This line reports the RSUs that were awarded on the November 30, 2023 award date, of which 50% will vest on the first anniversary of the award date and the remaining 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.
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(5)
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This line reports the options that were awarded on the November 30, 2023 award date, of which 50% will vest on the first anniversary of the award date and the remaining 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.
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(6)
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This line reports the RSUs that were awarded on the March 29, 2024 award date, of which 33.4% will vest on the first anniversary of the award date, 33.3% will vest on the second anniversary of the award date, and the remaining 33.3% will vest 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.
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(7)
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This line reports the RSUs that were awarded on the May 31, 2024 award date, of which 33.4% will vest on the first anniversary of the award date, 33.3% will vest on the second anniversary of the award date, and the remaining 33.3% will vest 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.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
