Item 5.02 Departure of Directors or Certain Officers;
Appointment of Certain Officers; Compensatory Arrangements of
(e)On March22, 2017, the Compensation Committee (the Committee) of the Board of Directors (the Board) of CPI Card Group Inc. (the Company) approved an award of cash performance units (CPUs) for Lisa Jacoba, the Companys Chief Human Resources Officer, and the related form of award agreement, to the Companys existing Omnibus Incentive Plan (the Plan). The CPUs are performance-based awards that will settle in cash, in an amount between 50% and 200% of
the target award value, based on the performance of the Companys stock price during each of three performance sub-periods (from the grant date through each of the first, second and third
anniversaries of the grant date). A payout will occur with respect to one-third of the award of CPUs following each performance sub-period.
In order to receive a payout with respect to the CPUs, Ms.Jacoba generally must remain in service with the Company for the duration of each performance sub-period, unless such service
terminates under limited circumstances (e.g., due to the death or disability of the recipient or a qualifying termination of service within the two years following a change in control of the Company).
Ms.Jacoba will be subject to non-competition and non-solicitation obligations while she remains in service and lasting for one year thereafter.
Ms.Jacoba received the following CPU award:
In addition to the foregoing, and consistent with prior years, Ms.Jacoba was also awarded (i)options to purchase 33,014 shares of common stock of the Company at an exercise price of $4.35 and
with an expiration date of March22, 2027 and (ii)5,085 restricted stock units of the Company. The restricted stock units vest on the third anniversary of the March22, 2017 award date.
Each award of CPUs, options and restricted stock units is subject to the terms and conditions set forth in the Plan and in the applicable award agreements.
About CPI CARD GROUP INC. (NASDAQ:PMTS) CPI Card Group Inc., formerly CPI Holdings I, Inc., provides Financial Payment Card solutions in North America. The Company is engaged in the design, production, data personalization, packaging and fulfillment of Financial Payment Cards, which it defines as credit cards, debit cards and prepaid debit cards issued on the networks of the Payment Card Brands in the United States, Europe and Canada. It is also engaged in the design, production, data personalization, packaging and fulfillment of retail gift and loyalty cards. Its segments include U.S. Debit and Credit, which produces Financial Payment Cards and provides integrated card services to card-issuing banks in the United States; U.S. Prepaid Debit, which provides integrated card services to Prepaid Debit Card issuers in the United States; U.K. Limited, which produces retail cards for customers in the United Kingdom and continental Europe, and Other, which has operations in Ontario, Canada and Petersfield, United Kingdom.CPI CARD GROUP INC. (NASDAQ:PMTS) Recent Trading Information
CPI CARD GROUP INC. (NASDAQ:PMTS) closed its last trading session down -0.05 at 4.35 with 136,857 shares trading hands.