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
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
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1. Name and Address of Reporting Person*
Richstmeier Brent
(Last) (First) (Middle)
5854 RUSTIC PRAIRIE STREET
(Street)
LAS VEGAS NV 89148
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANSACT TECHNOLOGIES INC [ TACT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/29/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 03/01/2024 M 920(4) A $0 1,638 D
Common Stock 03/01/2024 M 3,518(9) A $0 5,156 D
Common Stock 03/02/2024 03/04/2024(7) M 718(10) A $0 5,874 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
Stock Option $6.8 02/29/2024 A 13,200 02/28/2025(1) 02/28/2034(1) Common Stock 13,200 $6.8 13,200 D
Restricted Stock Units (2) 02/29/2024 A 5,200 (3) (3) Common Stock 5,200 $0 5,200 D
Restricted Stock Units (5) 03/01/2024 M 1,250 (5) (5) Common Stock 1,250 $0(5) 3,750 D
Performance Stock Units (6) 03/01/2024 M 4,778 (6) (6) Common Stock 4,778(6) $0 9,556 D
Restricted Stock Units (8) 03/02/2024 03/04/2024(7) M 975 (8) (8) Common Stock 975 $0(8) 1,950 D
Explanation of Responses:
1. Grant of the non-qualified stock option under the Company's 2014 Equity Incentive Plan, as Amended and Restated. The option becomes exercisable 25% per year on each anniversary date of the grant.
2. The Restricted Stock Units convert to common stock on a one-for-one basis.
3. The Restricted Stock Units were issued pursuant to the TransAct Technologies Incorporated 2014 Equity Incentive Plan, as Amended and Restated. The Restricted Stock Units vest 25% per year on each anniversary of the date of grant.
4. Mr. Richstmeier relinquished 330 shares of common stock of the 1,250 restricted stock units that converted to common stock on March 1, 2024 in order to pay the required income and payroll taxes.
5. Shares of Restricted Stock Units issued on March 1, 2023 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting 25% annually commencing on the first anniversary of the date of grant that have converted to common stock on a one-for-one basis
6. Shares of Performance Stock Units (PSU) issued on March 1, 2023 pursuant to the Company's 2014 Equity Incentive Plan, as Amended, which vest in three equal installments on March 1, 2024, March 1, 2025 and March 1, 2026 and convert to common stock on a one-for-one basis on each vesting date. The PSUs were earned on a variable basis dependent upon level of achievement against a performance metric, which was based on 50% FST Revenue and 50% Adjusted EBITDA for the calendar year 2023. For the FST Revenue metric we achieved 90.6% of the Target resulting in a 81.2% payout. For the Adjusted EDBITDA metric we achieved 136.5% of the target resulting in the maximum 150% payout. Weighting both of these equally at 50%, the resulting payout was 115.6%.
7. Shares of restricted stock units (RSU) vested on 03/02/2024 and issued on 03/04/2024.
8. Shares of Restricted Stock Units issued on March 2, 2022 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting 25% annually commencing on the first anniversary of the date of grant that have converted to common stock on a one-for-one basis.
9. Mr. Richstmeier relinquished 1,260 shares of common stock of the 4,778 stock units that converted to common stock on March 1, 2024 in order to pay the required income and payroll taxes.
10. Mr. Richstmeier relinquished 257 shares of common stock of the 975 restricted stock units that converted to common stock on March 2, 2024 in order to pay the required income and payroll taxes.
Steven A. DeMartino, Attorney-in-fact 03/04/2024
** 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).
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