CPI CARD GROUP INC. (NASDAQ:PMTS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02 Departure of Directors or Certain Officers;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.

On April20, 2017, Steven Montross, President and Chief Executive
Officer of CPI Card Group Inc. (the Company), announced his
intention to retire from employment with the Company. In
connection with Mr.Montross forthcoming retirement, the Company
and Mr.Montross entered into an amendment, dated April17, 2017
(the Employment Agreement Amendment), to Mr.Montross employment
and non-competition agreement, which was effective as of April22,
2009 (the Employment Agreement), which sets forth the terms of
Mr.Montross employment with the Company through the date of his
retirement.

From the effective date of the Employment Agreement Amendment
through the earlier of the date on which the Company appoints a
successor President and Chief Executive Officer or December31,
2017 (the CEO Transition Date), Mr.Montross will continue to
serve as President and Chief Executive Officer. On the CEO
Transition Date, Mr.Montross will voluntarily resign as President
and Chief Executive Officer and from all other director and
officer positions he holds with the Company and its affiliates.
From the CEO Transition Date through his June30, 2018 retirement
date, Mr.Montross will be employed by the Company in a
non-executive capacity. During the period from the effective date
through his retirement date, Mr.Montross will assist the Companys
Board of Directors (the Board) with a successful transition of
his duties, including transitioning key relationships to other
employees, cooperating with the Board in recruiting his successor
and providing his successor with business-related transition
services.

Through June30, 2018 which is the date on which transition
services provided by Mr.Montross will be completed, the Company
will provide Mr.Montross with the following compensation and
benefits to the Employment Agreement Amendment:

An annual base salary of $560,000 and the opportunity to earn a
bonus under the Companys 2017 short-term incentive plan, with a
target of up to 50% of his base salary;

Provided that Mr.Montross satisfies the terms of the Employment
Agreement Amendment, Mr.Montross retirement on June30, 2018, will
be deemed an Approved Retirement for purposes of his outstanding
nonqualified stock option awards under the Companys Omnibus
Incentive Plan, which will allow them to continue to vest in
accordance with their terms; and

Mr.Montross will continue to receive other benefits provided for
under the Employment Agreement (e.g., expense
reimbursements, vacation, and a Company car).

In addition, so long as Mr.Montross complies with the terms of
his Employment Agreement (including, but not limited to, the
restrictive covenants therein) and the Employment Agreement
Amendment, and timely executes, delivers to the Company, and does
not revoke a general release of claims, if any, the Company will
pay Mr.Montross a succession incentive bonus equal to $560,000,
half of which will be payable on June30, 2018 and the remaining
portion of which will be payable in equal bi-weekly installments
from the date of his retirement through December31, 2018.

If the Company were to terminate Mr.Montross without Cause or
give him Good Reason to terminate employment (each as defined in
the Employment Agreement) before the June30, 2018 retirement
date, the Company would be required to make the payments and
provide the benefits described above for an Approved Retirement.

Mr.Montross planned retirement does not involve any disagreement
with the Company or any matter relating to the Companys
operations, policies or practices.

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 up +0.10 at 3.80 with 116,702 shares trading hands.