CANTALOUPE, INC. — Director's Dealing 2017

Aug 25, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: USA TECHNOLOGIES INC (USAT)
CIK: 0000896429
Period of Report: 2017-08-23

Reporting Person: LAWLOR MICHAEL K (Chief Services Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-23	Common Stock	A	43128	—	Acquired	94159	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Qualified Stock Option (Right to Buy)	$2.94	2023-01-12	Common Stock (75000)	75000	Direct
Qualified Stock Option (Right to Buy)	$2.75	2022-04-08	Common Stock (25000)	25000	Direct

Footnotes

F1: Represents shares awarded to Mr. Lawlor under the Company's Fiscal Year 2017 Long-Term Incentive Performance Share Plan, which vest as follows: one-third upon issuance, one-third on 6/30/2018, and one-third on 6/30/ 2019.

F2: The options vested or vest as follows: one-third on 1/12/2017; one-third on 1/12/2018; and one-third on 1/12/2019.

F3: The options vested or vest as follows: one-third on 4/8/2016; one-third on 4/8/2017; and one-third on 4/8/2018.