X0306 4 2016-01-11 0 0000896429 USA TECHNOLOGIES INC USAT 0001554542 Reilly William J. Jr. 1280 SOUTH CONCORD ROAD WEST CHESTER PA 19382 1 0 0 0 Common Stock 2016-01-11 4 A 0 3247 3.08 A 71376 D Common Stock 100 I By Child Series A Convertible Preferred Stock Common Stock 97 500 D Non-Qualified Stock Option (Right to Buy) 2.05 2021-06-18 Common Stock 20000 20000 D Represents shares of common stock issued by the Company to Mr. Reilly for director fees attributable to the quarter ended December 31, 2015. As of June 30, 2014, each share of series A convertible preferred stock was convertible into 0.1940 of a share of common stock at the option of the holder and is subject to further adjustment as provided in the Articles of Incorporation. The shares do not have an expiration date. The options vested or vest as follows: 6,667 on 6/18/15; 6,667 on 6/18/16; and 6,666 on 6/18/17. /s/ William J. Reilly, Jr. 2016-01-11