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Director Mark Benjamin to exit Fidelity National (NYSE: FIS) board after 2026 meeting

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8-K

Rhea-AI Filing Summary

Fidelity National Information Services, Inc. reported that Board member Mark Benjamin has decided not to stand for re-election at the company’s 2026 annual meeting of shareholders. The company states that his decision is not due to any disagreement regarding its operations, policies, or practices.

Following his departure after the 2026 shareholder meeting, the Board approved a reduction in its size from ten to nine directors. The company, including Chief Executive Officer and President Stephanie Ferris, publicly thanked Mr. Benjamin for his years of service and contributions to the evolution of the business.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Decision date March 30, 2026 Date Mark Benjamin notified FIS he will not stand for re-election
Board size before change 10 directors Board size prior to the 2026 shareholder meeting
Board size after change 9 directors Effective immediately following the 2026 shareholder meeting
Board of Directors financial
"a member of the Company’s Board of Directors (the “Board”)"
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
annual meeting of shareholders financial
"at the Company’s 2026 annual meeting of shareholders (the “2026 Shareholder Meeting”)"
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
Emerging growth company regulatory
"Emerging growth company o"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Senior Notes financial
"1.500% Senior Notes due 2027"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
Section 13 or 15(d) of the Securities Exchange Act of 1934 regulatory
"Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934"
Understanding 8-K Material Events →
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):
March 30, 2026

Fidelity National Information Services, Inc.
(Exact name of Registrant as Specified in its Charter)

1-16427
(Commission File Number)
Georgia 37-1490331
(State or Other Jurisdiction of Incorporation or Organization) (IRS Employer Identification Number)
347 Riverside Avenue
Jacksonville, Florida 32202
(Addresses of Principal Executive Offices)

(904) 438-6000
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
TradingName of each exchange
Title of each classSymbol(s)on which registered
Common Stock, par value $0.01 per shareFISNew York Stock Exchange
1.500% Senior Notes due 2027FIS27New York Stock Exchange
1.000% Senior Notes due 2028FIS28New York Stock Exchange
Floating Rate Senior Notes due 2028FIS28CNew York Stock Exchange
2.250% Senior Notes due 2029FIS29New York Stock Exchange
2.000% Senior Notes due 2030FIS30New York Stock Exchange
3.450% Senior Notes due 2030FIS30ANew York Stock Exchange
3.360% Senior Notes due 2031FIS31New York Stock Exchange
2.950% Senior Notes due 2039FIS39New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





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

On March 30, 2026, Fidelity National Information Services, Inc. (the “Company”) was notified by Mark Benjamin, a member of the Company’s Board of Directors (the “Board”), of his decision not to stand for re-election at the Company’s 2026 annual meeting of shareholders (the “2026 Shareholder Meeting”). Mr. Benjamin’s decision was not due to any disagreement with the Company on any matters relating to the Company’s operations, policies, or practices.

The Company’s Board and management team thank Mr. Benjamin for his commitment and dedication to the Board and the Company during his years as a director and wish him the best with his future endeavors. Stephanie Ferris, Chief Executive Officer and President of the Company, stated, “On behalf of the Board, I want to thank Mark for his distinguished service as a member of our Board. Mark has made extraordinary contributions to our Company, and his dedication and guidance have been instrumental in driving the evolution of our business, positioning FIS for success. I am grateful for his commitment to FIS.”

In connection with Mr. Benjamin’s departure, the Board approved a decrease in the size of the Board from ten to nine directors, effective immediately following the 2026 Shareholder Meeting.





SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Fidelity National Information Services, Inc. (Registrant)
Date: April 3, 2026By:/s/ Caroline Tsai
Name:Caroline Tsai
Title:Chief Legal & Corporate Affairs Officer and Corporate Secretary



Source: View Original Filing on SEC EDGAR

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