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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):
September 24, 2025
Commission file number 001-16111
Global Payments Inc.
(Exact name of registrant as specified in charter)
Georgia |
58-2567903 |
(State or other jurisdiction
of incorporation) |
(I.R.S. Employer
Identification No.) |
|
|
3550 Lenox Road, Atlanta, Georgia |
30326 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including
area code: (770) 829-8000
None
(Former name, former address and former fiscal
year, if changed since last report)
Securities registered pursuant
to Section 12(b) of the Act
Title of each class |
|
Trading
Symbol |
|
Name of exchange
on which registered |
Common stock, no par value |
|
GPN |
|
New York Stock Exchange |
4.875% Senior Notes due 2031 |
|
GPN31A |
|
New York Stock Exchange |
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-2b 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)) |
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. ¨
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 24, 2025, the
Board of Directors (the “Board”) of Global Payments Inc. (the “Company”) increased the size of the Board from
10 to 12 directors and appointed Patricia “Patty” Watson and Archana “Archie” Deskus as new directors of the Company,
effective immediately.
Mses. Watson and Deskus will
be compensated for their service as directors on the same basis as other non-employee directors of the Company. There are no arrangements
or understandings between Ms. Watson or Ms. Deskus and any other person pursuant to which each was selected as a director, and there are
no related person transactions within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission
between the Company and Ms. Watson or Ms. Deskus required to be disclosed herein.
Patricia “Patty” Watson
Patricia
(Patty) Watson is an experienced technology executive with a track record of developing modernization plans and overseeing IT transformations
at large, complex financial services and financial technology companies. She most recently served as Chief Information and Technology
Officer at NCR Atleos, where she led enterprise-wide technology strategy for the world’s largest independent ATM network. She previously
served as Executive Vice President and Chief Information Officer of NCR Corporation, guiding technology operations through its separation
into two public companies. Earlier, she was Global Chief Information Officer at Total System Services (TSYS), a leading global payments
processor which merged with Global Payments in 2019, where she directed enterprise-wide technology transformation to support high-growth
issuing and merchant acquiring businesses. She also held senior technology leadership roles at Bank of America and served as CIO of The
Brink’s Company. Ms. Watson currently serves on the board of directors of Southwest Airlines and Rockwell Automation, and previously
served on the boards of USAA Federal Savings Bank and Texas Capital Bancshares. She began her career as a Captain in the U.S. Air Force
and holds a B.A. in Mathematics from St. Mary’s College in Notre Dame, Indiana, and an MBA from the University of Dayton.
Archana “Archie” Deskus
Archana (Archie) Deskus is
an accomplished technology executive and corporate director with more than three decades of leadership experience driving transformation,
innovation and enterprise value across global industries. She most recently served as Executive Vice President, Chief Technology Officer
at PayPal Holdings, Inc., where she led global technology, product engineering, innovation, infrastructure, and operations for one of
the world’s leading digital payments platforms. Over the course of her career, Ms. Deskus has held CIO roles at Fortune 200 companies,
including Intel Corporation, Hewlett Packard Enterprise, Baker Hughes, Ingersoll Rand, Timex, and Carrier, where she oversaw enterprise-scale
digital transformation, innovation, and complex technology modernization. Ms. Deskus currently serves on the Board of Directors of Cognizant
and East West Bancorp, and previously served on the board of DataStax. Ms. Deskus holds a B.S. from Boston University and an MBA from
Rensselaer Polytechnic Institute.
Item 7.01. Regulation FD Disclosure.
On September 29, 2025, the
Company issued a press release announcing the appointment of Mses. Watson and Deskus to the Board. A copy of such press release is furnished
as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth
in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description of Exhibit |
99.1 |
Press Release, dated September 29, 2025 |
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Signatures
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.
|
GLOBAL PAYMENTS INC. |
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|
Date: September 29, 2025 |
By: |
/s/ Dara Steele-Belkin |
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Dara Steele-Belkin |
|
|
General Counsel and Corporate Secretary |