Fidelity National Information Services (FIS) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-31 one, compared heading by heading and sentence by sentence.
Item 1A64 rewritten42 added16 removed311 unchanged
All filing items974 rewritten434 added449 removed2,029 unchanged
Summary
counted, not written
- Item 1A lists 32 risk factor headings: 0 new, 2 reworded and 30 unchanged since FY2024. 1 heading from FY2024 no longer appears.
- Sentence by sentence, 434 added, 449 removed, 974 rewritten and 2,029 unchanged across 16 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2024.
Removed Item 1A headings (1)
- We may not achieve the anticipated benefits of our recently completed Worldpay Sale, and we may also be exposed to new risks following the sale.
Reworded Item 1A headings (2)
- Security breaches, privacy breaches, cyberattacks, unintentional disclosures of confidential information,
[removed: third-party breaches,][added: breaches of third party] service [added: providers, service] outages, or a failure to comply with information security laws or regulations, contractual provisions, or industry security requirements by us, our vendors, clients, or technology partners could harm our business by disrupting delivery of services, exposing sensitive or confidential information, or damaging our reputation, any of which could result in a breach of one or more client contracts or regulatory investigations, enforcement actions, fines or litigation. - Our business, financial condition or results of operations could be adversely affected by business interruptions, errors or failures in connection with our or third-party information technology and communication systems and other software and hardware used in connection with our business, or by design errors in the software solutions we offer, or more generally, by the unavailability of third-party
[removed: vendors']services that we need to operate our business effectively.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
20 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
64 rewritten, 42 added, 16 removed, 311 unchanged
Security breaches, privacy breaches, cyberattacks, unintentional disclosures of confidential information, [removed: third-party breaches,] [added: breaches of third party] service [added: providers, service] outages, or a failure to comply with information security laws or regulations, contractual provisions, or industry security requirements by us, our vendors, clients, or technology partners could harm our business by disrupting delivery of services, exposing sensitive or confidential information, or damaging our reputation, any of which could result in a breach of one or more client contracts or regulatory investigations, enforcement actions, fines or litigation.
Our information systems and networks are dependent upon hardware, software, communication infrastructure and other technological components [added: and services] that are [removed: both] developed [added: and managed] by us [removed: and] [added: or] provided by third parties.
These components [removed: sometimes] require [added: regular monitoring,] patches, updates, or remediation of known or potential vulnerabilities.
Finally, the systems we rely on, which include hardware and software manufactured, developed or operated by third-party vendors and service providers, have in the past been subject to, and may in the future be subject to, [removed: cyber attacks] [added: cyberattacks] or [added: other] security incidents due to employee error or malfeasance, software bugs, hardware malfunctions or other security vulnerabilities.
The uninterrupted [added: trustworthy] operation of information systems operated by us, our vendors and service providers, and other third parties, as well as the confidentiality of the customer or consumer information that resides on such systems, is critical to the successful operation of our Company.
For that reason, [removed: security] [added: compromises to the confidentiality, integrity] or [removed: privacy breaches] [added: availability of our information systems or information] are some of the principal operational risks we face as a provider of services to financial institutions and businesses.
If we fail to maintain an adequate security infrastructure, adapt to emerging security threats (such as the use of [removed: artificial intelligence] [added: AI] by threat actors in furtherance of [removed: cyber attacks),] [added: cyberattacks), the targeting of vendors who serve large numbers of customers for supply chain attacks, and business email compromises seeking fraudulent wire transfers] regularly identify security vulnerabilities, prevent unauthorized access, identity theft or other cybersecurity risks (e.g., distributed denial of service, ransomware, and other [removed: cyber attacks),] [added: cyberattacks),] manage vendor or supply chain cybersecurity risks, adequately train users of our information systems, or implement sufficient security standards and technology to protect against security or privacy breaches, then the confidentiality, integrity or availability of the information we secure could be compromised.
[removed: Unauthorized access to, or abuse of authorized access to, our computer] systems or databases [removed: or our vendors' computer systems or databases] could result in the theft or publication of confidential information and personal data, the deletion or modification of records, disruption of service delivery, installation of malware, and the potential need to pay ransom or otherwise cause interruptions in our operations.
A material privacy or security incident would trigger SEC disclosure obligations and could trigger other applicable disclosure [removed: requirements,] [added: requirements under state-level] or [added: non-U.S. laws or regulations, or] be disclosed publicly, even if there is no legally required disclosure.
If we are unable, or [removed: appears] [added: appear] to be unable, to prevent cybersecurity or privacy breaches, we risk reputational damage.
The markets for our solutions are characterized by constant technological changes, frequent introductions of new solutions and evolving industry [removed: standards.][added: expectations.]
These initiatives carry the risks associated with any new solution development effort, including cost overruns, [added: delays in delivery and implementation, and performance issues.]
Any change in economic factors, including a sustained deterioration in general economic conditions or consumer confidence, particularly in the U.S., or inflation and increases in interest rates in key countries in which we operate may adversely affect consumer spending, consumer debt levels and [removed: credit and debit] [added: payment] card usage, and as a result, adversely affect our financial performance by reducing the number or average purchase amount of transactions that we service.
In addition, the direct and indirect effects of geopolitical conflicts, such as the Russia-Ukraine war and conflicts in the Middle East, have adversely affected global economic activity and transaction processing [removed: volumes (particularly in our former Merchant segment).][added: volumes.]
Our business, financial condition or results of operations could be adversely affected by business interruptions, errors or failures in connection with our or third-party information technology and communication systems and other software and hardware used in connection with our business, or by design errors in the software solutions we offer, or more generally, by the unavailability of third-party [removed: vendors'] services that we need to operate our business effectively.
[added: Defects in] our technology solutions or those of our third-party partners or elsewhere in the global cyber environment, errors or delays in the processing of electronic transactions, or other difficulties have resulted, and in the future could result, in (i) interruption of business operations; (ii) delay in market acceptance; [removed: (iii) additional development and remediation costs; (iv) diversion of technical and other resources; (v) loss of clients; (vi) negative publicity; or (vii) exposure to liability claims.]
There has been, and may continue to be, [removed: substantial] consolidation activity in the banking and financial services industry.
We also maintain cash deposits in foreign banks where we operate, some of which are not [removed: insured or are only partially insured.]
The failure of a bank, or events involving limited liquidity, defaults, non-performance or other adverse conditions in the financial or credit markets impacting financial institutions at which we maintain balances, or concerns or [added: rumors about such events, may lead to disruptions in access to our bank deposits or otherwise adversely impact our liquidity and financial performance.]
The Consumer Financial Protection Bureau ("CFPB") continues to [removed: establish] [added: update and enforce] rules and regulations for regulating financial and non-financial institutions and providers to those institutions to ensure adequate protection of consumer privacy and to ensure consumers are not impacted by deceptive business practices, as well as to provide examination and supervisory authority over consumer reporting agencies, including ChexSystems.
These regulations have resulted, and may further result, in the need for us to make capital investments to modify our solutions to facilitate our [removed: clients' and potential clients' compliance, as well as to deploy additional processes or reporting to comply with these regulations.]
[added: Further, requirements of these regulations have resulted, and could further result, in changes in our business] practices, our clients' business practices and those of other marketplace participants that may alter the delivery of services to consumers, which have impacted, and could further impact, the demand for our solutions and services, as well as alter the types or volume of transactions that we process on behalf of our clients.
Further, our business may be constrained by current and future laws and regulations governing the development, use and deployment of [removed: artificial intelligence] [added: AI] (including machine learning) [removed: ("AI")] technologies.
Additionally, in some markets in which we operate, our clients [removed: will] require us to support them in achieving compliance with increasingly complex and prescriptive regulatory requirements relating to digital operational resilience.
For example, under DORA, our E.U. financial entity clients [removed: will] require us, as a [removed: third-party provider] [added: designated Critical Third-Party Provider] of information and communication technology services, to contract with and manage our relationships with such clients (and, where applicable, our relationships with [added: other] critical third-party technology vendors in our supply chain) in accordance with the requirements of DORA.
[added: Regulatory authorities subject our businesses, from time to time, to regulatory investigations, reviews, examinations and] proceedings (both formal and informal), some of which have the potential to result in settlements, fines, penalties, injunctions or other adverse consequences to us.
Failure to comply with [added: applicable data protection laws, as well as] new and evolving laws and regulations in these [removed: areas] [added: areas,] could result in significant penalties, damage to our reputation, and loss of business.
We have incurred, and will continue to incur, costs to comply with these [removed: new] [added: evolving] laws and regulations.
There are [removed: also] several additional laws being considered by state legislatures, the U.S. Congress, and governments around the world.
As a result, we expect that a more substantial [removed: compliance] effort [added: to comply] with varying regimes in different jurisdictions will continue to be necessary in the future, which has the potential to further increase the cost and complexity of our business.
For example, [added: through requirements established] under [removed: DORA,] [added: DORA and Network and Information Security Directive 2, Directive (EU) 2022/2555, (NIS2),] E.U. regulators are increasingly seeking to mitigate cyber threats and enhance digital resilience within the financial [removed: system] [added: and technological ecosystem] through new regulations targeting the provision of critical third-party technology services.
For instance, the E.U. AI Act imposes a number of requirements (some of which [removed: take] [added: took] effect in August [removed: 2025,] [added: 2025 and will take effect in] August 2026 and August 2027) that differ depending on the type and use of a particular AI system, but which will at a minimum include extensive documentation and transparency requirements.
A compromise of our continuity of operations, integrity of processing, or ability to detect or prevent fraudulent payments [added: has resulted, and] could [removed: result] in [added: the future result, in] a financial loss to us.
Our international operations represented approximately [removed: 22%] [added: 23%] of our total [removed: 2024] [added: 2025] revenue and are largely conducted in currencies other than the U.S. Dollar, including the British Pound Sterling, Euro, [removed: Brazilian Real, Australian Dollar,] Swedish Krona, [added: Australian Dollar, Brazilian Real,] Swiss [removed: Franc] [added: Franc, Canadian Dollar] and Indian Rupee.
[removed: The FCPA also requires that U.S. public] companies maintain books and records that fairly and accurately reflect transactions and maintain an adequate system of internal accounting controls.
[removed: Detecting,] [added: Although we maintain multiple reporting channels in which employees, contractors and other individuals can report concerns without retaliation, detecting,] investigating and resolving actual or alleged violations can be an extensive process and require a significant diversion of time, resources and attention from senior management.
Our global operations are susceptible to global events, including threats or acts of war, such as the Russia-Ukraine war and [added: conflicts or tensions in] the [removed: Israel-Hamas conflict,] [added: Middle East,] threats or acts of terrorism, international conflicts, political instability, natural disasters, and power or communications failures.
We are also susceptible to a widespread outbreak of an illness or other health [removed: issue, such as the COVID-19] [added: issue or] pandemic.
We [added: are subject to dynamic, and sometimes conflicting, laws, regulations and other directives that govern a wide array of issues related to sustainability and we] may be subject to increased costs, regulations, reporting or other requirements, standards or expectations regarding sustainability and climate change-driven impacts on our business.
Changing market dynamics, global [added: and domestic] policy developments, heightened focus from governmental, media, community, industry and [removed: investor] [added: other] stakeholders, and increasing frequency and impact of extreme weather [removed: events] [added: events, such as flooding or windstorms,] all have the potential to disrupt our business or the businesses of our customers, vendors and technology partners.
Our information systems are also vulnerable to human error, including employees sending information to inadvertent recipients as well as employees inappropriately using AI tools, as well as malicious insider threats.
Unauthorized access to, or abuse of authorized access to, our computer systems or databases or our vendors' computer
FIS provides a number of systemically critical services, including the settlement of funds for financial institutions, other businesses and consumers and receives funds from clients, card issuers, payment networks and consumers on a daily basis for a variety of transaction types.
Transactions facilitated by us include debit card, credit card, electronic bill payment, banking payments and check clearing that support consumers, financial institutions and other businesses.
Attempted or successful targeting of these systems by attackers may result in interruption of services, misuse of account information, or unauthorized transfer of funds.
This environment imposes comprehensive data privacy compliance obligations in relation to our collection and use of data relating to an identifiable living individual or "personal data," including a principle of accountability and the obligation to demonstrate compliance through policies, procedures, training and audit, as well as regulating cross-border transfers of personal data.
Additionally, credit card issuers may reduce credit limits and become more selective in their card issuance practices, which would lower purchase volumes.
(iii) additional development and remediation costs; (iv) diversion of technical and other resources; (v) loss of clients; (vi) negative publicity; or (vii) exposure to liability claims.
insured or are only partially insured.
clients' and potential clients' compliance, as well as to deploy additional processes or reporting to comply with these regulations.
Portions of FIS' European operations are in scope for regulatory oversight by European Supervisory Agencies (ESAs) as defined by DORA.
FIS' designation as a Critical Third-Party Provider under DORA subjects us to additional and new regulatory oversight processes in the E.U. These changes could result in increased costs to compliance.
Other countries are also developing regulatory frameworks that govern critical third-party providers to the financial services sector, which may result in increased costs of compliance.
For example, in the U.K., HM Treasury has powers to designate critical third-party providers to the financial services sector, subjecting them to additional regulatory oversight and obligations regarding reporting, incident management and testing.
The regulatory environment for crypto assets, stablecoins, and digital currencies is rapidly evolving, with increased oversight from U.S. agencies such as the SEC, CFTC, and FinCEN, as well as global counterparts.
Recent developments, including the European Union’s Markets in Crypto-Assets (MiCA) regulation, U.S. legislation such as the GENIUS Act, and other legislative initiatives, signal a trend toward increased oversight, more robust compliance obligations, and a move toward harmonized global standards.
FIS closely monitors regulatory changes, to ensure any existing or new business models, product offerings, and risk and compliance programs adapt to new regulatory requirements.
Additionally, a breach of applicable data protection laws may result in regulatory investigations, reputational damage, orders to cease or change our data processing activities, enforcement notices, assessment notices (for a compulsory audit) and/or civil claims (including class actions).
Since we are subject to the supervision
of relevant data protection authorities under multiple legal regimes, we could be fined under those regimes independently in respect of the same breach.
BRICS countries are working to reduce their reliance on the U.S. dollar and Western financial infrastructure due to sanctions, wars, and tariffs.
BRICS is an international organization currently comprised of 11 countries, including Brazil, Russia, India, China, South Africa, Saudi Arabia, Egypt, United Arab Emirates, Ethiopia, Indonesia, and Iran.
Intelligence sources, along with peer assessments and other observers, suggest that cyber actors from some of the BRICS countries may conduct attacks on payment infrastructure, including third-party fintech services, to undermine trust in the Western financial infrastructure.
In addition, use of AI technologies may result in the release of confidential or proprietary information which could limit our ability to protect, or prevent us from protecting, our intellectual property rights.
Meanwhile, several U.S. states have adopted AI-specific frameworks or are considering applying existing consumer and data protection laws to regulate AI.
The FCPA also requires that U.S. public
and expose us to increased scrutiny from investors and regulatory authorities.
In addition, as we continue to implement our business strategy and transform the organization, cost-control initiatives have resulted in a reduced workforce and reduced capacity in some areas of our business.
As we seek to implement these changes to improve efficiency, adjustments to reduced staffing levels may affect our ability to conduct our operations and other functions effectively.
If we fail to effectively manage these organizational and/or strategic changes, our financial condition, results of operations and reputation, as well as our ability to successfully attract, motivate and retain key employees, could be harmed.
Although we cannot predict whether
- risk that any strategic transaction has an adverse effect on existing business relationships with suppliers and customers, or costs or dis-sysnergies exceed expectations;
On January 9, 2026, FIS incurred debt of approximately $7.7 billion to finance the cash portion of the Issuer Solutions Acquisition.
Accordingly, the indebtedness of FIS and its subsidiaries following completion of the Issuer Solutions Acquisition is substantially greater than FIS' indebtedness prior to completion of the acquisition.
FIS' substantially increased indebtedness could have the effect, among other things, of reducing FIS' flexibility to respond to changing business and economic conditions.
In addition, the amount of cash required to pay interest on FIS' increased indebtedness levels will increase, and thus the demands on FIS' cash resources will be greater than the amount of cash flows required to service the indebtedness of FIS prior to the acquisition.
The increased levels of indebtedness following completion of the acquisition could reduce funds available to engage in investments in product development, fund working capital, capital expenditures, acquisitions and other general corporate purposes, and may create competitive disadvantages for FIS relative to other companies with lower debt levels.
If FIS does not achieve the expected benefits from the acquisition, then FIS' ability to service its indebtedness, and thereby reduce its leverage levels, may be adversely impacted.
We cannot provide any assurance that we would be able to refinance any series of our Euro-denominated indebtedness on acceptable terms at any such time, all of which could have an adverse financial impact on us.
Interest rates have increased significantly from recent historical levels and may remain elevated for an extended period.
Our information systems are also
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vulnerable to human error as well as malicious insider threats.
delays in delivery and implementation, and performance issues.
Defects in
rumors about such events, may lead to disruptions in access to our bank deposits or otherwise adversely impact our liquidity and financial performance.
Further, requirements of these regulations have resulted, and could further result, in changes in our business
Regulatory authorities subject our businesses, from time to time, to regulatory investigations, reviews, examinations and
that could result in negative impacts.
We may not achieve the anticipated benefits of our recently completed Worldpay Sale, and we may also be exposed to new risks following the sale.
We may not achieve the anticipated benefits of our Worldpay Sale, which we completed in January 2024.
The anticipated strategic, financial, and operational gains may not materialize, and costs or revenue dis-synergies could exceed expectations.
Additionally, we have entered into ongoing arrangements with Worldpay for transition services which have required, and are expected to continue to require, significant resources and could offset the impact of our cost-saving initiatives.
While we retain a 45% equity interest in Worldpay, we do not have control of Worldpay, exposing us to certain risks including risks related to Worldpay’s operations and merchant acquiring business.
As a result of the Worldpay Sale, our revenue sources are less diversified, which could increase our exposure to adverse developments affecting financial institutions.
Additionally, our common stock now represents a smaller company, with proportionally increased exposure to our remaining business risks.
An excerpt. Shown here: 40 of 64 rewritten, 40 of 42 added and all 16 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2025 filing and the FY2024 filing.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
108 rewritten, 69 added, 42 removed, 213 unchanged
The following section discusses management's view of the financial condition and results of operations of FIS and its consolidated subsidiaries as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] unless otherwise noted.
Management's Discussion and Analysis of Financial Condition and Results of Operations [removed: contains forward-looking statements.]
[added: See "Statement Regarding Forward-Looking Information" and "*Risk Factors*" in Item 1A] of this Annual Report for a discussion of the uncertainties, risks and assumptions associated with these forward-looking statements that could cause future results to differ materially from those reflected in this section.
While we are a global company and do business around the world, the majority of our revenue is generated by clients in the U.S. The majority of our international revenue is generated by clients in the [removed: U.K.,] [added: United Kingdom,] Germany, Canada, Australia, [removed: Brazil, Switzerland] [added: Switzerland, France, South Africa, the Netherlands] and [removed: France.][added: India.]
We [removed: are experiencing] [added: continue to experience] relatively stable sales cycles and levels of client activity across our businesses.
[removed: However, during] [added: During] 2024, we used a portion of the net proceeds from the [added: 2024] Worldpay Sale to repay our borrowings under our commercial paper programs and reduce our long-term debt, which [removed: has] decreased our interest expense from previous levels.
[removed: Worldpay] [added: 2024 Worldpay] Sale
[removed: On January 31, 2024, the] [added: The] Company completed the [added: 2024] Worldpay Sale [added: on January 31, 2024,] for cash consideration in a transaction valuing the Worldpay Merchant Solutions business at an enterprise value of $18.5 billion, including $1.0 billion of consideration contingent on the returns realized by Buyer exceeding certain thresholds.
In connection with the [added: 2024] Worldpay Sale, FIS and Worldpay entered into commercial agreements, preserving a key value proposition for clients of both businesses and minimizing potential dis-synergies.
As a result of the [added: 2024] Worldpay Sale, we recorded [removed: an estimated] [added: a cumulative] loss on sale of $578 million during 2024.
[removed: We] [added: During 2024, we] also recorded a [added: cumulative] tax benefit of $1.1 billion, primarily from the release of U.S. deferred tax liabilities that were not transferred in the [added: 2024] Worldpay Sale, net of the [removed: estimated] [added: then-estimated] U.S. tax cost [removed: that we expect to incur as a result] of the [added: 2024] Worldpay Sale.
Our internal development activities have related primarily to the modernization of our proprietary core systems in each of our segments, design and development of next-generation digital and innovative solutions and development of [added: processing systems and related software applications and risk management platforms.]
Consumer preference, particularly in younger generations, continues to shift [removed: from traditional branch banking services] to digital-first banking solutions.
[removed: Consolidation] [added: We expect continued consolidation] within the banking [removed: industry has occurred and may continue to occur,] [added: industry,] primarily in the form of merger and acquisition activity among financial institutions, which generally increases competition among financial technology providers.
Conversely, we may lose revenue if [removed: we are providing solutions to both entities, or if a client of ours is involved in a consolidation and] our solutions are not chosen to support the newly combined entity.
Demand in [added: the] Payments Market
The payment processing industry is adopting new technologies, developing new solutions, evolving new business models, and is being affected by new [removed: market entrants and by an evolving regulatory environment.]
Cyberattacks on information technology systems and the vendors and technological supply chain on which they rely continue to grow in frequency, complexity and [removed: sophistication.][added: sophistication, including the increasing use of AI by threat actors and the potential targeting of entities like FIS for the purposes of disruption of services or financial gain.]
This is a trend we expect to continue with widespread [removed: impacts, including potentially some pertinent to FIS.][added: impacts.]
[removed: However, the accounting policies that we apply across similar contracts, products] or classes of clients could significantly influence the timing and amount of revenue recognized in our historical and future results of operations or financial position.
During the [removed: year] [added: years] ended December 31, [added: 2025 and] 2024, we [removed: had] [added: closed on two and] three [removed: acquisitions] [added: acquisitions, respectively,] that were accounted for as business combinations, as discussed in Note 5 to the consolidated financial statements.
We had no material business combinations, individually or in the aggregate, during the [removed: years] [added: year] ended December 31, [removed: 2023 and 2022.][added: 2023.]
The income approach used to assess goodwill for impairment is a critical estimate because the forecasted revenue growth rate and margin assumptions (including long-term growth assumptions) underlying the estimated future cash flows are subject to management’s judgment based upon the best available [removed: market information, internal forecasts and operating plans.]
For our Banking and Capital Markets reporting units, we performed a [removed: quantitative] [added: qualitative] annual assessment [removed: in 2022 which] [added: for 2023, 2024 and 2025 and] concluded that [added: it remained more likely than not that] the fair values of these reporting units [removed: substantially exceeded] [added: continued to exceed] their respective carrying amounts.
[added: We also evaluate and measure uncertain tax] positions taken or expected to be taken on tax returns and record liabilities for such positions that in our judgment may not be sustained, or only partially sustained, upon examination by taxing authorities.
In connection with the closing of the [added: 2024] Worldpay Sale, we entered into several agreements with certain Worldpay entities and entered into additional agreements with Worldpay during 2024, as further described in Note 4 to the consolidated financial statements.
| | | | [added: 2025] | | | | | | [added: 2024] | | | | | | [added: 2023] | | | | | | [removed: 2024 vs] [added: 2024] | | | | | | [removed: 2023 vs] [added: 2023] | | | | | | [removed: 2024 vs] [added: 2024] | | | | | | [removed: 2023 vs] [added: 2023] | | |
| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Revenue | | | $ | [removed: 10,127] [added: 10,677] | | | | | $ | [removed: 9,831] [added: 10,127] | | | | | $ | [removed: 9,720] [added: 9,831] | | | | | $ | [removed: 296] [added: 550] | | | | | $ | [removed: 111] [added: 296] | | | | | [removed: 3] [added: 5] | | % | | | | [removed: 1] [added: 3] | | % |
| Cost of revenue | | | [removed: (6,323)] [added: (6,741)] | | | | | | [removed: (6,175)] [added: (6,323)] | | | | | | [removed: (6,259)] [added: (6,175)] | | | | | | [removed: (148)] [added: (418)] | | | | | | [removed: 84] [added: (148)] | | | | | | [removed: 2] [added: 7] | | | | | | [removed: (1)] [added: 2] | | |
| Gross profit | | | [removed: 3,804] [added: 3,936] | | | | | | [removed: 3,656] [added: 3,804] | | | | | | [removed: 3,461] [added: 3,656] | | | | | | [removed: 148] [added: 132] | | | | | | [removed: 195] [added: 148] | | | | | | [removed: 4] [added: 3] | | | | | | [removed: 6] [added: 4] | | |
| Gross profit margin | | | [removed: 38] [added: 37] | | % | | | | [removed: 37] [added: 38] | | % | | | | [removed: 36] [added: 37] | | % | | | | | | | | | | | | | | | | | | | | | | | | |
| Selling, general and administrative expenses | | | [removed: (2,185)] [added: (2,263)] | | | | | | [removed: (2,096)] [added: (2,185)] | | | | | | [removed: (2,182)] [added: (2,096)] | | | | | | [removed: (89)] [added: (78)] | | | | | | [removed: 86] [added: (89)] | | | | | | 4 | | | | | | [removed: (4)] [added: 4] | | |
| Asset impairments | | | [removed: (52)] [added: (18)] | | | | | | [removed: (113)] [added: (52)] | | | | | | [removed: (103)] [added: (113)] | | | | | | [removed: 61] [added: 34] | | | | | | [removed: (10)] [added: 61] | | | | | | NM | | | | | | NM | | |
| Other operating (income) expense, net - related party | | | [removed: (142)] [added: (86)] | | | | | | [removed: —] [added: (142)] | | | | | | — | | | | | | [removed: (142)] [added: 56] | | | | | | [removed: —] [added: (142)] | | | | | | [removed: NM] [added: (39)] | | | | | | NM | | |
| Operating income | | | [removed: 1,709] [added: 1,741] | | | | | | [removed: 1,447] [added: 1,709] | | | | | | [removed: 1,176] [added: 1,447] | | | | | | [removed: 262] [added: 32] | | | | | | [removed: 271] [added: 262] | | | | | | [removed: 18] [added: 2] | | | | | | [removed: 23] [added: 18] | | |
| Operating margin | | | [removed: 17] [added: 16] | | % | | | | [removed: 15] [added: 17] | | % | | | | [removed: 12] [added: 15] | | % | | | | | | | | | | | | | | | | | | | | | | | | |
Revenue for the year ended December 31, [removed: 2023,] [added: 2025,] increased primarily due to recurring revenue growth in [added: both] the Banking and Capital Markets segments.
Revenue was not materially impacted by foreign currency [removed: movements.][added: movements versus the prior year period.]
Gross profit margin for the year ended December 31, 2024, increased primarily due to operating leverage, continued cost management and increased higher-margin license revenue, partially offset by dis-synergies associated with the [added: 2024] Worldpay Sale.
contains forward-looking statements.
While inflation remains elevated on a multi‑year basis, recent inflation levels in our primary markets have moderated compared to the peak levels observed over the past several years.
However, we have experienced, and continue to experience, significant cost increases from vendors, and market conditions limit our ability to fully offset these increases through pricing actions.
However, we incurred approximately $7.7 billion of new debt upon closing of the Issuer Solutions Acquisition, as further discussed in Note 1 to the consolidated financial statements, which will increase our interest expense in 2026.
We continue to monitor the potential impacts of recently enacted and potential future tariff regimes in the U.S. and internationally.
As of December 31, 2025, tariffs have not had a significant impact on our financial condition or results of operations.
FIS will no longer receive the contingent consideration as a result of the completion of the 2026 Worldpay Minority Interest Sale, as discussed below.
We used the proceeds from the 2024 Worldpay Sale in 2024 primarily to retire debt and repurchase shares, as well as for general corporate purposes.
Upon closing of the 2026 Worldpay Minority Interest Sale, the commercial and other agreements were amended and extended as also discussed in Note 4 to the consolidated financial statements.
Following the 2024 Worldpay Sale, we accounted for our non-controlling 45% equity interest in Worldpay using the equity method of accounting, and our share of the net income of Worldpay was reported as Equity method investment earnings (loss), net of tax, in our consolidated statements of earnings (loss).
See "2026 Worldpay Minority Interest Sale" below for a discussion of subsequent changes to our U.S. deferred tax liabilities arising from our agreement to sell our remaining interest in Worldpay.
2026 Worldpay Minority Interest Sale
As a result of the 2026 Worldpay Minority Interest Sale, we expect to recognize an estimated pre-tax gain of $2.2 billion in the first quarter of 2026, representing the excess of the net selling price over the estimated carrying value of the Worldpay equity method investment as of the date of closing, adjusted for the impact of our share of Worldpay's cumulative translation adjustments recorded in accumulated other comprehensive earnings (loss).
The estimated gain remains subject to change based on customary post-closing purchase price adjustments and final determination of these amounts, and the final gain could differ materially from the current estimate.
market entrants and by an evolving regulatory environment.
Technical solutions that serve many customers are increasing targets of these kinds of attacks, including direct attacks on our supply chain partners, or our clients.
However, the accounting policies that we apply across similar contracts, products
market information, internal forecasts and operating plans.
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Recurring revenue growth was driven by broad-based growth across the Banking portfolio, led by our core and digital and payments businesses, and by the implementation of new Capital Markets sales.
Revenue growth for the year ended December 31, 2025, was partially offset by a decrease in our Corporate and Other segment primarily due to the divestiture of a non-strategic business during the first quarter of 2025.
Cost of revenue for the year ended December 31, 2025, increased primarily due to increased direct cost of revenue associated with higher transaction volumes and higher amortization of internally developed software.
Gross profit for the year ended December 31, 2025, increased primarily driven by the profit associated with the revenue increases noted above.
Gross profit margin for the year ended December 31, 2025, decreased as the cost of revenue increased faster than the pace of revenue due to higher amortization of internally developed software.
Selling, general and administrative expenses for the year ended December 31, 2025, increased primarily due to higher net personnel costs, including an increase in one-time severance costs incurred as part of our enterprise-wide cost savings initiatives, as well as an increase in the amortization of deferred commissions.
There were no material asset impairments during the year ended December 31, 2025.
statement of earnings (loss).
Net TSA income decreased from 2024 to 2025 primarily as a result of winding down certain of the TSA services.
| | | | | | | | | | | | | | | | | | | | | | 2025 vs | | | | | | 2024 vs | | | | | | 2025 vs | | | | | | 2024 vs | | |
The increase in interest expense, net during the year ended December 31, 2025, was primarily due to a decrease in interest income, which was higher during the year ended December 31, 2024, as a result of unused proceeds from the 2024 Worldpay Sale.
Interest expense (net) for the year ended December 31, 2024, also included bridge facility fees incurred to secure funding for the Issuer Solutions Acquisition, as discussed in Note 1 to the consolidated financial statements.
Other income (expense) for the year ended December 31, 2025, primarily included the impact of a $(108) million write-off of the contingent consideration included as part of the 2024 Worldpay Sale, which write-off was triggered by the 2026 Worldpay Minority Interest Sale agreement, and a change in fair value of interest rate swaps accounted for as economic hedges, each as discussed in Note 15 to the consolidated financial statements, as well as foreign currency transaction remeasurement losses.
| | | | | | | | | | | | | | | | | | | | | | 2025 vs | | | | | | 2024 vs | | | | | | 2025 vs | | | | | | 2024 vs | | |
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See "Statement Regarding Forward-Looking Information" and "*Risk Factors*" in Item 1A
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
We have experienced, and continue to experience, relatively high inflation in our primary markets over the medium-term cycle.
Impacts of foreign currency fluctuations remained slightly favorable during 2024.
We used a portion of the proceeds from the sale to retire debt and repurchase shares, and we plan to continue to use the remaining proceeds to return additional capital to shareholders through our existing share repurchase authorizations, as well as for general corporate purposes, including acquisitions, while maintaining an investment grade credit rating.
Upon closing of the Worldpay Sale, we retained a non-controlling 45% equity interest in Worldpay.
FIS' share of the net income of Worldpay subsequent to the sale is reported as Equity method investment earnings (loss), net of tax.
Completion of remaining purchase agreement provisions in connection with the Worldpay Sale could result in further adjustments to the loss on sale amount and the estimated U.S. tax cost.
processing systems and related software applications and risk management platforms.
For 2023 and 2024, we performed a qualitative annual assessment of these reporting units and concluded that it remained more likely than not that the fair values of these reporting units continued to exceed their respective carrying amounts.
We also evaluate and measure uncertain tax
Cost of revenue for the year ended December 31, 2023, decreased due to lower intangible asset amortization resulting primarily from using accelerated amortization methods which apply a declining rate over time, contributing to higher gross profit and gross profit margin.
Selling, general and administrative expenses for the year ended December 31, 2023, decreased primarily due to lower acquisition, integration and other costs partially offset by inflation.
Asset impairments for the year ended December 31, 2022, related primarily to real estate, the sale of a non-strategic business and certain software assets.
The increase in interest expense, net during the year ended December 31, 2023, was primarily due to higher interest rates on our variable-rate debt, including the impact of our fixed-to-variable interest rate swaps discussed further in Note 15 to the consolidated financial statements, offset in part by increased interest income.
For the year ended December 31, 2023, revenue from discontinued operations increased from the prior year primarily due to eCommerce volume growth.
For the year ended December 31, 2022, earnings (loss) from discontinued operations related to major classes of pre-tax earnings (loss) included a $17.6 billion impairment of goodwill.
Corporate and Other segment for the periods discussed below.
Revenue in our Banking segment increased 2% for the year ended December 31, 2023.
Recurring revenue contributed 3% to the total segment revenue growth rate, as payments volumes increased year over year, including volumes in our commercial services and value-added processing businesses.
A decline in non-recurring and professional services revenue offset the growth rate by a combined (1%).
Adjusted EBITDA increased year over year due to the revenue impacts noted above and savings generated from the Company's Future Forward initiatives.
Adjusted EBITDA margin was flat year over year, as Future Forward cost savings offset unfavorable revenue mix year over year, including a reduction in high-margin license and termination fee revenue.
| | | | | | | | | | | | | | | | | | | | | | 2024s | | | | | | 2023 vs | | | | | | 2024vs | | | | | | 2023 vs | | |
Revenue in our Capital Markets segment increased 5% for the year ended December 31, 2023.
Recurring revenue contributed 6% to the total segment revenue growth rate due to new sales and continued movement to a SaaS-based recurring-revenue model.
A decline in professional services revenue offset the growth rate by (1% ).
Adjusted EBITDA decreased as a result of the revenue impacts noted above, as well as higher corporate expenses as compared to the prior year period.
The net proceeds from the Worldpay Sale also provided a significant source of funds during 2024.
Although we continue to evaluate the optimal capital structure for our business following the completion of the Worldpay Sale, we intend to maintain investment grade debt ratings for FIS.
We currently expect to continue to pay quarterly dividends at a target payout ratio consistent with our capital allocation strategy, without regard to our equity method investment earnings (loss) attributable to our interest retained in Worldpay post-separation.
In January 2021, our Board of Directors approved a share repurchase program under which it authorized the Company to repurchase up to 100 million shares of our common stock.
Under these share repurchase programs, the Company repurchased approximately 54 million shares for an aggregate of $4.0 billion in 2024, 9 million shares for an aggregate of $0.5 billion in 2023 and 21 million shares for an aggregate of $1.8 billion in 2022.
Approximately 1 million shares remained available for repurchase under the January 2021 program as of December 31, 2024, and the Company will exhaust its authorization under this program in the first quarter of 2025, after which it will repurchase shares under the 2024 authorization.
We intend to repurchase approximately $1.2 billion of our shares during the year ending December 31, 2025.
The 2023 increase in cash flows from operations is primarily due to timing of working capital, partially offset by lower net earnings adjusted for non-cash items.
In the fourth quarter of 2023, we paid $202 million related to new acquisitions.
In 2023, we paid $173 million related to the 2020 Virtus acquisition to redeem a put option exercised by the founders as described in Note 5 to the consolidated financial statements.
| Interest (1) | | | | | | $ | 2,504 | | | | | $ | 266 | | | | | $ | 467 | | | | | $ | 394 | | | | | $ | 1,377 | |
| Purchase commitments (2) | | | | | | 696 | | | | | | 340 | | | | | | 286 | | | | | | 60 | | | | | | 10 | | |
An excerpt. Shown here: 40 of 108 rewritten, 40 of 69 added and 40 of 42 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
19 rewritten, 3 added, 2 removed, 23 unchanged
Our fixed-rate senior notes (as included in Note 14 to the consolidated financial statements) represent the majority of our fixed-rate long-term debt obligations as of December 31, [removed: 2024.][added: 2025.]
The carrying value, excluding the fair value basis adjustments due to interest rate swaps described below and unamortized discounts, of our senior notes was [removed: $10.7] [added: $10.3] billion as of December 31, [removed: 2024.][added: 2025.]
The fair value of our senior notes was approximately [removed: $9.9] [added: $9.7] billion as of December 31, [removed: 2024.][added: 2025.]
Our variable-rate risk principally relates to borrowings under our U.S. commercial paper program, Euro-commercial paper program and [removed: Revolving Credit Facility] [added: revolving credit facilities] (as included in Note 14 to the consolidated financial statements) (collectively, "variable-rate debt").
As of December 31, [removed: 2024,] [added: 2025,] our weighted-average cost of debt was [removed: 2.8%] [added: 3.0%] with a weighted-average maturity of [removed: 6.2] [added: 4.8] years; [removed: 93%] [added: 77%] of our debt was fixed rate, and the remaining [removed: 7%] [added: 23%] was variable-rate debt, inclusive of fair value basis adjustments due to interest rate swaps.
A 100 basis-point increase in the weighted-average interest rate on our variable-rate debt would have increased our [removed: 2024] [added: 2025] annual interest expense by [removed: $8] [added: $29] million.
We performed the foregoing sensitivity analysis based solely on the outstanding balance of our variable-rate debt as of December 31, [removed: 2024.][added: 2025.]
For comparison purposes, based on the outstanding balance of our variable-rate debt as of December 31, [removed: 2023,] [added: 2024,] and calculated in the same manner as set forth above, an increase of 100 basis points in the weighted-average interest rate would have increased our annual interest expense by approximately [removed: $49] [added: $8] million.
[removed: During the years ended December 31, 2024, 2023 and 2022, we generated approximately $1,267] [added: $1,358] million, [removed: $1,261] [added: $1,267] million and [removed: $1,288] [added: $1,261] million, respectively, in revenue denominated in currencies other than the U.S. Dollar.
The major currencies to which our revenue is exposed are the British Pound Sterling, Euro, [removed: Brazilian Real, Australian Dollar,] Swedish Krona, [added: Australian Dollar, Brazilian Real,] Swiss [removed: Franc] [added: Franc, Canadian Dollar] and Indian Rupee.
A 10% movement in average exchange rates for these currencies (assuming a simultaneous and immediate 10% change in all of such rates for the relevant period) would have resulted in the following increase or decrease in our reported revenue for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022] [added: 2023] (in millions):
| Currency | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Pound Sterling | | | | | | $ | [removed: 43] [added: 49] | | | | | $ | 43 | | | | | $ | [removed: 42] [added: 43] | |
| Euro | | | | | | [removed: 27] [added: 28] | | | | | | [removed: 25] [added: 27] | | | | | | [removed: 26] [added: 25] | | |
| [added: Brazilian] Real | | | | | | [removed: 12] [added: 6] | | | | | | [removed: 14] [added: 12] | | | | | | [removed: 15] [added: 14] | | |
| Australian Dollar | | | | | | 9 | | | | | | [removed: 7] [added: 9] | | | | | | 7 | | |
| Swedish Krona | | | | | | [removed: 8] [added: 12] | | | | | | [removed: 10] [added: 8] | | | | | | [removed: 7] [added: 10] | | |
| Swiss Franc | | | | | | 6 | | | | | | [removed: 5] [added: 6] | | | | | | 5 | | |
| Indian Rupee | | | | | | 5 | | | | | | [removed: 6] [added: 5] | | | | | | [removed: 9] [added: 6] | | |
During the years ended December 31, 2025, 2024 and 2023, we generated approximately
| Canadian Dollar | | | | | | 6 | | | | | | 3 | | | | | | 2 | | |
| Total increase or decrease | | | | | | $ | 121 | | | | | $ | 113 | | | | | $ | 112 | |
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
| Total increase or decrease | | | | | | $ | 110 | | | | | $ | 110 | | | | | $ | 111 | |
Item 1. Business
46 rewritten, 43 added, 41 removed, 201 unchanged
On January 31, 2024, we completed the sale (the [removed: "Worldpay] [added: "2024 Worldpay] Sale") of a 55% equity interest in our Worldpay Merchant Solutions business to private equity funds managed by GTCR, LLC (such funds, the "Buyer").
FIS retained a non-controlling 45% equity interest in a new standalone joint venture, Worldpay Holdco, LLC ("Worldpay"), following the closing of the [added: 2024] Worldpay Sale.
In connection with the [added: 2024] Worldpay Sale, FIS and Worldpay entered into commercial agreements, preserving a key value proposition for clients of both businesses and reducing potential dis-synergies.
- *Extensive Domain Expertise and Portfolio Breadth.* FIS' significant expertise in the markets and domains we serve enables us to deliver a broad range of innovative software applications and flexible service offerings, ranging from managed processing arrangements, either at the client site or hosted at an FIS data center or in our private cloud, [removed: to traditional license and maintenance arrangements.]
[added: As the breadth of FIS' service offerings has] expanded, we have found that our deep and broad access within our clients' organizations presents greater opportunities for cross-selling and up-selling solutions to our clients.
By investing in solution innovation, we [removed: continue to] expand our value proposition to our clients and prospects.
- *Support Our Clients Through Innovation.* Changing market dynamics, particularly in the areas of digital delivery, information security and [removed: regulation,] [added: AI] are transforming the way our clients [removed: operate, which is driving incremental demand for our integrated solutions built around our intellectual property.][added: operate and compete.]
As such, the related results have been excluded from continuing operations and segment [removed: results.][added: results, and the Company no longer reports the Merchant Solutions segment.]
| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Banking Solutions [removed: (1)] | | | $ | [removed: 6,892] [added: 7,285] | | | | | $ | [removed: 6,743] [added: 6,892] | | | | | $ | [removed: 6,625] [added: 6,743] | |
| Capital Market Solutions | | | [removed: 2,979] [added: 3,196] | | | | | | [removed: 2,766] [added: 2,979] | | | | | | [removed: 2,631] [added: 2,766] | | |
| Corporate and Other | | | [removed: 256] [added: 196] | | | | | | [removed: 322] [added: 256] | | | | | | [removed: 464] [added: 322] | | |
| Total Consolidated Revenue | | | $ | [removed: 10,127] [added: 10,677] | | | | | $ | [removed: 9,831] [added: 10,127] | | | | | $ | [removed: 9,720] [added: 9,831] | |
Our [removed: solutions] [added: portfolios] in this segment include the following:
Our innovative digital banking capabilities are now available to financial institutions with continually [removed: expanding]
[added: expanding] functionality.
Our systems use a combination of advanced authentication procedures, predictive analytics, [removed: artificial intelligence] [added: AI] modeling and proprietary and shared databases to assess and detect fraud risk for deposit, card and other transactions for financial institutions.
Card-based volumes continue to increase, driven by both the number of [removed: transactions per month] [added: accounts on file] and the [added: number and] value of [removed: those transactions.][added: transactions per month.]
[removed: The majority] [added: Many] of our programs are full service, including most of the operations and support necessary for an issuer to operate a credit card [removed: program.][added: program; however, we do not make credit decisions for our card issuing clients.]
The Capital Markets segment is focused on serving global financial services clients and [added: multi-national] corporations with a broad array of buy- and sell-side, treasury, risk management and lending solutions.
We have made, and continue to make, investments in modern platforms, advanced technologies, open APIs, machine learning and [removed: artificial intelligence,] [added: AI,] and regulatory technology to support our Capital Markets clients.
Our [removed: trading applications] [added: Trading solutions] focus on advanced trade life-cycle management, including market making and risk management, cleared derivatives processing, securities processing and securities finance, tax processing, and regulatory compliance, including anti-money laundering (AML) and trade surveillance.
We also offer [removed: the] leveraged and syndicated loan markets solutions that manage amendments, secondary market trading, deal management and bookrunning.
The Corporate and Other segment consists of corporate overhead expense, certain leveraged functions and miscellaneous expenses that are not included in the operating segments, as well as certain non-strategic [removed: businesses that we plan to wind down or sell.][added: businesses.]
Our other operating income recorded in connection with our [removed: transaction] [added: transition] services arrangements with Worldpay is also recorded in Corporate and Other.
Depending on the business line, our primary competitors include, but are not limited to, internal technology or software development departments within financial institutions or other large companies; global and regional companies providing banking, payment and capital markets [added: solutions and] services; embedded payment solution providers; securities exchanges; asset managers; card associations; clearing networks or associations; trust companies; independent computer services firms; companies that develop verticalized software applications; companies owned by global banks selling competitive solutions; companies that provide customized development, implementation and support services; emerging technology innovators and business process outsourcing companies.
Our technology development activities primarily relate to [removed: the modernization of] [added: enhancing] our proprietary core processing software applications and [removed: the design] [added: to designing] and [removed: development of next generation] [added: developing next-generation] digital solutions, processing systems, software applications and risk management [removed: platforms.][added: platforms, including componentized products with unified API-enabled access implemented on a cloud foundation.]
We expect to continue [removed: our practice of] investing an appropriate level of resources to maintain, enhance and extend the functionality of our proprietary systems and software applications, to develop new and innovative software applications and systems to address emerging technology trends in response to the needs of our [removed: clients] [added: clients,] and to enhance the [added: resilience of our enterprise systems and the] capabilities of our outsourcing infrastructure.
As part of our technology development process, we evaluate current and emerging [removed: technology] [added: technologies] for compatibility with our existing and future software [removed: platforms.][added: platforms and apply those that best support the evolving needs of our clients.]
Our solutions are subject to a broad range of complex federal, state, and international regulations and requirements, as well as requirements under the rules of self-regulatory organizations including, without limitation, federal truth-in-lending and truth-in-savings rules, federal, state and international money transmission laws, state cybersecurity protection laws, data protection and privacy laws, cyber resilience laws, [removed: artificial intelligence] [added: AI] laws, usury laws, [added: environmental, climate change, and sustainability] laws [added: and requirements, laws] governing state trust charters, the Equal Credit Opportunity Act, the Electronic Funds Transfer Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Bank Service Company Act, the Bank Secrecy Act, the USA Patriot Act, the United Kingdom [removed: ("U.K").][added: ("U.K.").]
Money Laundering Regulations, the U.K. Proceeds of Crime Act, the U.K. Criminal Finances Act, the U.K. Sanctions and Anti-Money Laundering Act, the U.K. Economic Crime and Corporate Transparency Act, [added: the] European Union ("E.U.") Anti-Money Laundering Directives, the Internal Revenue Code, the Employee Retirement Income Security Act, the Health Insurance Portability and Accountability Act, the Community Reinvestment Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), the Securities Exchange Act of 1934, the Investment Advisors Act of 1940 (the "1940 Act"), anti-corruption laws including the U.S. Foreign Corrupt Practices Act of 1977 (the "FCPA") and the U.K. Bribery Act 2010 (the "U.K. Bribery Act"), the rules and regulations of the Financial Industry Regulatory Authority ("FINRA"), the Securities and Exchange Commission ("SEC"), the Federal Financial Institutions Examination Council ("FFIEC"), the Consumer Financial Protection Bureau ("CFPB"), the Financial Conduct Authority in the U.K. ("FCA"), the Central Bank of Ireland in the Republic of Ireland ("CBI"), the Commission de Surveillance du Secteur Financier in Luxembourg ("CSSF"), the Jersey Financial Services Commission in Jersey, Channel Islands ("JFSC") and state financial services regulators (including enforcement of state cybersecurity laws).
In other cases, our clients are [removed: contractually] [added: contractually, or as a matter of law,] responsible for determining what is required of them under applicable laws and regulations and utilize our solutions to achieve compliance with those laws and regulations.
For example, under the E.U. Digital Operational Resilience Act ("DORA"), which came into force in January 2025, our E.U. financial entity clients [removed: will] require us, as a [added: designated "critical] third-party [removed: provider] [added: provider"] of information and communication technology services, to contract with and manage our relationships with them (and, where applicable, our relationships with critical third-party technology vendors in our supply chain) in accordance with the requirements of DORA.
- *Privacy and Data Protection.* The Company is subject to an increasing number of privacy and data protection laws, regulations and directives globally, including the General Data Protection Regulation ("GDPR") in the E.U., the California Consumer Privacy Act ("CCPA") as amended by the California Privacy Rights Act ("CPRA"), [removed: the Virginia Consumer Data Protection Act ("VCDPA"), the Colorado Privacy Act ("CPA"), the Connecticut Personal Data Privacy] and [removed: Online Monitoring Act ("CTDPA"), the Utah Consumer Privacy Act,] [added: various consumer privacy acts in other U.S. states that have followed,] the Gramm-Leach-Bliley Act ("GLBA"), the Fair Credit Reporting Act ("FCRA"), and the Health Insurance Portability and Accountability Act ("HIPAA") in the United States; the U.K.'s General Data Protection Regulation ("U.K. GDPR") and Data Protection Act 2018; the General Personal Data Protection Act ("LGPD") in Brazil; the China Personal Information Protection Law ("PIPL"); and the Japanese Act on the Protection of Personal Information ("APPI") (referred to collectively as "Privacy Laws").
[added: As a provider of solutions to financial institutions, we are required to comply with the] Privacy Laws and are bound by the same limitations on disclosure of the information received from our clients as apply to the financial institutions themselves.
A determination that there have been violations of Privacy Laws could expose us to significant damage [added: or compensation] awards, fines and other penalties that could, individually or in the aggregate, materially harm our business and reputation.
Certain operations of the Company are also subject to [removed: the] newer, comprehensive, U.S. state-level [removed: Privacy Laws] [added: privacy laws] that provide consumers with additional data protection rights, including the right to be informed about the personal information collected by third parties and the use of that personal information, and which also impose obligations on companies in connection with the use of personal information.
The GDPR has heightened our privacy and data protection compliance obligations, impacted our businesses' collection, processing and retention of personal data and imposed stricter standards for reporting [added: personal] data breaches.
Our [removed: consumer reporting and] consumer-facing businesses are subject to [removed: CFPB Bulletin 2013-7 (a successor to the former Regulation AA - Unfair Deceptive Acts or Practices), which defines Unfair, Deceptive] [added: federal and state consumer protection laws governing unfair, deceptive] or [removed: Abusive Acts] [added: abusive acts] or [removed: Practices] [added: practices] ("UDAAP").
As of December 31, [removed: 2024,] [added: 2025,] we had more than [removed: 50,000] [added: 44,000] employees, including over [removed: 32,000] [added: 27,000] employees principally employed outside of the U.S. None of our U.S. workforce currently is unionized.
Our growth continues to be driven by the expansion of our clients' businesses, our internal development of innovative solutions, our focused sales and marketing efforts and our deepening reach across global financial ecosystems.
Strategic acquisitions and partnerships have further enhanced our offerings, diversified our client portfolio, and expanded our reach into new and attractive markets aligned with our long-term objectives.
As we advance our transformation into a platform company, we are embedding artificial intelligence ("AI") across our solutions and operations.
We have shifted to a functional operating model, streamlining decision-making, fostering closer collaboration across the organization and with our clients.
By reallocating resources toward high-value, integrated client experiences and modernizing our technology infrastructure, we are strengthening our competitive position and operational resilience.
Worldpay Sale and Issuer Solutions Acquisition
On April 17, 2025, FIS entered into definitive agreements to (i) buy the Issuer Solutions business (the "Issuer Solutions Business") from Global Payments Inc. ("Global Payments") ("the Issuer Solutions Acquisition") and (ii) sell its remaining equity interest in Worldpay to Global Payments (the "2026 Worldpay Minority Interest Sale").
The transaction closed on January 9, 2026.
We funded the Issuer Solutions Acquisition through a combination of approximately $7.7 billion of new debt and the 2026 Worldpay Minority Interest Sale.
to traditional license and maintenance arrangements.
Our component-based platform offers clients an extensive solution set with modern, streamlined capabilities.
- *Data and Cloud-based Technologies.* FIS harnesses advanced analytics, AI, and real-time data insights across our platforms to deliver differentiated solutions that enhance decision-making, improve operational efficiency, and create personalized client experiences.
By integrating emerging technologies such as machine learning, cloud-native architectures, and API-driven ecosystems, we strengthen our ability to innovate rapidly, scale securely, and maintain a leadership position in a dynamic financial services landscape.
- *Build, Buy, or Partner to Add Solutions to Win New Clients and Cross-sell to Existing Clients.* We continue to execute a disciplined build, buy and partner model embedded in product development, technology investment and go-to market execution.
These dynamics are driving increased demand for integrated, modular solutions built on our intellectual property.
Our depth of service capabilities and platform provider model position us to engage earlier in clients' planning and design processes, collaborate with fintechs and third-party developers, and deliver innovation solutions that help clients navigate change, enhance resilience and accelerate growth.
We also provide specialized solutions such as virtual card, accounts payable and expense management, commercial processing and real-time alerts.
FIS is positioned to lead through rapid innovation, ecosystem partnerships, and the integration of new technologies.
We actively monitor and respond to market trends, leveraging our domain expertise to enhance our platform of solutions.
These development activities include modernizing our online product offerings for treasury services, digital banking, capital markets services, and our next-generation core banking platform.
In particular, we are strengthening our integration across software ecosystems, creating a consolidated enterprise data infrastructure, enhancing AI capabilities and readiness, and selectively pursuing outsourcing opportunities in technology and operations to support resiliency, agility and cost control.
We are expanding AI capabilities of our key solutions through a combination of in-house development and partnership with industry leaders, with a focus on agentic capabilities and the development of select use cases in collaboration with clients.
- *Money Transfer.* Our cash access and money transmission business is a Canadian FINTRAC-regulated Money Services Business (MSB) and a Payment Service Provider (PSP) and is governed by federal or national
regulations, including but not limited to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) which is overseen by FINTRAC and requires MSBs to implement an AML compliance program (including appointing a compliance officer), conduct KYC and customer due diligence, and maintain records and report suspicious transactions, large cash transactions, and electronic funds transfers, and the Retail Payment Activities Act (RPAA) which is administered by the Bank of Canada and applies to PSPs performing retail payment activities (e.g., holding end-user funds, processing payments), which requires registration and adherence to operational risk and safeguarding standards.
This business may also be subject to provincial, state or other local licensing requirements, which have been obtained where applicable, and the Company has processes for monitoring changing legal and regulatory requirements.
- *Digital Operational Resilience.* In November 2025, the European Supervisory Authorities ("ESAs") designated the Company as a Critical Third-Party Provider ("CTPP") of Information and Communication Technology ("ICT") Services under DORA.
This designation places us under the direct supervision and oversight of the ESAs with respect to DORA compliance and the management of operational and cyber risks for our clients in the European financial sector.
- *AI Regulation*.
Lawmakers and regulators around the world are considering legislation or rules to govern the use and deployment of AI.
The EU AI Act, Regulation (EU) 2024/1689, is now in effect and has requirements for risk assessment, data quality, logging, transparency and restrictions on cognitive behavioral interference or automated decision making.
In the U.S., Executive Orders have directed federal agencies to consider the risks and rewards of AI in forthcoming regulations.
Many U.S. states have also considered legislation to regulate AI that may affect the Company or its business.
Our culture is not just a set of values on a wall; it is a daily operating system.
We embed behaviors, decision-making norms, and expectations into how we work, and we hold leaders accountable for modeling these behaviors consistently.
Culture is measurable, observable, and operational.
We do not rely solely on lagging engagement scores.
Instead, we use regular pulse surveys focused on specific topics that matter most.
This approach gives us real-time insight into colleague sentiment, enabling leaders to respond quickly and make informed decisions that strengthen trust, alignment, and a supportive work environment.
Our employees are primary stakeholders in our success, and we place a strategic priority on developing talent and creating an environment where individuals can thrive.
Traditional leadership programs are being replaced by customized, digital-first development experiences tailored to individual needs.
Our growth has been driven by a number of factors, including growth of our customers' businesses, our internal development of new solutions that enhance our client offerings, and our sales and marketing efforts to expand our customer base and addressable markets.
Acquisitions have also contributed additional solutions that complement or enhance our offerings, diversify our client base, expand our geographic coverage, and provide entry into new and attractive adjacent markets that align with our strategic objectives.
We continue to strategically allocate resources to both internal and external growth initiatives to enhance the long-term value of our business.
Worldpay Sale Summary
Worldpay continues to provide merchant acquiring and related services to businesses of all sizes and across any industry globally, enabling them to accept, authorize and settle electronic payment transactions.
Our expansive solution set allows us to bundle tailored or integrated services to compete effectively.
As the breadth of FIS' service offerings has
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
*•Modern and Cloud-based Technologies.* FIS leverages the modern architectures of our software applications and our ability to integrate many of our solutions with the solutions of others to provide customized solutions that respond to individualized client needs.
We have made significant investment in modernizing our platforms and solutions and have moved substantially all of our server compute into our private cloud located in our strategic data centers, supplemented by public clouds in certain regions, to increase speed of delivery to clients and increase solution availability to industry-best levels.
- *Build, Buy, or Partner to Add Solutions to Win New Clients and Cross-sell to Existing Clients.* We continue to invest in our solution portfolio through internal software development, as well as through acquisitions, equity investments and partnerships that complement and extend our existing solutions and capabilities, providing us with additional solutions to cross-sell to current clients and to capture the interest of new clients.
As clients and prospects evaluate technology, business process changes and vendor risks, our depth of service capabilities enables us to become involved earlier in their planning and design process and assist them as they manage these changes.
Accordingly, the Company no longer reports the Merchant Solutions
segment.
The assets and liabilities of the Worldpay Merchant Solutions business disposal group are presented separately on the consolidated balance sheets, and the operating results have been reflected as discontinued operations for all periods presented.
As a result of our ongoing portfolio assessments, the Company reclassified certain businesses from Capital Markets to Banking and to Corporate and Other during the quarter ended March 31, 2023, and reclassified certain non-strategic operations from Banking to Corporate and Other during the quarter ended December 31, 2023.
The Company recast all prior-period segment information presented to reflect these reclassifications.
See "Segment Information" below for additional discussion of our solutions and customers.
See also Notes 6 and 22 to the consolidated financial statements for additional information about our segment revenue.
(1)During 2024, the Company revised its previously issued consolidated financial statements as of and for the annual periods ended December 31, 2023 and 2022, to correct certain immaterial misstatements.
See Note 24 to the consolidated financial statements for information about our revision of prior-period consolidated financial statements.
We do not make credit decisions for our card issuing clients.
In addition, we believe our domain expertise and the breadth and complementary nature of our portfolio of applications, services and integrated solutions enhances our competitiveness against companies with more limited offerings.
Our ability to innovate and scale digital payments and solutions has been a competitive advantage as well.
In addition, we intend to offer solutions compatible with new and emerging delivery channels.
To this end, we engage with various hardware and software vendors in the evaluation of various new and existing technologies.
Where appropriate, we use third-party technology components in the development of our software applications and service offerings.
We typically utilize enterprise license agreements or strive to ensure that either alternative suppliers or transfer rights exist in order to ensure the continuity of supply of third-party technology components used in the development of our software applications and service offerings.
As a result, we are not materially dependent upon any third-party technology components.
Third-party software may be used for highly specialized business functions depending on our ability to develop the functionality internally within time and budget constraints.
Additionally, third-party software may be used for routine, commonplace functions within a technology platform environment.
We work with our clients to determine the appropriate timing and approach to introduce technology or infrastructure changes to our solutions.
As a provider of solutions to financial institutions, we are required to comply with the
- *Money Transfer.* Elements of our cash access and money transmission businesses are registered as a Money Services Business and are subject to various federal, state and international laws governing money transmission, including but not limited to the USA PATRIOT Act and reporting requirements of the Bank Secrecy Act, as well as various U.S. federal, state and international sanctions requirements.
These businesses may also be subject to certain state and local licensing requirements.
The Financial Crimes Enforcement Network, state attorneys general, and other agencies have enforcement responsibility over laws relating to money laundering, currency transmission, and licensing.
In applicable states, we have obtained money transmitter licenses.
However, changes to state money transmission laws and regulations, including changing interpretations and the implementation of new or varying regulatory requirements, may result in the need for additional or expanded money transmitter licenses, additional capital allocations or changes in the way in which we deliver certain solutions.
This specific bulletin states that UDAAPs can cause significant financial injury to consumers, erode consumer confidence, and undermine fair competition in the financial marketplace.
Original creditors and other covered persons and service providers under the Dodd-Frank Act involved in collecting debt related to any consumer financial product or service are subject to the prohibition against UDAAPs in the Dodd-Frank Act.
An excerpt. Shown here: 40 of 46 rewritten, 40 of 43 added and 40 of 41 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2025 filing and the FY2024 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 9 unchanged
- The Company reviews all of its litigation on an ongoing basis and follows the authoritative [removed: provision] [added: guidance] for accounting for contingencies when making accrual and disclosure decisions.
Cover and table of contents
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For the fiscal year ended December 31, [removed: 2024][added: 2025]
As of June 30, [removed: 2024,] [added: 2025,] the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value of the registrant's common stock held by nonaffiliates was [removed: $41,321,625,726] [added: $42,560,250,917] based on the closing sale price of [removed: $75.36] [added: $81.41] on that date as reported by the New York Stock Exchange.
The number of shares outstanding of the registrant's common stock, $0.01 par value per share, was [removed: 529,691,586] [added: 514,403,688] as of February [removed: 11, 2025.][added: 20, 2026.]
The information in Part III hereof is incorporated herein by reference to the registrant’s Proxy Statement on Schedule 14A for the fiscal year ended December 31, [removed: 2024,] [added: 2025,] to be filed within 120 days after the close of the fiscal year that is the subject of this Report.
[removed: 2024] [added: 2025] FORM 10-K ANNUAL REPORT
| [Item [removed: 1.](#i81679e0eb29045eda5fcc29f384c4f9c_13)] [added: 1.](#i6ce25c693ee546779f285b77bacb5ccf_13)] | | | [removed: [Business](#i81679e0eb29045eda5fcc29f384c4f9c_13)] [added: [Business](#i6ce25c693ee546779f285b77bacb5ccf_13)] | | | [removed: [2](#i81679e0eb29045eda5fcc29f384c4f9c_13)] [added: [2](#i6ce25c693ee546779f285b77bacb5ccf_13)] | | |
| [Item [removed: 1A.](#i81679e0eb29045eda5fcc29f384c4f9c_16)] [added: 1A.](#i6ce25c693ee546779f285b77bacb5ccf_16)] | | | [Risk [removed: Factors](#i81679e0eb29045eda5fcc29f384c4f9c_16)] [added: Factors](#i6ce25c693ee546779f285b77bacb5ccf_16)] | | | [removed: [12](#i81679e0eb29045eda5fcc29f384c4f9c_16)] [added: [13](#i6ce25c693ee546779f285b77bacb5ccf_16)] | | |
| [Item [removed: 1B.](#i81679e0eb29045eda5fcc29f384c4f9c_19)] [added: 1B.](#i6ce25c693ee546779f285b77bacb5ccf_19)] | | | [Unresolved Staff [removed: Comments](#i81679e0eb29045eda5fcc29f384c4f9c_19)] [added: Comments](#i6ce25c693ee546779f285b77bacb5ccf_19)] | | | [removed: [26](#i81679e0eb29045eda5fcc29f384c4f9c_19)] [added: [29](#i6ce25c693ee546779f285b77bacb5ccf_19)] | | |
| [Item [removed: 1C.](#i81679e0eb29045eda5fcc29f384c4f9c_22)] [added: 1C.](#i6ce25c693ee546779f285b77bacb5ccf_22)] | | | [removed: [Cybersecurity](#i81679e0eb29045eda5fcc29f384c4f9c_22)] [added: [Cybersecurity](#i6ce25c693ee546779f285b77bacb5ccf_22)] | | | [removed: [27](#i81679e0eb29045eda5fcc29f384c4f9c_22)] [added: [29](#i6ce25c693ee546779f285b77bacb5ccf_22)] | | |
| [Item [removed: 2.](#i81679e0eb29045eda5fcc29f384c4f9c_25)] [added: 2.](#i6ce25c693ee546779f285b77bacb5ccf_25)] | | | [removed: [Properties](#i81679e0eb29045eda5fcc29f384c4f9c_25)] [added: [Properties](#i6ce25c693ee546779f285b77bacb5ccf_25)] | | | [removed: [28](#i81679e0eb29045eda5fcc29f384c4f9c_25)] [added: [30](#i6ce25c693ee546779f285b77bacb5ccf_25)] | | |
| [Item [removed: 3.](#i81679e0eb29045eda5fcc29f384c4f9c_28)] [added: 3.](#i6ce25c693ee546779f285b77bacb5ccf_28)] | | | [Legal [removed: Proceedings](#i81679e0eb29045eda5fcc29f384c4f9c_28)] [added: Proceedings](#i6ce25c693ee546779f285b77bacb5ccf_28)] | | | [removed: [28](#i81679e0eb29045eda5fcc29f384c4f9c_28)] [added: [30](#i6ce25c693ee546779f285b77bacb5ccf_28)] | | |
| [Item [removed: 4.](#i81679e0eb29045eda5fcc29f384c4f9c_31)] [added: 4.](#i6ce25c693ee546779f285b77bacb5ccf_31)] | | | [Mine Safety [removed: Disclosures](#i81679e0eb29045eda5fcc29f384c4f9c_31)] [added: Disclosures](#i6ce25c693ee546779f285b77bacb5ccf_31)] | | | [removed: [28](#i81679e0eb29045eda5fcc29f384c4f9c_31)] [added: [30](#i6ce25c693ee546779f285b77bacb5ccf_31)] | | |
| [Item [removed: 5.](#i81679e0eb29045eda5fcc29f384c4f9c_37)] [added: 5.](#i6ce25c693ee546779f285b77bacb5ccf_37)] | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i81679e0eb29045eda5fcc29f384c4f9c_37)] [added: Securities](#i6ce25c693ee546779f285b77bacb5ccf_37)] | | | [removed: [28](#i81679e0eb29045eda5fcc29f384c4f9c_37)] [added: [31](#i6ce25c693ee546779f285b77bacb5ccf_37)] | | |
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| [Item [removed: 7.](#i81679e0eb29045eda5fcc29f384c4f9c_43)] [added: 7.](#i6ce25c693ee546779f285b77bacb5ccf_43)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i81679e0eb29045eda5fcc29f384c4f9c_43)] [added: Operations](#i6ce25c693ee546779f285b77bacb5ccf_43)] | | | [removed: [30](#i81679e0eb29045eda5fcc29f384c4f9c_43)] [added: [32](#i6ce25c693ee546779f285b77bacb5ccf_43)] | | |
| [Item [removed: 7A.](#i81679e0eb29045eda5fcc29f384c4f9c_82)] [added: 7A.](#i6ce25c693ee546779f285b77bacb5ccf_82)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i81679e0eb29045eda5fcc29f384c4f9c_82)] [added: Risk](#i6ce25c693ee546779f285b77bacb5ccf_82)] | | | [removed: [42](#i81679e0eb29045eda5fcc29f384c4f9c_82)] [added: [45](#i6ce25c693ee546779f285b77bacb5ccf_82)] | | |
| [Item [removed: 8.](#i81679e0eb29045eda5fcc29f384c4f9c_94)] [added: 8.](#i6ce25c693ee546779f285b77bacb5ccf_94)] | | | [Financial Statements and Supplementary [removed: Data](#i81679e0eb29045eda5fcc29f384c4f9c_94)] [added: Data](#i6ce25c693ee546779f285b77bacb5ccf_94)] | | | [removed: [45](#i81679e0eb29045eda5fcc29f384c4f9c_94)] [added: [47](#i6ce25c693ee546779f285b77bacb5ccf_94)] | | |
| [Item [removed: 9.](#i81679e0eb29045eda5fcc29f384c4f9c_199)] [added: 9.](#i6ce25c693ee546779f285b77bacb5ccf_202)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i81679e0eb29045eda5fcc29f384c4f9c_199)] [added: Disclosure](#i6ce25c693ee546779f285b77bacb5ccf_202)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_199)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_202)] | | |
| [Item [removed: 9A.](#i81679e0eb29045eda5fcc29f384c4f9c_202)] [added: 9A.](#i6ce25c693ee546779f285b77bacb5ccf_205)] | | | [Controls and [removed: Procedures](#i81679e0eb29045eda5fcc29f384c4f9c_202)] [added: Procedures](#i6ce25c693ee546779f285b77bacb5ccf_205)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_202)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_205)] | | |
| [Item [removed: 9B.](#i81679e0eb29045eda5fcc29f384c4f9c_205)] [added: 9B.](#i6ce25c693ee546779f285b77bacb5ccf_208)] | | | [Other [removed: Information](#i81679e0eb29045eda5fcc29f384c4f9c_205)] [added: Information](#i6ce25c693ee546779f285b77bacb5ccf_208)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_205)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_208)] | | |
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| [Item [removed: 10.](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: 10.](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [Directors and Executive Officers of the [removed: Registrant](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: Registrant](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | |
| [Item [removed: 11.](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: 11.](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [Executive [removed: Compensation](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: Compensation](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | |
| [Item [removed: 12.](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: 12.](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: Matters](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | |
| [Item [removed: 13.](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: 13.](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: Independence](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | |
| [Item [removed: 14](#i81679e0eb29045eda5fcc29f384c4f9c_217).] [added: 14](#i6ce25c693ee546779f285b77bacb5ccf_220).] | | | [Principal Accounting Fees and [removed: Services](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: Services](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_217)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_220)] | | |
| [Item [removed: 15.](#i81679e0eb29045eda5fcc29f384c4f9c_223)] [added: 15.](#i6ce25c693ee546779f285b77bacb5ccf_226)] | | | [Exhibits and Financial Statement [removed: Schedules](#i81679e0eb29045eda5fcc29f384c4f9c_223)] [added: Schedules](#i6ce25c693ee546779f285b77bacb5ccf_226)] | | | [removed: [101](#i81679e0eb29045eda5fcc29f384c4f9c_223)] [added: [98](#i6ce25c693ee546779f285b77bacb5ccf_226)] | | |
| [Item [removed: 16.](#i81679e0eb29045eda5fcc29f384c4f9c_226)] [added: 16.](#i6ce25c693ee546779f285b77bacb5ccf_229)] | | | [Form 10-K [removed: Summary](#i81679e0eb29045eda5fcc29f384c4f9c_226)] [added: Summary](#i6ce25c693ee546779f285b77bacb5ccf_229)] | | | [removed: [110](#i81679e0eb29045eda5fcc29f384c4f9c_226)] [added: [107](#i6ce25c693ee546779f285b77bacb5ccf_229)] | | |
| [PART I](#i6ce25c693ee546779f285b77bacb5ccf_10) | | | | | | | | |
| [PART II](#i6ce25c693ee546779f285b77bacb5ccf_34) | | | | | | | | |
| [PART III](#i6ce25c693ee546779f285b77bacb5ccf_217) | | | | | | | | |
| [PART IV](#i6ce25c693ee546779f285b77bacb5ccf_223) | | | | | | | | |
| [Signatures](#i6ce25c693ee546779f285b77bacb5ccf_232) | | | | | | [108](#i6ce25c693ee546779f285b77bacb5ccf_232) | | |
| 0.625% Senior Notes due 2025 | | | | | | FIS25B | | | | | | New York Stock Exchange | | |
| [PART I](#i81679e0eb29045eda5fcc29f384c4f9c_10) | | | | | | | | |
| [PART II](#i81679e0eb29045eda5fcc29f384c4f9c_34) | | | | | | | | |
| [PART III](#i81679e0eb29045eda5fcc29f384c4f9c_214) | | | | | | | | |
| [PART IV](#i81679e0eb29045eda5fcc29f384c4f9c_220) | | | | | | | | |
| [Signatures](#i81679e0eb29045eda5fcc29f384c4f9c_229) | | | | | | [111](#i81679e0eb29045eda5fcc29f384c4f9c_229) | | |
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
Item 1B. Unresolved Staff Comments
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[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
Item 1C. Cybersecurity
4 rewritten, 4 added, 1 removed, 29 unchanged
The objectives of these cyberattacks include, among other [removed: things,] [added: outcomes,] gaining unauthorized access to systems to disrupt operations, steal information, seek ransom payments from victims, perpetrate financial fraud, or sell stolen information.
Our processes include the activities of the FIS Cyber Fusion Center, which provides 24x7x365 cybersecurity threat monitoring and [removed: response.][added: response for both incoming threats and outbound data flows.]
They also include structured defense-in-depth initiatives, such as perimeter security, remote access security, endpoint security, application [removed: security and] [added: security,] identity [removed: management.][added: management, and data loss prevention.]
[removed: Our Enterprise Risk Committee, responsible for] providing oversight for cybersecurity risks, is a cross-functional representation of senior leadership with requisite experience and expertise to provide risk oversight, including the Chief Risk Officer, Chief Legal Officer, Chief Technology Officer, Chief [removed: Compliance] [added: Information] Officer, Chief [removed: Privacy] [added: Information Security] Officer, [added: Chief Audit Officer] and [removed: FIS Business Presidents.][added: other business leaders.]
Cybersecurity Risk Management and Strategy
We have also noted increasing trends of targeting payment systems, including credit, debit, and prepaid card systems, for purposes of eliciting unauthorized or fraudulent transactions.
Cybersecurity Governance
Our Enterprise Risk Committee, responsible for
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
Item 2. Properties
1 rewritten, 0 added, 0 removed, 3 unchanged
In addition, FIS owns or leases support centers, data processing facilities and other facilities at approximately [removed: 85] [added: 80] locations.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
4 rewritten, 0 added, 0 removed, 2 unchanged
Our common stock trades on the New York Stock Exchange under the ticker symbol "FIS." As of January 31, [removed: 2025,] [added: 2026,] there were approximately [removed: 9,024] [added: 8,541] shareholders of record of our common stock.
In January [removed: 2025,] [added: 2026,] the Board of Directors approved a quarterly dividend of [removed: $0.40] [added: $0.44] per share beginning with the first quarter of [removed: 2025.][added: 2026.]
A regular quarterly dividend of [removed: $0.40] [added: $0.44] per common share is payable on March [removed: 25, 2025,] [added: 24, 2026,] to shareholders of record as of the close of business on March [removed: 11, 2025.][added: 10, 2026.]
We currently expect to continue to pay quarterly dividends at a target payout ratio consistent with our capital allocation [removed: strategy, without regard to our equity method investment earnings (loss) attributable to our interest retained in Worldpay post-separation.][added: strategy.]
Item 12. of Part III contains information concerning securities authorized for issuance under our equity compensation plans.
8 rewritten, 11 added, 12 removed, 14 unchanged
In January 2021, our Board of Directors approved a share repurchase program [added: (the "2021 Repurchase Program")] under which it authorized the Company to repurchase up to 100 million shares of our common stock.
In August 2024, our Board of Directors approved a separate, incremental share repurchase program [added: (the "2024 Repurchase Program")] authorizing the repurchase of up to $3.0 billion in aggregate value of shares of our [added: common stock.]
Repurchases under [removed: these programs will be] [added: the 2024 Repurchase Program are] made at management's discretion from time to time on the open market or in privately negotiated transactions and through Rule 10b5-1 plans.
[removed: Neither of these repurchase programs has] [added: The 2024 Repurchase Program does not have] an expiration date, and [removed: either program] may be suspended for periods, amended or discontinued at any time.
[removed: Under the January 2021 program, the] [added: The] Company repurchased approximately [removed: 54] [added: 18] million shares for an aggregate of [removed: $4.0] [added: $1.3] billion in [removed: 2024, approximately 9 million shares for an aggregate] [added: 2025, inclusive] of [removed: $0.5 billion in 2023, and] [added: repurchases completed under the 2021 Repurchase Program, under which the Company repurchased] approximately [removed: 21] [added: 1] million shares for an aggregate of [removed: $1.8 billion] [added: $110 million] in [removed: 2022.][added: 2025.]
The following table summarizes the shares repurchased by the Company under the [removed: January 2021 program] [added: 2024 Repurchase Program] during the three-month period ended December 31, [removed: 2024,] [added: 2025,] and the number of shares remaining authorized for repurchase by the Company.
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from [removed: 12/31/2019] [added: December 31, 2020,] to [removed: 12/31/2024.][added: December 31, 2025.]
][added: 2026-01-29 144744.jpg](https://www.sec.gov/Archives/edgar/data/1136893/000113689326000013/fis-20251231_g1.jpg)]
The Company exhausted its 2021 Repurchase Program in the first quarter of 2025.
Approximately $1.8 billion remained available for repurchase under the 2024 Repurchase Program as of December 31, 2025.
Following the closing of the Issuer Solutions Acquisition, the Company temporarily paused repurchases under this program and will resume at management's discretion, taking into account our target leverage ratio.
| October 1-31, 2025 | | | | | | 1.4 | | | | | | $ | 66.60 | | | | | $ | 92.0 | | | | | 2.0 | | |
| November 1-30, 2025 | | | | | | 1.6 | | | | | | $ | 64.45 | | | | | 107.3 | | | | | | 1.9 | | |
| December 1-31, 2025 | | | | | | 1.4 | | | | | | $ | 66.57 | | | | | 91.6 | | | | | | 1.8 | | |
| | | | | | | 4.4 | | | | | | | | | | | | $ | 290.9 | | | | | | | |
| | | | 12/20 | | | 12/21 | | | 12/22 | | | 12/23 | | | 12/24 | | | 12/25 | | |
| Fidelity National Information Services, Inc. | | | $ | 100.00 | | $ | 78.10 | | $ | 49.63 | | $ | 45.57 | | $ | 62.42 | | $ | 52.55 | |
| S&P 500 | | | $ | 100.00 | | $ | 128.71 | | $ | 105.40 | | $ | 133.10 | | $ | 166.40 | | $ | 196.16 | |
| S&P Supercap Data Processing & Outsourced Services | | | $ | 100.00 | | $ | 96.46 | | $ | 80.48 | | $ | 95.12 | | $ | 101.49 | | $ | 104.70 | |
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
common stock.
Approximately 1 million shares remained available for repurchase under the January 2021 program as of December 31, 2024, and the Company will exhaust its authorization under this program in the first quarter of 2025, after which it will repurchase shares under the 2024 authorization.
As of December 31, 2024, the Company had not repurchased any shares under the August 2024 program.
| October 1-31, 2024 | | | | | | 4.3 | | | | | | $ | 87.89 | | | | | $ | 373.6 | | | | | 8.9 | | |
| November 1-30, 2024 | | | | | | 3.5 | | | | | | $ | 87.16 | | | | | 308.8 | | | | | | 5.4 | | |
| December 1-31, 2024 | | | | | | 4.0 | | | | | | $ | 83.25 | | | | | 333.0 | | | | | | 1.4 | | |
| | | | | | | 11.8 | | | | | | | | | | | | $ | 1,015.4 | | | | | | | |
| | | | 12/19 | | | 12/20 | | | 12/21 | | | 12/22 | | | 12/23 | | | 12/24 | | |
| Fidelity National Information Services, Inc. | | | $ | 100.00 | | $ | 102.76 | | $ | 80.26 | | $ | 51.00 | | $ | 46.83 | | $ | 64.14 | |
| S&P 500 | | | $ | 100.00 | | $ | 118.40 | | $ | 152.39 | | $ | 124.79 | | $ | 157.59 | | $ | 197.02 | |
| S&P Supercap Data Processing & Outsourced Services | | | $ | 100.00 | | $ | 124.60 | | $ | 120.19 | | $ | 100.28 | | $ | 118.52 | | $ | 126.45 | |
Item 8. Financial Statements and Supplementary Data
626 rewritten, 250 added, 318 removed, 991 unchanged
| [Report of Independent Registered Public Accounting Firm on Internal Control over Financial [removed: Reporting](#i81679e0eb29045eda5fcc29f384c4f9c_100)] [added: Reporting](#i6ce25c693ee546779f285b77bacb5ccf_100)] KPMG LLP, Jacksonville, Florida, Auditor Firm ID: 185 | | | [removed: [46](#i81679e0eb29045eda5fcc29f384c4f9c_100)] [added: [48](#i6ce25c693ee546779f285b77bacb5ccf_100)] | | |
| [Report of Independent Registered Public Accounting Firm on the Consolidated Financial [removed: Statements](#i81679e0eb29045eda5fcc29f384c4f9c_103)] [added: Statements](#i6ce25c693ee546779f285b77bacb5ccf_103)] KPMG LLP, Jacksonville, Florida, Auditor Firm ID: 185 | | | [removed: [47](#i81679e0eb29045eda5fcc29f384c4f9c_103)] [added: [49](#i6ce25c693ee546779f285b77bacb5ccf_103)] | | |
| [Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023](#i81679e0eb29045eda5fcc29f384c4f9c_106)] [added: 2024](#i6ce25c693ee546779f285b77bacb5ccf_106)] | | | [removed: [50](#i81679e0eb29045eda5fcc29f384c4f9c_106)] [added: [51](#i6ce25c693ee546779f285b77bacb5ccf_106)] | | |
| [Consolidated Statements of Earnings (Loss) for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i81679e0eb29045eda5fcc29f384c4f9c_109)] [added: 2023](#i6ce25c693ee546779f285b77bacb5ccf_109)] | | | [removed: [51](#i81679e0eb29045eda5fcc29f384c4f9c_109)] [added: [52](#i6ce25c693ee546779f285b77bacb5ccf_109)] | | |
| [Consolidated Statements of Comprehensive Earnings (Loss) for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i81679e0eb29045eda5fcc29f384c4f9c_112)] [added: 2023](#i6ce25c693ee546779f285b77bacb5ccf_112)] | | | [removed: [52](#i81679e0eb29045eda5fcc29f384c4f9c_112)] [added: [53](#i6ce25c693ee546779f285b77bacb5ccf_112)] | | |
| [Consolidated Statements of Equity for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i81679e0eb29045eda5fcc29f384c4f9c_115)] [added: 2023](#i6ce25c693ee546779f285b77bacb5ccf_115)] | | | [removed: [53](#i81679e0eb29045eda5fcc29f384c4f9c_115)] [added: [54](#i6ce25c693ee546779f285b77bacb5ccf_115)] | | |
| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i81679e0eb29045eda5fcc29f384c4f9c_118)] [added: 2023](#i6ce25c693ee546779f285b77bacb5ccf_118)] | | | [removed: [54](#i81679e0eb29045eda5fcc29f384c4f9c_118)] [added: [55](#i6ce25c693ee546779f285b77bacb5ccf_118)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i81679e0eb29045eda5fcc29f384c4f9c_121)] [added: Statements](#i6ce25c693ee546779f285b77bacb5ccf_121)] | | | [removed: [55](#i81679e0eb29045eda5fcc29f384c4f9c_121)] [added: [56](#i6ce25c693ee546779f285b77bacb5ccf_121)] | | |
We have audited Fidelity National Information Services, Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of earnings (loss), comprehensive earnings (loss), equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements), and our report dated February [removed: 13, 2025] [added: 24, 2026] expressed an unqualified opinion on those consolidated financial statements.
We have audited the accompanying consolidated balance sheets of Fidelity National Information Services, Inc. and subsidiaries (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of earnings (loss), comprehensive earnings (loss), equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in [removed: *Internal] [added: Internal] Control – Integrated Framework [removed: (2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 13, 2025] [added: 24, 2026] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
[removed: *Sale] [added: 2024 Sale] of [added: 55% Equity Interest in] Worldpay Merchant [removed: Business*][added: Solutions Business]
[removed: As discussed in Notes 1 and 3 to the consolidated financial statements,] [added: On January 31, 2024,] the Company completed the sale [added: (the "2024 Worldpay Sale")] of a 55% equity interest in [removed: their] [added: its] Worldpay Merchant Solutions business to private equity funds managed by GTCR, LLC [removed: on January 31, 2024.][added: (such funds, the "Buyer").]
Evaluating the sufficiency of audit evidence required subjective auditor judgment because of the number of revenue streams, related revenue recognition [added: processes, and the number of information technology (IT) applications utilized in the revenue recognition process to capture and aggregate the data.]
As discussed in Note 17 to the consolidated financial statements, the Company’s provision for income taxes for the year ended December 31, [removed: 2024] [added: 2025] was [removed: $362] [added: $265] million.
The Company has [added: consolidated] deferred tax liabilities, net of [removed: $849] [added: $1,188] million (including a valuation allowance of [removed: $505] [added: $914] million) as of December 31, [removed: 2024.][added: 2025.]
We identified the evaluation of the Company’s [removed: accounting for] income [removed: taxes] [added: tax positions related to certain transactions] as a critical audit matter.
[removed: Challenging] [added: Specifically, complex and challenging] auditor judgment, and the involvement of tax professionals with specialized skills and knowledge, was required to evaluate the Company’s interpretation and application of income tax regulations in [removed: certain] [added: both domestic and] foreign jurisdictions [removed: and the accounting] for [removed: income taxes attributable] [added: certain tax positions and] to [removed: an internal legal entity restructuring.][added: assess whether certain tax positions are more likely than not of being sustained upon examination.]
We involved tax professionals with specialized skills and knowledge in [added: domestic and] certain [removed: tax] [added: foreign] jurisdictions, who assisted in:
- assessing the Company’s organization chart, [removed: correspondence and agreements with certain tax authorities,] intercompany documentation, and correspondence with third parties
[removed: *Sufficiency of audit evidence over the Sale] [added: | Separation] of the Worldpay Merchant Solutions [removed: business*][added: business | | | | | | 54 | | | | | | 148 | | | | | | 17 | | |]
December 31, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]
| | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Cash and cash equivalents | | | $ | [removed: 834] [added: 599] | | | | | $ | [removed: 440] [added: 834] | |
| Settlement assets | | | [removed: 479] [added: 515] | | | | | | [removed: 617] [added: 479] | | |
| Trade receivables, net of allowance for credit losses of [removed: $35] [added: $24] and [removed: $31,] [added: $35,] respectively | | | [removed: 1,876] [added: 1,944] | | | | | | [removed: 1,738] [added: 1,876] | | |
| Other receivables | | | [removed: 160] [added: 432] | | | | | | [removed: 109] [added: 160] | | |
| Receivables from related party | | | [removed: 84] [added: 39] | | | | | | [removed: —] [added: 84] | | |
| Prepaid expenses and other current assets | | | [removed: 638] [added: 959] | | | | | | [removed: 641] [added: 638] | | |
| Current assets held for sale | | | [removed: 1,115] [added: —] | | | | | | [removed: 10,111] [added: 1,115] | | |
| Total current assets | | | [removed: 5,186] [added: 4,488] | | | | | | [removed: 13,656] [added: 5,186] | | |
| Property and equipment, net | | | [removed: 646] [added: 691] | | | | | | [removed: 695] [added: 646] | | |
| Goodwill | | | [removed: 17,260] [added: 17,762] | | | | | | [removed: 16,971] [added: 17,260] | | |
| Intangible assets, net | | | [removed: 1,318] [added: 959] | | | | | | [removed: 1,823] [added: 1,318] | | |
| Software, net | | | [removed: 2,526] [added: 2,876] | | | | | | [removed: 2,115] [added: 2,526] | | |
| Equity method investment | | | [removed: 3,858] [added: 3,681] | | | | | | [removed: —] [added: 3,858] | | |
| Other noncurrent assets | | | [removed: 1,749] [added: 1,710] | | | | | | [removed: 1,528] [added: 1,749] | | |
*Evaluation of income tax positions related to certain transactions*
The Company evaluates and measures uncertain tax positions taken or expected to be taken on tax returns and records liabilities for such positions that in its judgment may not be sustained, or only partially sustained, upon examination by taxing authorities.
This included certain controls related to the Company’s interpretation and application of domestic and foreign tax regulations and the evaluation of whether certain tax positions are more-likely-than-not of being sustained upon examination.
- evaluating the Company’s interpretation and application of domestic and foreign jurisdictional tax laws and regulations and the resulting determination of whether certain tax positions are more likely than not of being sustained upon examination, considering the specific facts and circumstances
- performing an assessment of certain tax positions and comparing the results to the Company’s assessment.
February 24, 2026
| Continuing operations | | | $ | 0.73 | | | | | $ | 1.42 | | | | | $ | 0.85 | |
Years Ended December 31, 2025, 2024 and 2023
Years ended December 31, 2025, 2024 and 2023
| Sale of Worldpay noncontrolling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| Net earnings (loss) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 382 | | | | | | — | | | | | | — | | | | | | 3 | | | | | | 385 | | |
| Balances, December 31, 2025 | | | 636 | | | | | | (122) | | | | | | $ | 6 | | | | | $ | 47,317 | | | | | $ | (22,718) | | | | | $ | (504) | | | | | $ | (10,202) | | | | | $ | 3 | | | | | $ | 13,902 | |
On January 9, 2026, FIS completed its previously announced (i) acquisition of the Issuer Solutions business ("the "Issuer Solutions Business") from Global Payments Inc., ("Global Payments") ("the Issuer Solutions Acquisition") and (ii) sale of all of its equity interests in Worldpay (the "2026 Worldpay Minority Interest Sale"), pursuant to the transaction agreement (the "Transaction Agreement"), entered into on April 17, 2025, by and among FIS, Global Payments, Total System Services LLC, and Worldpay.
FIS acquired the Issuer Solutions Business from Global Payments in exchange for FIS' minority interest in Worldpay and approximately $7.7 billion in cash, which is equal to the difference between the purchase price payable by FIS in respect of the Issuer Solutions Business and the purchase price payable by Global Payments in respect of FIS' minority interest in Worldpay.
The cash payment amount is subject to customary post-closing adjustments in respect of the respective purchase price for each of Worldpay and the Issuer Solutions Business.
The purchase price paid by Global Payments in respect of Worldpay was based on a $24.25 billion enterprise valuation of Worldpay, and the purchase price paid by FIS in respect of the Issuer Solutions Business was based on a $13.5 billion enterprise valuation of the Issuer Solutions Business, in each case, subject to customary adjustments for the cash, debt and working capital (relative to a target) of Worldpay and the Issuer Solutions Business, respectively, as of the closing of the transactions.
We funded the Issuer Solutions Acquisition through a combination of approximately $7.7 billion of new debt and the 2026 Worldpay Minority Interest Sale.
We continued to account for our non-controlling 45% equity interest in Worldpay using the equity method of accounting through the closing date of the 2026 Worldpay Minority Interest Sale.
Upon closing, we expect to recognize an estimated pre-tax gain of $2.2 billion based on the excess of the net selling price over the estimated carrying value of the Worldpay equity method investment as of the date of closing, adjusted for the impact of our share of Worldpay's cumulative translation adjustments recorded in accumulated other comprehensive earnings (loss).
The estimated gain remains subject to change based on customary post-closing purchase price adjustments and final determination of these amounts, and the final gain could differ materially from the current estimate.
| | | | 2025 | | | | | | 2024 | | |
measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
As a result of the 2026 Worldpay Minority Interest Sale, Buyer’s returns will not exceed the thresholds necessary to earn this contingent consideration.
| | | | | | | 2025 | | | | | | 2024 | | |
companies.
Lease term for accounting purposes may
contract prices are made.
The amendments are effective for annual periods beginning after December 31, 2024, and should be applied prospectively, although retrospective application is permitted.
The Company elected to adopt the amendments retrospectively for the annual period ending December 31, 2025, and expanded its disclosures around income taxes.
In November 2024, the FASB issued ASU 2024-03, *Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses*.
In July 2025, the FASB issued ASU 2025-05, *Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets*.
The ASU provides a practical expedient that allows entities to assume conditions existing as of the balance sheet date remain unchanged over the life of the asset when estimating credit losses for current trade receivables and current contract assets arising from transactions accounted for under Topic 606.
The amendments are effective for annual reporting periods beginning after December 15, 2025, and for interim periods within those annual periods, with early adoption permitted.
The amendments should be applied prospectively.
The Company believes that adoption of this ASU will not have a material effect on the consolidated financial statements or related disclosures.
In September 2025, the FASB issued ASU 2025-06, *Intangibles – Goodwill and Other – Internal-use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.* This guidance updates requirements for capitalizing internal-use software costs by replacing the current stage-based model with a principles-based approach.
Under the new ASU, capitalization of eligible software development costs begins when management has authorized and committed to funding the project and it is probable the project will be completed and used as intended.
Entities must also consider whether significant uncertainty exists regarding the development activities.
The amendments are effective for annual reporting periods beginning after December 15, 2027, including interim periods within those years.
Early adoption is permitted.
FIDELITY NATIONAL INFORMATION SERVICES, INC.
AND SUBSIDIARIES
| | | | | | |
| --- | --- | --- | --- | --- | --- |
[Table of](#i81679e0eb29045eda5fcc29f384c4f9c_7) [Contents](#i81679e0eb29045eda5fcc29f384c4f9c_7)
February 13, 2025
processes, and the number of information technology (IT) applications utilized in the revenue recognition process to capture and aggregate the data.
The following are the primary procedures we performed to address this critical audit matter.
Specifically, we:
*Evaluation of the accounting for income taxes*
The Company has international operations and is subject to the tax laws and regulations of foreign jurisdictions.
This included certain controls related to the Company’s interpretation and application of foreign tax regulations and the accounting for income taxes attributable to an internal legal entity restructuring.
- evaluating the Company’s interpretation and application of foreign jurisdictional tax regulations and the impact of these regulations on the Company’s tax positions related to an internal legal entity restructuring
- evaluating the Company’s accounting for income taxes attributable to an internal legal entity restructuring.
As discussed in Notes 1 and 3 to the consolidated financial statements, on January 31, 2024, the Company completed the sale (Worldpay Sale) of a 55% equity interest in its Worldpay Merchant Solutions business (the Disposal Group) to private equity funds managed by GTCR, LLC.
The assets and liabilities of the Disposal Group were deconsolidated, and the retained 45% equity interest is accounted for as an equity method investment.
The Company recorded a $3,858 million
equity method investment as of December 31, 2024, and a $578 million loss on the sale for the year ended December 31, 2024.
The results of the Disposal Group's operations prior to the sale were presented as discontinued operations.
We identified the sufficiency of audit evidence over the deconsolidation of the Worldpay Merchant Solutions business and the recognition of the equity method investment as a critical audit matter.
Evaluating the sufficiency of audit evidence required subjective auditor judgment due to the manual process and volume of financial information used to deconsolidate the Disposal Group’s financial information from the continuing operations of the Company and recognize the retained equity interest in the equity method investment.
We applied auditor judgment to determine the nature and extent of procedures to be performed over the deconsolidation and recognition of the equity method investment.
- evaluated the design and tested the operating effectiveness of certain internal controls related to the Company's deconsolidation of the Disposal Group and recognition of the retained equity interest, including controls over the amounts disclosed
- obtained and read the purchase and sale agreement for the Worldpay Sale and compared the terms of that agreement to the identification of the assets and liabilities included in the Disposal Group
- assessed the Company's manual process to deconsolidate certain assets and liabilities of the Disposal Group by testing completeness and accuracy of certain accounting data and schedules of the Company used to deconsolidate the Disposal Group’s financial information from the continuing operations of the Company
- assessed the Company's manual process to recognize the retained equity interest by agreeing certain inputs to third party documentation and testing the completeness and accuracy of certain accounting data and schedules.
We evaluated the sufficiency of audit evidence obtained by assessing the results of procedures performed, including the appropriateness of the nature and extent of audit effort.
(In millions, except per share amounts)
| | | | | | | | | | | | |
| Noncurrent liabilities held for sale | | | — | | | | | | 1,093 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balances, December 31, 2021 | | | 625 | | | | | | (16) | | | | | | $ | 6 | | | | | $ | 46,466 | | | | | $ | 2,881 | | | | | $ | 252 | | | | | $ | (2,266) | | | | | $ | 11 | | | | | $ | 47,350 | |
| Net earnings | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (16,752) | | | | | | — | | | | | | — | | | | | | 7 | | | | | | (16,745) | | |
On January 31, 2024, the Company completed the sale (the "Worldpay Sale") of a 55% equity interest in its Worldpay Merchant Solutions business to private equity funds managed by GTCR, LLC (such funds, the "Buyer").
During the third quarter of fiscal year 2023, the Company analyzed quantitative and qualitative factors relevant to the Worldpay Merchant Solutions disposal group in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 205-20 and determined that the accounting criteria to be classified as held for sale were met, when a definitive purchase agreement was signed.
Accordingly, the assets and liabilities of the disposal group are presented separately on the consolidated balance sheets for all periods presented.
The Worldpay Merchant Solutions business included the former Merchant Solutions segment in addition to a business previously included in the Corporate and Other segment, which have been reflected as discontinued operations for all periods presented.
As a result of its ongoing portfolio assessments, the Company reclassified certain businesses from Capital Markets to Banking and to Corporate and Other during the quarter ended March 31, 2023, and reclassified certain non-strategic operations from Banking to Corporate and Other during the quarter ended December 31, 2023.
The Company recast all prior-period segment information presented to reflect these reclassifications.
An excerpt. Shown here: 40 of 626 rewritten, 40 of 250 added and 40 of 318 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
1 rewritten, 0 added, 0 removed, 8 unchanged
Based on our evaluation under this framework, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]
Item 9B. Other Information
4 rewritten, 0 added, 0 removed, 1 unchanged
During the quarter ended December 31, [removed: 2024,] [added: 2025,] Mr. Jeffrey Goldstein, Independent Chair of the Company’s Board of Directors, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c).
Under the plan, which was adopted on [removed: November 18, 2024,] [added: December 3, 2025,] Mr. Goldstein instructed his broker to purchase shares of FIS common stock each quarter in an amount approximately equal to his cash director fees, which are paid quarterly in equal installments.
The aggregate purchase price for shares to be purchased under the plan is [removed: $241,000.][added: $225,000.]
The trading plan will expire on the earlier of January [removed: 30, 2026] [added: 22, 2027] or the date on which all purchases under the plan have been completed.
Item 15. Exhibits and Financial Statement Schedules
49 rewritten, 3 added, 7 removed, 90 unchanged
| 3.5 | | | [Sixth Amended and Restated Bylaws of Fidelity National Information Services, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1136893/000113689322000086/fifthamendedandrestatedbyl.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/fis-sixthamendedandresta.htm)] | | | [removed: 10-K] [added: 10-Q] | | | 001-16427 | | | 3.1 | | | 11/4/2024 | | | | | |
| 4.24 | | | [Description of the Company's [removed: 0.625% Senior Notes Due 2025,] 1.000% Senior Notes Due 2028 and 2.250% Senior Notes Due 2029, registered pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000028/exhibit429fisexhibitxdescr.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1136893/000113689326000013/exhibit424fisexhibitdescri.htm)] | | | [removed: 10-K] | | | [removed: 001-16427] | | | [removed: 4.29] | | | [removed: 2/27/2023] | | | [added: *] | | |
| [removed: 10.4] [added: 10.10] | | | [removed: [Second] [added: [Seventh] Amendment [added: and Restatement] Agreement, dated as of [removed: April 5, 2019,] [added: September 21, 2018,] by and among Fidelity National Information Services, Inc., [removed: the financial institutions] [added: each lender] party thereto [removed: as lenders] and [removed: JPMorgan] [added: JP Morgan] Chase [removed: Bank,] [added: Bank] N.A., as [removed: administrative agent.](https://www.sec.gov/Archives/edgar/data/1136893/000119312519103920/d725032dex101.htm)] [added: Administrative Agent.](https://www.sec.gov/Archives/edgar/data/1136893/000119312518280627/d596033dex101.htm)] | | | 8-K | | | 001-16427 | | | 10.1 | | | [removed: 4/11/2019] [added: 9/24/2018] | | | | | |
| [removed: 10.5] [added: 10.41] | | | [removed: [Third Amendment and Joinder] [added: [Term Loan Credit] Agreement, [removed: dated as of May 29, 2019,] [added: dated](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[May 1, 2025,] by and among [removed: Fidelity National] [added: Fidelity](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[National] Information Services, [removed: Inc., the financial institutions party thereto as lenders] [added: Inc.,](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[each lender from time to time party](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[thereto] and [removed: JPMorgan Chase Bank, N.A., as administrative agent.](https://www.sec.gov/Archives/edgar/data/1136893/000119312519164659/d755740dex101.htm)] [added: Goldman Sachs Bank USA,](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[as Administrative Agent](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)[.](https://www.sec.gov/Archives/edgar/data/1136893/000119312525113834/d943613dex101.htm)] | | | 8-K | | | 001-16427 | | | 10.1 | | | [removed: 6/4/2019] [added: 5/6/2025] | | | | | |
| [removed: 10.6] [added: 2.3] | | | [removed: [Fourth Amendment Agreement] [added: [Transaction Agreement,] dated as [removed: of March 2, 2021] [added: of](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm)[April 17, 2025,] by and among [removed: Fidelity National] [added: Fidelity](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm)[National] Information Services, Inc., [removed: and JP Morgan Chase Bank N.A., as administrative agent.](https://www.sec.gov/Archives/edgar/data/1136893/000119312521069690/d120557dex101.htm)] [added: and](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm)[Worldpay Holdco, LLC.](https://www.sec.gov/Archives/edgar/data/1136893/000119312525086294/d830085dex21.htm)] | | | 8-K | | | 001-16427 | | | [removed: 10.1] [added: 2.1] | | | [removed: 3/4/2021] [added: 4/21/2025] | | | | | |
| [removed: 10.7] [added: 10.4] | | | [Fidelity National Information Services, Inc. [removed: Employee Stock Purchase] [added: Annual Incentive] Plan, effective as of [removed: March 16, 2006.](https://www.sec.gov/Archives/edgar/data/1136893/000089256906001102/a22063a1sv4za.htm#243)] [added: October 23, 2006.](https://www.sec.gov/Archives/edgar/data/1136893/000089256906001102/a22063a1sv4za.htm#248)] (1) | | | S-4/A | | | 333-135845 | | | Annex [removed: C] [added: D] | | | 9/19/2006 | | | | | |
| [removed: 10.9] [added: 10.5] | | | [Employment [removed: Agreement,] [added: Agreement] effective as of February [removed: 1, 2018 by and] [added: 7, 2022,] between Fidelity National Information Services, [removed: Inc.] [added: Inc.,] and [removed: Denise Williams.](https://www.sec.gov/Archives/edgar/data/1136893/000113689318000011/ex1036williamsemployagrfin.htm)] [added: Caroline Tsai.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000028/exhibit1026tsaicaroline-.htm)] (1) | | | 10-K | | | 001-16427 | | | [removed: 10.36] [added: 10.26] | | | [removed: 2/22/2018] [added: 2/27/2023] | | | | | |
| [removed: 10.10] [added: 10.24] | | | [Employment [removed: Agreement effective as of February 7, 2022,] [added: Agreement, by and] between Fidelity National Information Services, [removed: Inc.,] [added: Inc.] and [removed: Caroline Tsai.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000028/exhibit1026tsaicaroline-.htm)] [added: James Kehoe.](https://www.sec.gov/Archives/edgar/data/1136893/000119312523218012/d534612dex101.htm)] (1) | | | [removed: 10-K] [added: 8-K] | | | 001-16427 | | | [removed: 10.26] [added: 10.1] | | | [removed: 2/27/2023] [added: 8/22/2023] | | | | | |
| [removed: 10.11] [added: 10.6] | | | [Form of Non-Statutory Stock Option Award under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2016.](https://www.sec.gov/Archives/edgar/data/1136893/000113689317000008/ex1062performanceoptions20.htm) (1) | | | 10-K | | | 001-16427 | | | 10.62 | | | 2/23/2017 | | | | | |
| [removed: 10.12] [added: 10.7] | | | [Form of Non-Statutory Stock Option Grant for Directors under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2017.](https://www.sec.gov/Archives/edgar/data/1136893/000113689319000008/dirso2017_directorxtimexop.htm) (1) | | | 10-K | | | 001-16427 | | | 10.47 | | | 2/21/2019 | | | | | |
| [removed: 10.13] [added: 10.8] | | | [Form of Non-Statutory Stock Option Grant for Employees under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2017.](https://www.sec.gov/Archives/edgar/data/1136893/000113689319000008/fnpso17_employeexperforman.htm) (1) | | | 10-K | | | 001-16427 | | | 10.49 | | | 2/21/2019 | | | | | |
| [removed: 10.14] [added: 10.9] | | | [Form of Stock Option Grant for Employees under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in 2018.](https://www.sec.gov/Archives/edgar/data/1136893/000113689319000008/fn_fsxoptionxogaex10-51.htm) (1) | | | 10-K | | | 001-16427 | | | 10.51 | | | 2/21/2019 | | | | | |
| [removed: 10.16] [added: 10.11] | | | [Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan, as amended and restated effective May 30, 2018.](https://www.sec.gov/Archives/edgar/data/1136893/000119312518124787/d419228ddef14a.htm#tx419228_14) (1) | | | DEF 14A | | | 001-16427 | | | Annex A | | | 4/20/2018 | | | | | |
| [removed: 10.17] [added: 10.12] | | | [Amendment to Fidelity National Information Services, Inc. 2008 Omnibus Incentive Plan.](https://www.sec.gov/Archives/edgar/data/1136893/000113689320000273/fis-amendmenttoamended.htm) (1) | | | 10-Q | | | 001-16427 | | | 10.2 | | | 10/29/2020 | | | | | |
| [removed: 10.18] [added: 10.13] | | | [Form of Stock Option Grant under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in March 2019.](https://www.sec.gov/Archives/edgar/data/1136893/000113689320000032/ex1043fnfsoptionoga2019.htm) (1) | | | 10-K | | | 001-16427 | | | 10.43 | | | 2/20/2020 | | | | | |
| [removed: 10.19] [added: 10.14] | | | [Form of Stock Option Grant for United States Employees under Worldpay, Inc. 2012 Equity Incentive Plan for grants made in 2019.](https://www.sec.gov/Archives/edgar/data/1136893/000113689320000032/exhibit1051stockoption.htm) (1) | | | 10-K | | | 001-16427 | | | 10.51 | | | 2/20/2020 | | | | | |
| [removed: 10.20] [added: 10.15] | | | [Form of Stock Option Grant for United Kingdom Employees under Worldpay, Inc. 2012 Equity Incentive Plan for grants made in 2019.](https://www.sec.gov/Archives/edgar/data/1136893/000113689320000032/exhibit1052stockoption.htm) (1) | | | 10-K | | | 001-16427 | | | 10.52 | | | 2/20/2020 | | | | | |
| [removed: 10.21] [added: 10.16] | | | [Form of Stock Option Grant Notice and Option Agreement under the Worldpay, Inc. 2012 Equity Incentive Plan for grants made in 2013 through 2017.](https://www.sec.gov/Archives/edgar/data/1533932/000153393213000150/vntvex-101x2013331options.htm) (1) | | | 10-Q | | | 001-35462 | | | 10.1 | | | 5/6/2013 | | | | | |
| [removed: 10.22] [added: 10.17] | | | [Form of Stock Option Grant Notice and Stock Option Award Agreement for U.S. Employees under the Worldpay, Inc. 2012 Equity Incentive Plan for grants made in 2018 and 2019.](https://www.sec.gov/Archives/edgar/data/1533932/000153393218000086/wpex-101614worldpaystockop.htm) (1) | | | 10-K | | | 001-35462 | | | 10.16.14 | | | 2/28/2018 | | | | | |
| [removed: 10.23] [added: 10.18] | | | [Worldpay, Inc.2012 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/1533932/000153393219000044/wpex-1040x20181231.htm) (1) | | | 10-K | | | 001-35462 | | | 10.40 | | | 2/28/2018 | | | | | |
| [removed: 10.24] [added: 10.19] | | | [Form of Deferred Restricted Stock Unit Grant to Director under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in May 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxdirectorxdeferred.htm) (1) | | | 10-K | | | 001-16427 | | | 10.63 | | | 2/18/2021 | | | | | |
| [removed: 10.25] [added: 10.20] | | | [Form of [removed: Performance] Stock [removed: Unit] [added: Option] Grant under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made in March [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxpsuxoga2020ex1064.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxoptionxoga2020ex1.htm)] (1) | | | 10-K | | | 001-16427 | | | [removed: 10.64] [added: 10.65] | | | 2/18/2021 | | | | | |
| [removed: 10.26] [added: 10.22] | | | [Form of Stock Option Grant under Fidelity National Information Services, Inc. amended and restated 2008 Omnibus Incentive Plan for grants made [added: beginning] in March [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxoptionxoga2020ex1.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000094/ex102fn_fsxfwxoptionxoga20.htm)] (1) | | | [removed: 10-K] [added: 10-Q] | | | 001-16427 | | | [removed: 10.65] [added: 10.2] | | | [removed: 2/18/2021] [added: 5/6/2021] | | | | | |
| [removed: 10.27] [added: 10.39] | | | [Form of Restricted Stock Unit [removed: Grant under] [added: Grant](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm)[under] Fidelity National [removed: Information Services,] [added: Information](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm)[Services,] Inc. [removed: amended and restated 2008] [added: 2022] Omnibus [removed: Incentive Plan] [added: Incentive](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm)[Plan] for grants made [added: beginning] in March [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxrsuxoga2020ex1066.htm) (1)] [added: 2025, (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit102fis2025rsuone-th.htm)] | | | [removed: 10-K] [added: 10-Q] | | | 001-16427 | | | [removed: 10.66] [added: 10.2] | | | [removed: 2/18/2021] [added: 5/6/2025] | | | | | |
| 10.28 | | | [Form of [removed: Restricted] [added: Performance] Stock Unit Grant [removed: to Director] under Fidelity National Information Services, Inc. [removed: amended and restated 2008] [added: 2022] Omnibus Incentive Plan for grants made [added: beginning] in [removed: May 2020.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000025/fn_fsxfwxdirectorxrsuex1067.htm)] [added: March 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex102fispsu_2023xrelativet.htm)] (1) | | | [removed: 10-K] [added: 10-Q] | | | 001-16427 | | | [removed: 10.67] [added: 10.2] | | | [removed: 2/18/2021] [added: 5/2/2023] | | | | | |
| [removed: 10.29] [added: 10.21] | | | [Fidelity National Information Services, Inc. Qualified Retirement Equity Program effective January 1, 2021.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000094/ex101qualifiedretirementpr.htm) (1) | | | 10-Q | | | 001-16427 | | | 10.1 | | | 5/6/2021 | | | | | |
| [removed: 10.30] [added: 10.27] | | | [Form of Stock Option Grant under Fidelity National Information Services, Inc. [removed: amended and restated 2008] [added: 2022] Omnibus Incentive Plan for grants made beginning in March [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000094/ex102fn_fsxfwxoptionxoga20.htm)] [added: 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex101fisoption2023_final.htm)] (1) | | | 10-Q | | | 001-16427 | | | [removed: 10.2] [added: 10.1] | | | [removed: 5/6/2021] [added: 5/2/2023] | | | | | |
| [removed: 10.31] [added: 10.29] | | | [Form of Restricted Stock Unit Grant under Fidelity National Information Services, Inc. [removed: amended and restated 2008] [added: 2022] Omnibus Incentive Plan for grants made beginning in March [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000094/ex103fn_fsxfwxrsuxoga2012v.htm)] [added: 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex103fisrsu2023_final.htm)] (1) | | | 10-Q | | | 001-16427 | | | 10.3 | | | [removed: 5/6/2021] [added: 5/2/2023] | | | | | |
| [removed: 10.32] [added: 10.40] | | | [Form of Performance Stock Unit [removed: Grant under] [added: Grant](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm)[under] Fidelity National [removed: Information Services,] [added: Information](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm)[Services,] Inc. [removed: amended and restated 2008] [added: 2022] Omnibus [removed: Incentive Plan] [added: Incentive](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm)[Plan] for grants made beginning in March [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1136893/000113689321000094/ex104psugrantagreement-202.htm) (1)] [added: 2025, (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689325000056/exhibit103fis-psuagreement.htm)] | | | 10-Q | | | 001-16427 | | | [removed: 10.4] [added: 10.3] | | | [removed: 5/6/2021] [added: 5/6/2025] | | | | | |
| [removed: 10.33] [added: 10.23] | | | [Amended and Restated Employment Agreement dated as of October 17, 2022 between Fidelity National Information Services, Inc., and Stephanie Ferris.](https://www.sec.gov/Archives/edgar/data/1136893/000113689322000180/final-executioncopystephan.htm)(1) | | | 10-Q | | | 001-16427 | | | 10.2 | | | 11/4/2022 | | | | | |
| [removed: 10.34] [added: 10.42] | | | [removed: [Cooperation Agreement] [added: [Amendment No. 1,] dated [removed: as of December 14, 2022, between] [added: August 1, 2024,to] Fidelity National Information Services, Inc. [removed: and D.E. Shaw.](https://www.sec.gov/Archives/edgar/data/1136893/000119312522305874/d427115dex101.htm)] [added: 2022 Omnibus Incentive Plan. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex101amendmentto2022omnibu.htm)] | | | [removed: 8-K] [added: 10-Q] | | | 001-16427 | | | 10.1 | | | [removed: 12/15/2022] [added: 11/4/2024] | | | | | |
| [removed: 10.37] [added: 10.25] | | | [Fidelity National Information Services, Inc. Employee Stock Purchase Plan, effective May 25, 2022.](https://www.sec.gov/Archives/edgar/data/1136893/000119312522106344/d398446ddef14a.htm#tx398446_16) (1) | | | DEF 14A | | | 001-16427 | | | Annex B | | | 4/15/2022 | | | | | |
| [removed: 10.38] [added: 10.26] | | | [Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan.](https://www.sec.gov/Archives/edgar/data/1136893/000119312522106344/d398446ddef14a.htm#tx398446_15) (1) | | | DEF 14A | | | 001-16427 | | | Annex A | | | 4/15/2022 | | | | | |
| [removed: 10.39] [added: 10.34] | | | [Form of [added: Restricted] Stock [removed: Option Grant] [added: Unit Award Agreement for executive officers] under [added: the] Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made [removed: beginning] in [removed: March 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex101fisoption2023_final.htm) (1)] [added: fiscal 2024. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit103-exhibitg1xrsuag.htm)] | | | 10-Q | | | 001-16427 | | | [removed: 10.1] [added: 10.3] | | | [removed: 5/2/2023] [added: 8/6/2024] | | | | | |
| [removed: 10.40] [added: 10.33] | | | [Form of Performance Stock Unit [removed: Grant] [added: Award Agreement for executive officers (other than the Chief Executive Officer and Chief Financial Officer)] under [added: the] Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made [removed: beginning] in [removed: March 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex102fispsu_2023xrelativet.htm) (1)] [added: fiscal 2024. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit102-redactedxexhibi.htm)] | | | 10-Q | | | 001-16427 | | | 10.2 | | | [removed: 5/2/2023] [added: 8/6/2024] | | | | | |
| [removed: 10.41] [added: 10.35] | | | [Form of Restricted Stock Unit [removed: Grant] [added: Award Agreement for executive officers] under [added: the] Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made [removed: beginning] in [removed: March 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000077/ex103fisrsu2023_final.htm) (1)] [added: fiscal 2024 (including amendment to fiscal 2022 PSU Award Agreement). (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit104-redactedxexhibi.htm)] | | | 10-Q | | | 001-16427 | | | [removed: 10.3] [added: 10.4] | | | [removed: 5/2/2023] [added: 8/6/2024] | | | | | |
| [removed: 10.42] [added: 10.30] | | | [Limited Consulting Services Engagement Agreement between Lucido Advisory Services, LLC and Fidelity Information Services, LLC, effective March 1, 2024. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000119312524044681/d764426dex102.htm) | | | 8-K | | | 001-16427 | | | 10.2 | | | 2/23/2024 | | | | | |
| [removed: 10.43] [added: 10.31] | | | [Fidelity National Information Services Inc. Amended and Restated Qualified Retirement Equity Program effective January 30, [removed: 2024.](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm)[](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm)] [added: 2024.](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm)] | | | 10-Q | | | 001-16427 | | | 10.1 | | | 5/7/2024 | | | | | |
| [removed: 10.44] [added: 10.32] | | | [Form of Performance Stock Unit [removed: Grant] [added: Award Agreement for the Chief Executive Officer and Chief Financial Officer (including total shareholder return modifier)] under [added: the] Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made [removed: beginning] in [removed: March 2023.](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm) [(1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm)] [added: fiscal 2024. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit101-redactedxexhibi.htm)] | | | 10-Q | | | 001-16427 | | | 10.1 | | | 8/6/2024 | | | | | |
| [removed: 10.45] [added: 10.36] | | | [Form of [removed: Performance] [added: Restricted] Stock Unit [removed: Grant] [added: Award Agreement for executive officers] under [added: the] Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made [removed: beginning] in [removed: March 2023. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit102-redactedxexhibi.htm)] [added: fiscal 2024 (including amendments to fiscal 2022 PSU Award Agreements). (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit105-redactedxexhibi.htm)] | | | 10-Q | | | 001-16427 | | | [removed: 10.2] [added: 10.5] | | | 8/6/2024 | | | | | |
| 10.38 | | | [Revolving Credit Agreement, dated as of November 6, 2025, by and among FIS, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.](https://www.sec.gov/Archives/edgar/data/1136893/000119312525277795/d46240dex102.htm) | | | 8-K | | | 001-16427 | | | 10.2 | | | 11/6/2025 | | | | | |
| 10.43 | | | [Amendment No. 1, dated July 31, 2024,](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm)[to the Fidelity National Information](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm)[Services, Inc. Employee Stock Purchase](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm)[Plan effective July 2024. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex102amendmenttoesppplan.htm) | | | 10-Q | | | 001-16427 | | | 10.2 | | | 11/4/2024 | | | | | |
| 10.44 | | | [Fidelity National Information Services,](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex103executiveseverancepla.htm)[Inc. U.S. Executive Severance Plan, as](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex103executiveseverancepla.htm) [](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex103executiveseverancepla.htm)[adopted September 1, 2024.](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex103executiveseverancepla.htm) [(1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000139/ex103executiveseverancepla.htm) | | | 10-Q | | | 001-16427 | | | 10.3 | | | 11/4/2024 | | | | | |
| 10.8 | | | [Fidelity National Information Services, Inc. Annual Incentive Plan, effective as of October 23, 2006.](https://www.sec.gov/Archives/edgar/data/1136893/000089256906001102/a22063a1sv4za.htm#248) (1) | | | S-4/A | | | 333-135845 | | | Annex D | | | 9/19/2006 | | | | | |
| 10.15 | | | [Seventh Amendment and Restatement Agreement, dated as of September 21, 2018, by and among Fidelity National Information Services, Inc., each lender party thereto and JP Morgan Chase Bank N.A., as Administrative Agent.](https://www.sec.gov/Archives/edgar/data/1136893/000119312518280627/d596033dex101.htm) | | | 8-K | | | 001-16427 | | | 10.1 | | | 9/24/2018 | | | | | |
| 10.35 | | | [Amendment to Employment Agreement effective as of January 31, 2022, between Fidelity National Information Services, Inc., and Denise Williams.](https://www.sec.gov/Archives/edgar/data/1136893/000113689323000028/exhibit1078williamsdenis.htm) (1) | | | 10-K | | | 001-16427 | | | 10.78 | | | 2/27/2023 | | | | | |
| 10.36 | | | [Employment Agreement, by and between Fidelity National Information Services, Inc. and James Kehoe.](https://www.sec.gov/Archives/edgar/data/1136893/000119312523218012/d534612dex101.htm) (1) | | | 8-K | | | 001-16427 | | | 10.1 | | | 8/22/2023 | | | | | |
| 10.46 | | | [Form of Restricted Stock Unit Grant under Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made beginning in March 2023. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit103-exhibitg1xrsuag.htm) | | | 10-Q | | | 001-16427 | | | 10.3 | | | 8/6/2024 | | | | | |
| 10.47 | | | [Form of Restricted Stock Unit Grant under Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made beginning in March 2023. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit104-redactedxexhibi.htm) | | | 10-Q | | | 001-16427 | | | 10.4 | | | 8/6/2024 | | | | | |
| 10.48 | | | [Form of Restricted Stock Unit Grant under Fidelity National Information Services, Inc. 2022 Omnibus Incentive Plan for grants made beginning in March 2023. (1)](https://www.sec.gov/Archives/edgar/data/1136893/000113689324000113/exhibit105-redactedxexhibi.htm) | | | 10-Q | | | 001-16427 | | | 10.5 | | | 8/6/2024 | | | | | |
An excerpt. Shown here: 40 of 49 rewritten, all 3 added and all 7 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2025 filing and the FY2024 filing.
Item 16. Form 10-K Summary
11 rewritten, 4 added, 2 removed, 49 unchanged
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Stephanie Ferris | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ James Kehoe | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Alexandra Brooks | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Jeffrey A. Goldstein | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Nicole Anasenes | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | [removed: s//] [added: /s/] Mark D. Benjamin | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Kourtney Gibson | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Lisa A. Hook | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Kenneth T. Lamneck | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ Gary L. Lauer | | |
| Date: | | | February [removed: 13, 2025] [added: 24, 2026] | | | By: | | | /s/ James B. Stallings, Jr. | | |
| Date: | | | February 24, 2026 | | | By: | | | /s/ Stephanie Ferris | | |
| Date: | | | February 24, 2026 | | | By: | | | /s/ Anil S. Chakravarthy | | |
| | | | | | | | | | Anil S. Chakravarthy | | |
| | | | | | | | | | | | |
| Date: | | | February 13, 2025 | | | By: | | | /s/ Lee Adrean | | |
| | | | | | | | | | Lee Adrean | | |