Global Payments 8-K 2026-04-30

Filed 2026-05-04. 1 sections, 6K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

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

Commission file number 001-16111

GLOBAL PAYMENTS INC.

(Exact name of registrant as specified in charter)

Georgia58-2567903
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
3550 Lenox Road, Atlanta, Georgia30326
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (770) 829-8000

NONE

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act

Title of each classTrading symbolName of exchange on which registered
Common stock, no par valueGPNNew York Stock Exchange
4.875% Senior Notes due 2031GPN31ANew York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 30, 2026, Global Payments Inc. (the "Company") held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders (1) elected each of the twelve nominees listed below to serve on the Board of Directors, (2) approved, on an advisory basis, the Company’s named executive officers’ compensation for the year ended December 31, 2025, (3) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, and (4) rejected a shareholder proposal regarding a shareholder right to act by written consent.

The voting results at the Annual Meeting were as follows:

Proposal 1. Election of Directors

Board of Directors NomineeForAgainstAbstainBroker Non-Votes
M. Troy Woods223,200,6823,541,47276,17422,191,119
Cameron M. Bready225,933,003802,01783,30822,191,119
F. Thaddeus Arroyo225,252,2711,484,73981,31822,191,119
John G. Bruno218,182,4918,533,830102,00722,191,119
Archana Deskus226,171,317550,26296,74922,191,119
Joia M. Johnson222,506,3854,217,75594,18822,191,119
Kristen M. Kliphouse225,807,817916,02594,48622,191,119
Connie D. McDaniel224,650,3212,092,74475,26322,191,119
Joseph S. Osnoss223,849,1132,869,97899,23722,191,119
William B. Plummer224,517,1752,210,26390,89022,191,119
Vivek Sankaran225,445,2761,269,443103,60922,191,119
Patricia A. Watson226,142,767586,37489,18722,191,119

Proposal 2. Advisory vote to approve compensation of the named executive officers for the year ended December 31, 2025.

ForAgainstAbstainBroker Non-Votes
146,640,62679,718,672459,03022,191,119

Proposal 3. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent public accounting firm for the year ending December 31, 2026.

ForAgainstAbstainBroker Non-Votes
235,165,06913,648,321196,0570

Proposal 4. Advisory vote on shareholder proposal regarding shareholder right to act by written consent.

ForAgainstAbstainBroker Non-Votes
58,311,193167,913,794593,34122,191,119

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

GLOBAL PAYMENTS INC.
Date: May 4, 2026By:/s/ Dara Steele-Belkin
Dara Steele-Belkin
Chief Legal Officer and Corporate Secretary