8-KLeadership ChangesExhibits & Filings

CORPAY, INC. 8-K Report, Executive Changes (Aug 3, 2023)

Filed August 3, 2023For Securities:CPAY

Summary

CORPAY, INC. (CPAY) announced a change to its Board of Directors on August 3, 2023, via an 8-K filing. Gerald Throop has been appointed to the Board, effective immediately, as part of the company's ongoing board refreshment initiative. Mr. Throop brings a wealth of experience in financial services, including significant leadership roles at major financial institutions and experience as a CFO for public telecommunications companies. His expertise is expected to be valuable to the board, particularly given his current role as Audit Committee Chair for Ceridian. Concurrently, the company also announced the retirement of board member Mike Buckman, who served for 10 years. These changes are part of a broader strategy to enhance board composition and governance. Mr. Throop has been deemed an independent director, and his compensation will align with the company's standard director compensation package.

Key Highlights

  • 1Gerald Throop appointed to the Board of Directors, effective July 28, 2023.
  • 2Mr. Throop's appointment is part of the company's board refreshment initiative.
  • 3Throop possesses extensive financial services experience, including leadership roles in equities and capital markets.
  • 4He has prior experience as a CFO for public telecommunications companies.
  • 5Mr. Throop currently serves as Audit Committee Chair on the Ceridian Board of Directors.
  • 6Mike Buckman retired from the Board after 10 years of service, effective July 28, 2023.
  • 7Mr. Throop has been determined to be an independent director according to NYSE standards.

Frequently Asked Questions

Gerald Throop's appointment signifies a continuation of CORPAY's board refreshment strategy, aimed at strengthening the board's expertise and governance. His extensive financial services background and current role as Audit Committee Chair are expected to add significant value to the company's oversight.

Gerald Throop is a seasoned financial professional with a career spanning leadership positions at National Bank of Canada, Blackmont Capital Inc., Merrill Lynch, and Gordon Capital. He has also served as CFO for two Canadian public telecommunications companies and currently chairs the Audit Committee for Ceridian.

The filing states that Mike Buckman notified the company of his retirement from the Board, effective immediately, after 10 years of service. The reason for his retirement is not detailed beyond this notification.

Mr. Throop will receive the company's customary non-employee director compensation package, commencing on July 28, 2023. He will also enter into the company's standard indemnification agreement.