8-KOther Events

Fidelity National Information Services, Inc. 8-K Report, Corporate Update (Mar 31, 2014)

Filed March 31, 2014For Securities:FIS

Summary

This 8-K filing from Fidelity National Information Services, Inc. (FIS) on March 31, 2014, primarily concerns the adoption of a stock trading plan by Gary Norcross, President and Chief Operating Officer. The plan allows for the orderly sale of a portion of his common shares, specifically up to 470,000 stock options set to expire in 2015, over the course of 2014. This is presented as a personal financial planning measure intended to diversify his holdings and minimize market impact. Investors should note that the plan is structured under Rule 10b5-1 of the Securities Exchange Act of 1934. This rule enables company insiders to trade shares when they do not possess material, non-public information, providing a pre-determined framework for sales. Mr. Norcross will have no discretion over the timing or execution of these trades once the plan is in effect. All transactions will be publicly disclosed via Form 144 and Form 4 filings, and he will remain compliant with FIS' stock ownership guidelines.

Key Highlights

  • 1FIS COO Gary Norcross has adopted a Rule 10b5-1 stock trading plan.
  • 2The plan allows for the sale of up to 470,000 FIS common shares.
  • 3The shares to be sold are from stock options scheduled to expire in 2015.
  • 4Sales are intended to occur in an orderly manner throughout 2014.
  • 5The plan is for personal financial planning and aims to minimize market impact.
  • 6Mr. Norcross will have no discretion over sales once the plan is active.
  • 7All transactions will be disclosed through SEC filings (Forms 144 and 4).

Frequently Asked Questions

The COO, Gary Norcross, is selling stock as part of a pre-arranged Rule 10b5-1 trading plan. This is a common practice for personal financial planning, allowing him to diversify his investments and manage stock options that are nearing expiration without using material non-public information.

The filing explicitly states the plan is for 'personal financial planning' and designed to 'minimize market impact and avoiding any concerns about the timing of the transactions.' Furthermore, it's executed under a Rule 10b5-1 plan, which requires trades to be predetermined when the insider lacks material non-public information. This suggests the sales are not necessarily tied to negative company outlook.

Under the plan, up to 470,000 stock options can be exercised and the underlying shares sold. These transactions are planned to take place from time-to-time throughout 2014, subject to specific price and volume criteria.

Yes, all transactions conducted under this trading plan will be publicly disclosed through Form 144 and Form 4 filings with the Securities and Exchange Commission, as required by law.