8-KOther Events

Fidelity National Information Services, Inc. 8-K Report, Corporate Update (Sep 18, 2018)

Filed September 18, 2018For Securities:FIS

Summary

Fidelity National Information Services, Inc. (FIS) announced on September 18, 2018, that its Chairman, President, and CEO, Gary Norcross, has adopted a stock trading plan. This plan is designed to allow Mr. Norcross to sell a portion of his common shares in an orderly fashion over time, primarily through the exercise and immediate sale of up to 408,016 stock options. The trading plan, established under Rule 10b5-1 of the Securities Exchange Act of 1934, aims to facilitate personal financial planning for Mr. Norcross. Importantly, the plan is structured to ensure no insider trading concerns, as it is implemented when Mr. Norcross is not in possession of material non-public information. He will have no discretionary control over the timing or execution of sales once the plan is in place, with transactions subject to minimum price levels and daily volume activity.

Key Highlights

  • 1CEO Gary Norcross has adopted a Rule 10b5-1 trading plan to sell company stock.
  • 2The plan allows for the exercise and sale of up to 408,016 stock options.
  • 3Sales will occur periodically throughout 2019, not all at once.
  • 4The plan is designed for orderly personal financial planning and to minimize market impact.
  • 5Transactions will be conducted without the CEO having discretion, preventing insider trading concerns.
  • 6All trades will be publicly disclosed via Form 144 and Form 4 filings.
  • 7Mr. Norcross will remain in compliance with FIS' stock ownership guidelines for executives.

Frequently Asked Questions

The CEO, Gary Norcross, is selling stock as part of a pre-arranged trading plan (Rule 10b5-1) to facilitate personal financial planning. This method allows for the orderly sale of shares and exercise of stock options over time, rather than a single large transaction.

No, the adoption of a Rule 10b5-1 plan is a common and transparent method for executives to manage their personal finances and diversify holdings without implying a negative view of the company's prospects. The plan is specifically designed to avoid concerns about trading on material non-public information.

Under the plan, up to 408,016 stock options held by Mr. Norcross may be exercised and the underlying shares immediately sold. The exact number of shares sold will depend on the execution of the plan over time.

The transactions are planned to take place from time to time during 2019. The specific timing will be subject to certain price levels and daily volume activity criteria defined within the plan, and Mr. Norcross will have no discretion over these sales.