8-K/AShareholder Matters

GLOBAL PAYMENTS INC 8-K/A Report, Shareholder Vote Results (Aug 1, 2023)

Filed August 1, 2023For Securities:GPN

Summary

Global Payments Inc. (GPN) filed an 8-K on August 1, 2023, primarily to disclose the outcome of a shareholder vote regarding the frequency of advisory votes on executive compensation, commonly known as "Say-on-Pay". At the Annual Meeting of Shareholders held on April 27, 2023, shareholders expressed a preference for an annual advisory vote on the compensation of the company's named executive officers. In response to this shareholder preference, the company's board of directors has formalized a policy to hold these Say-on-Pay votes on an annual basis. This decision aligns with the shareholders' indicated desire for more frequent input on executive compensation matters and will continue until the next required advisory vote on the frequency itself, which is set to occur no later than the 2029 Annual Meeting of Shareholders. This action demonstrates the company's responsiveness to shareholder governance feedback.

Key Highlights

  • 1Shareholders voted in favor of holding an advisory vote on executive compensation ("Say-on-Pay") annually.
  • 2Global Payments Inc.'s board of directors has adopted a policy to conduct Say-on-Pay votes every year.
  • 3This annual vote frequency will remain in place until at least the 2029 Annual Meeting.
  • 4The company is responding to shareholder input on governance matters.
  • 5The filing relates to Item 5.07, Submission of Matters to a Vote of Security Holders.

Frequently Asked Questions

The main purpose of this 8-K filing was to inform investors about the results of the advisory vote on the frequency of executive compensation votes (Say-on-Pay) and the company's subsequent decision regarding that frequency.

Shareholders indicated their preference, on an advisory basis, for the Say-on-Pay vote to be held every year.

The board of directors has adopted a policy to hold the Say-on-Pay vote annually, aligning with the shareholder preference.

The company will hold annual Say-on-Pay votes until the next required advisory vote on the frequency of such votes, which must occur no later than the 2029 Annual Meeting of Shareholders.