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): November 14, 2014
Commission file number 001-16111
GLOBAL PAYMENTS INC.
(Exact name of registrant as specified in charter)
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Georgia | | 58-2567903 |
(State or other jurisdiction of
incorporation or organization) | | (I.R.S. Employer
Identification No.) |
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10 Glenlake Parkway, North Tower, Atlanta, Georgia | | 30328-3473 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: 770-829-8234
NONE
(Former name, former address and former fiscal year, if changed since last report)
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 flowing provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 14, 2014, Morgan M. Schuessler, President - International, notified Global Payments Inc. (the “Company”) of his decision to resign from the Company in order to pursue professional opportunities outside of the Asia-Pacific region. Mr. Schuessler’s resignation is effective November 20, 2014.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 19, 2014, the Company held its 2014 Annual Meeting of Shareholders (the “Annual Meeting”). The Company’s shareholders voted on and approved all three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 26, 2014. The final voting results were as follows:
Proposal 1. Election of the following directors:
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Nominee | | Votes in Favor | | Votes Withheld |
Jeffrey S. Sloan (Class I) | | 56,653,566 | | 1,750,459 |
John G. Bruno (Class II) | | 58,194,566 | | 209,459 |
Michael W. Trapp (Class II) | | 56,549,587 | | 1,854,438 |
Gerald J. Wilkins (Class II) | | 56,608,559 | | 1,795,466 |
Proposal 2. Approval, on an advisory basis, of the compensation of the Company’s named executive officers for the fiscal year ended May 31, 2014:
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Votes in Favor | | Votes Against | | Abstentions |
46,973,994 | | 11,085,774 | | 344,258 |
Proposal 3. Ratification of the reappointment of Deloitte & Touche LLP as the Company’s independent public accountants for the fiscal year ending May 31, 2015:
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Votes in Favor | | Votes Against | | Abstentions |
58,332,577 | | 2,333,931 | | 165,637 |
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 thereunto duly authorized.
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| GLOBAL PAYMENTS INC | |
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Date: November 20, 2014 | By: /s/ Cameron M. Bready | |
| Cameron M. Bready | |
| Executive Vice President and Chief Financial Officer
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