Opinion of Dara Steele-Belkin
April 24, 2025
Global Payments Inc.
3550 Lenox Road
Atlanta, Georgia 30326
Re: Registration Statement on Form S-8
Ladies and Gentlemen:
I am the General Counsel and Corporate Secretary of Global Payments Inc., a Georgia corporation (the “Corporation”). A Registration Statement on Form S-8 (the “Registration Statement”) is being filed on or about the date of this letter with the U.S. Securities and Exchange Commission (the “Commission”) by the Corporation to register 13,800,000 shares of common stock, without par value (the “Common Stock”), of the Corporation (the “Shares”), which may be issued by the Corporation under certain compensatory plans, as follows: (i) 11,500,000 Shares that may be granted or issued under the Global Payments Inc. 2025 Incentive Plan (the “2025 Plan”); and (ii) 2,300,000 Shares that may be issued under the Global Payments Inc. Employee Stock Purchase Plan, as Amended and Restated (together with the 2025 Plan, the “Plans”). This opinion is delivered in accordance with the requirements of Item 8(a) of Form S-8 and Item 601(b)(5) of Regulation S-K under the Securities Act of 1933, as amended (the “Securities Act”).
In rendering this opinion, I have examined such records, documents and proceedings as I have deemed relevant as a basis for the opinion expressed herein. In rendering this opinion, I have assumed, without independent verification: (i) that all signatures are genuine; (ii) that all documents submitted to me as originals are authentic; (iii) that all documents submitted to me as copies conform to the originals of such documents and the authenticity of the originals of such documents; and (iv) the legal capacity of all natural persons executing any of the foregoing documents. I have further assumed that there will be no material changes to the documents I have examined and that, at all times prior to the issuance of the Shares, the Corporation will maintain a sufficient number of authorized but unissued shares of Common Stock available for such issuance. Based on and subject to the foregoing, and the qualifications and limitations set forth herein, and having regard for such legal considerations as I have deemed relevant, it is my opinion that the Shares will be, upon issuance, duly authorized and, when the Shares have been issued in accordance with the terms of the Plans, the Shares will be validly issued, fully paid and nonassessable.
The foregoing opinion is based on and limited to the laws of the State of Georgia, and I express no opinion as to the laws of any other jurisdiction.
This opinion is delivered as of the date hereof, and I undertake no obligation to advise you of any changes in applicable law or any other matters that may come to my attention after the date hereof.
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement. In giving this consent, I do not admit that I am within the category of persons whose consent is required under Section 7 of the Securities Act and the rules and regulations thereunder.
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| Sincerely, |
| /s/ Dara Steele-Belkin |
Dara Steele-Belkin |
General Counsel and Corporate Secretary |