8-K - DLX - Equibles

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): August 18, 2020

DELUXE CORPORATION

(Exact name of registrant as specified in its charter)

MN	1-7945	41-0216800
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)
3680 Victoria St. N.	Shoreview	MN	55126-2966
---	---	---	---
(Address of principal executive offices)			(Zip Code)

(651) 483-7111

Registrant's telephone number, including area code

N/A

(Former name or former address, 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 following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, par value $1.00 per share	DLX	NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange

Act. ☐

Section 5 - Corporate Governance and Management

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 18, 2020, the Board of Directors (the “Board”) of Deluxe Corporation (the “Company”) unanimously elected Paul R. Garcia to the Board to serve for a term ending at the 2021 Annual Meeting of the Shareholders. The Board has determined that Mr. Garcia qualifies as an independent director under the listing standards of the New York Stock Exchange and the Company’s director independence standards, as adopted by the Board.

Mr. Garcia is the retired Chairman and Chief Executive Officer (CEO) of Global Payments Inc., a publicly-traded, leading provider of credit card processing, check authorization and other electronic payment processing services. Prior to his role at Global Payments Inc., Mr. Garcia served as President and CEO of NaBanco, an electronic credit card processor. Previously, he served on the boards of The Dun & Bradstreet Corporation, SunTrust Banks, Inc., West Corporation, Global Payments Inc. and MasterCard International. Currently, Mr. Garcia is a member of the boards of directors of Repay Holdings Corporation and Truist Financial Corp.

Mr. Garcia’s compensation for Board service will be consistent with the arrangements described in the Company’s definitive proxy statement filed on March 20, 2020, under “Non-Employee Director Compensation.” In connection with his election to the Board, Mr. Garcia received restricted stock units on August 18, 2020 with a grant date fair value of approximately $112,500, which will vest on the first anniversary of the grant date.

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure.

A copy of the Company’s press release announcing the election of Mr. Garcia to the Board is furnished herewith as Exhibit 99.1.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br><br>Number	Description
99.1	Press Release, dated August 24, 2020, of Deluxe Corporation
101.INS	XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)

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 hereunto duly authorized.

Date: August 24, 2020

DELUXE CORPORATION
/s/ Jeffrey L. Cotter
Jeffrey L. Cotter
Senior Vice President, Chief
Administrative Officer and
General Counsel

		Exhibit

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Jane Elliott, Chief Communications and HR Officer	Cam Potts, VP, Corp. Communications
770-833-3500	651-233-7735
investorrelations@Deluxe.com	Cameron.Potts@Deluxe.com

Paul R. Garcia Elected to Deluxe Board of Directors

SHOREVIEW, Minn. – Aug. 24, 2020 – Deluxe (NYSE: DLX), a Trusted Business Technology™ company, announced the election of Paul R. Garcia to its Board of Directors on Aug. 18, 2020.

Mr. Garcia (68) is the retired Chairman and Chief Executive Officer (CEO) of Global Payments Inc., a publicly traded, leading provider of credit card processing, check authorization and other electronic payment processing services. Prior to his role at Global Payments, Mr. Garcia served as President and CEO of NaBanco, an electronic credit card processor. Currently, Mr. Garcia is a member of the Boards of Directors of Repay Holdings Corporation and Truist Financial Corp. He has also served on the boards of The Dun & Bradstreet Corporation, SunTrust Banks, Inc., West Corporation, Global Payments Inc. and MasterCard International.

“Paul Garcia is a pioneer and innovator in the financial services industry. His deep knowledge and history in the payments space will be invaluable to Deluxe as we continue to realize exceptional revenue growth in our payments, cloud and financial technology offerings,” said Barry McCarthy, President and CEO of Deluxe.

“Paul’s connections and knowledge in the financial service industry will be instrumental in helping Deluxe grow the tech and payments side of our business,” said Cheryl Mayberry McKissack, Chair of the Deluxe Board of Directors. “We continue to attract incredible talent to our board and our leadership team to drive significant value for our shareholders. I am looking forward to his contributions and insight to further refine our transformation journey.”

Mr. Garcia has enjoyed significant success as a leader in the financial services industry, including becoming CEO of National Data Corporation's ("NDC") eCommerce line of business in June 1999, which changed its name to Global Payments Inc. (GPN) in 2000 and was spun off from NDC in 2001. During Mr. Garcia's 14-year tenure as CEO, Global Payments' annual revenues increased from $350 million to $2.4 billion and its current market capitalization is approximately $50 billion.

About Deluxe

Deluxe is a Trusted Business Technology™ company that champions business so communities thrive. Our solutions help businesses pay and get paid, accelerate growth, and operate more efficiently. For more than 100 years, we’ve been helping businesses succeed at all stages of their lifecycle, from start-up to maturity. Our unparalleled global scale supporting approximately 4.5 million small businesses, over 4,000 financial institutions and hundreds of the world’s largest consumer brands uniquely positions Deluxe to be our customers’ most trusted business partner. To learn how we can help your business, visit us at www.deluxe.com, www.facebook.com/deluxecorp, www.linkedin.com/company/deluxe, or www.twitter.com/deluxecorp.