Deluxe Corp 8-K, filed Jan 28, 2025
Deluxe Corp (DLX)
8-K
2025-01-28
For: 2025-01-22
View Original
Added on
April 04, 2026
About this 8-K
Deluxe Corp filed this 8-K on January 28, 2025, reporting on events of January 22, 2025.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
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): January 22, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction | (Commission | (I.R.S. Employer | ||||||
| of incorporation) | File Number) | Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
(651 ) 483-7111
Registrant's telephone number, including area code
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||
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).
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 January 22, 2025, the Board of Directors (the “Board”) of Deluxe Corporation (the “Company”) unanimously elected Hugh S. (Beau) Cummins III to the Board, effective February 21, 2025. Mr. Cummins will stand for re-election at the Company’s 2025 Annual Meeting of Shareholders. The Board has determined that Mr. Cummins 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. Cummins brings to the Company vast experience in the banking and payments industry, including most recently in his position from 2023 to 2025 as Vice Chair, Chief Operating Officer, and a member of Truist Financial Corporation’s operating council. He previously led Truist’s Wholesale group from 2021 to 2023, and from 2019 to 2021, he served as head of Truist’s corporate and institutional group. He also served in multiple leadership positions with SunTrust Bank. Mr. Cummins currently serves on the board of directors of Atrium Health Foundation. He holds a bachelor’s degree in business administration from Miami University in Oxford, Ohio, and an MBA from the University of Michigan.
The Board has also confirmed that each of William C. Cobb and Martyn R. Redgrave notified the Board on January 22, 2025 that each of them has decided not to stand for re-election at the Company’s 2025 Annual Meeting of Shareholders.
Section 7 - Regulation FD
Item 7.01 Regulation FD Disclosure.
A copy of the Company’s press release announcing the election of Mr. Cummins to the Board is furnished herewith as Exhibit 99.1.
Pursuant to General Instruction B.2. to Form 8-K, the information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
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Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |||||||
| 99.1 | ||||||||
| 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.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) | |||||||
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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: January 28, 2025
| DELUXE CORPORATION | ||||||||
| /s/ Jeffrey L. Cotter | ||||||||
| Jeffrey L. Cotter | ||||||||
| Senior Vice President, Chief | ||||||||
| Administrative Officer and | ||||||||
| General Counsel | ||||||||
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| Exhibit 99.1 | ||||||||
 |  | |||||||
FOR IMMEDIATE RELEASE
Contact:
| Brian Anderson, VP, Strategy & Investor Relations | Keith Negrin, VP, Communications | |||||||
| 651-447-4197 | 612-669-1459 | |||||||
| brian.anderson@deluxe.com | keith.negrin@deluxe.com | |||||||
Hugh S. “Beau” Cummins III Elected to Deluxe Board of Directors
MINNEAPOLIS – (BUSINESS WIRE) – January 28, 2025 — Deluxe (NYSE: DLX), a trusted Payments and Data company, has announced the election of Hugh S. “Beau” Cummins III to its Board of Directors, effective February 21, 2025.
Mr. Cummins, a 36-year banking industry veteran, most recently served as the Vice Chair and Chief Operating Officer of Truist Financial Corporation. In that role, he oversaw operational services, enterprise transformation, enterprise performance acceleration, corporate strategy, corporate development, and venture capital, as well as enterprise payments, governance and controls. He was also a member of Truist’s Operating Council.
“Beau helped chart Truist’s path for the success coming out of the merger of SunTrust and BB&T,” said Cheryl Mayberry McKissack, Chair of the Deluxe Board of Directors. “Not only did he help shape the new organization, but he also ensured that its operations – and its people – came along for every step of the journey.”
“I am incredibly pleased to welcome Beau to the board,” said Barry McCarthy, President and CEO of Deluxe. “His impact on the culture and strategy at Truist have been immeasurable, and his experience in navigating change while ensuring operational excellence is a welcomed addition to our team as we continue to fulfill our promise as a trusted Payments and Data company.”
“During my time at Truist, my goal was always to lead talented teams to achieve results that exceed expectations,” said Cummins. “I look forward to continuing that legacy with Deluxe and its exceptional collection of executives and teammates as the company continues its strategic evolution into a payments and data leader.”
Mr. Cummins currently serves on the board of directors of Atrium Health Foundation. He served on the board of Truist Insurance Holdings and served on Miami University’s Farmer School of Business Advisory Council as well as on Vanderbilt’s Owen School of Business Board of Visitors.
Mr. Cummins earned a bachelor’s degree in business administration from Miami University in Oxford, Ohio, and an MBA from the University of Michigan.
Deluxe also announced that each of William C. Cobb and Martyn R. Redgrave notified the Board of Directors on January 22, 2025 that each of them has decided not to stand for re-election at the Company’s 2025 Annual Meeting of Shareholders.
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About Deluxe Corporation
Deluxe, a trusted Payments and Data company, champions business so communities thrive. Our solutions help businesses pay, get paid, and grow. For more than 100 years, Deluxe customers have relied on our solutions and platforms at all stages of their lifecycle, from start-up to maturity. Our powerful scale supports millions of small businesses, thousands of vital financial institutions and hundreds of the world’s largest consumer brands, while processing more than $2 trillion in annual payment volume. Our reach, scale and distribution channels position Deluxe to be our customers’ most trusted business partner. To learn how we can help your business, visit us at www.deluxe.com.