8-K
Global Payments Inc (GPN)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):September 24, 2025
Commission file number 001-16111
****
Global Payments Inc.
(Exact name of registrant as specified in charter)
| Georgia | 58-2567903 |
|---|---|
| (State or other jurisdictionof incorporation) | (I.R.S. Employer Identification No.) |
| 3550 Lenox Road, Atlanta, Georgia | 30326 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including
area code: (770
) 829-8000
None
(Former name, former address and former fiscalyear, if changed since last report)
Securities registered pursuantto Section 12(b) of the Act
| Title of each class | Trading Symbol | Name of exchange on which registered |
|---|---|---|
| Common stock, no par value | GPN | New York Stock Exchange |
| 4.875% Senior Notes due 2031 | GPN31A | New York Stock Exchange |
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 communications 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-2b 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)) |
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. ¨
Item 5.02. Departure of Directors or Certain Officers; Electionof Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 24, 2025, the Board of Directors (the “Board”) of Global Payments Inc. (the “Company”) increased the size of the Board from 10 to 12 directors and appointed Patricia “Patty” Watson and Archana “Archie” Deskus as new directors of the Company, effective immediately.
Mses. Watson and Deskus will be compensated for their service as directors on the same basis as other non-employee directors of the Company. There are no arrangements or understandings between Ms. Watson or Ms. Deskus and any other person pursuant to which each was selected as a director, and there are no related person transactions within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission between the Company and Ms. Watson or Ms. Deskus required to be disclosed herein.
Patricia “Patty” Watson
Patricia (Patty) Watson is an experienced technology executive with a track record of developing modernization plans and overseeing IT transformations at large, complex financial services and financial technology companies. She most recently served as Chief Information and Technology Officer at NCR Atleos, where she led enterprise-wide technology strategy for the world’s largest independent ATM network. She previously served as Executive Vice President and Chief Information Officer of NCR Corporation, guiding technology operations through its separation into two public companies. Earlier, she was Global Chief Information Officer at Total System Services (TSYS), a leading global payments processor which merged with Global Payments in 2019, where she directed enterprise-wide technology transformation to support high-growth issuing and merchant acquiring businesses. She also held senior technology leadership roles at Bank of America and served as CIO of The Brink’s Company. Ms. Watson currently serves on the board of directors of Southwest Airlines and Rockwell Automation, and previously served on the boards of USAA Federal Savings Bank and Texas Capital Bancshares. She began her career as a Captain in the U.S. Air Force and holds a B.A. in Mathematics from St. Mary’s College in Notre Dame, Indiana, and an MBA from the University of Dayton.
Archana “Archie” Deskus
Archana (Archie) Deskus is an accomplished technology executive and corporate director with more than three decades of leadership experience driving transformation, innovation and enterprise value across global industries. She most recently served as Executive Vice President, Chief Technology Officer at PayPal Holdings, Inc., where she led global technology, product engineering, innovation, infrastructure, and operations for one of the world’s leading digital payments platforms. Over the course of her career, Ms. Deskus has held CIO roles at Fortune 200 companies, including Intel Corporation, Hewlett Packard Enterprise, Baker Hughes, Ingersoll Rand, Timex, and Carrier, where she oversaw enterprise-scale digital transformation, innovation, and complex technology modernization. Ms. Deskus currently serves on the Board of Directors of Cognizant and East West Bancorp, and previously served on the board of DataStax. Ms. Deskus holds a B.S. from Boston University and an MBA from Rensselaer Polytechnic Institute.
Item 7.01. Regulation FD Disclosure.
On September 29, 2025, the Company issued a press release announcing the appointment of Mses. Watson and Deskus to the Board. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press Release, dated September 29, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| GLOBAL PAYMENTS INC. | ||
|---|---|---|
| Date: September 29, 2025 | By: | /s/ Dara Steele-Belkin |
| Dara Steele-Belkin | ||
| General Counsel and Corporate Secretary |
Exhibit 99.1
| FOR IMMEDIATE RELEASE | **** |
|---|---|
| Investor Contact: | Media Contact: |
| investor.relations@globalpay.com | media.relations@globalpay.com |
Global PaymentsAnnounces Board Additions to Enhance Shareholder Value Creation
Appoints TwoIndependent Directors to Board in Collaboration with Elliott Investment Management
EstablishesNew Integration Committee
Plans to AppointAdditional Independent Director by or Immediately Following 2026 Annual Meeting
ATLANTA – September 29, 2025 – Global Payments Inc. (NYSE: GPN), a leading worldwide provider of payment technology and software solutions, today announced the appointment of Patricia “Patty” Watson and Archana “Archie” Deskus as independent Board directors, effective immediately. Both Mses. Watson and Deskus possess deep financial technology and payments industry expertise.
In addition, the Board of Directors has agreed with Elliott Investment Management L.P. (“Elliott”) to appoint an additional mutually agreed independent director by or immediately following the conclusion of the 2026 annual meeting of shareholders. The size of the Board will expand to 12 directors with the appointment of Mses. Watson and Deskus, and will remain at 12 directors following the 2026 annual meeting.
The Board of Directors will also establish a new ad-hoc Integration Committee to oversee the integration of Worldpay following the completion of the Company’s pending acquisition. The Integration Committee will focus on execution of integration initiatives and synergy realization from the Global Payments and Worldpay combination. Membership will consist of both new and existing directors.
“We are pleased to welcome Patty and Archie to our Board,” said Troy Woods, chairman of the Global Payments Board of Directors. “Patty and Archie will bring a wealth of leadership skills, experience, and financial technology expertise to our boardroom. Their guidance will be invaluable as we continue to execute on our strategic ambition to be the worldwide partner of choice for commerce solutions.”
“Global Payments has a substantial value-creation opportunity that will require disciplined execution, particularly given the critical importance of integrating Worldpay,” said Jason Genrich, partner at Elliott Investment Management. “We believe the steps announced today — including new independent directors and a dedicated Integration Committee — will help ensure the proper oversight and expertise are in place to support the management team as they maximize the value of this transaction and deliver returns for shareholders. As one of the largest investors in Global Payments, Elliott has strong conviction in the opportunity ahead and believes the successful integration of Worldpay will drive strategic benefits and robust financial performance.”
“We appreciate the constructive engagement with the Elliott team,” said Cameron Bready, chief executive officer, Global Payments. “The enhancements announced today help ensure we are well positioned to successfully manage the combination with Worldpay, a transaction that enhances our competitive strengths, opens new opportunities and accelerates our growth trajectory, while driving value creation for shareholders over the long term.”
New Director Biographies
Patricia “Patty” Watson
Patricia (Patty) Watson is an experienced technology executive with a track record of developing modernization plans and overseeing IT transformations at large, complex financial services and financial technology companies. She most recently served as Chief Information and Technology Officer at NCR Atleos, where she led enterprise-wide technology strategy for the world’s largest independent ATM network. She previously served as Executive Vice President and Chief Information Officer of NCR Corporation, guiding technology operations through its separation into two public companies. Earlier, she was Global Chief Information Officer at Total System Services (TSYS), a leading global payments processor which merged with Global Payments in 2019, where she directed enterprise-wide technology transformation to support high-growth issuing and merchant acquiring businesses. She also held senior technology leadership roles at Bank of America and served as CIO of The Brink’s Company. Ms. Watson currently serves on the board of directors of Southwest Airlines and Rockwell Automation, and previously served on the boards of USAA Federal Savings Bank and Texas Capital Bancshares. She began her career as a Captain in the U.S. Air Force and holds a B.A. in Mathematics from St. Mary’s College in Notre Dame, Indiana, and an MBA from the University of Dayton.
Archana “Archie” Deskus
Archana (Archie) Deskus is an accomplished technology executive and corporate director with more than three decades of leadership experience driving transformation, innovation and enterprise value across global industries. She most recently served as Executive Vice President, Chief Technology Officer at PayPal Holdings, Inc., where she led global technology, product engineering, innovation, infrastructure, and operations for one of the world’s leading digital payments platforms. Over the course of her career, Ms. Deskus has held CIO roles at Fortune 200 companies, including Intel Corporation, Hewlett Packard Enterprise, Baker Hughes, Ingersoll Rand, Timex, and Carrier, where she oversaw enterprise-scale digital transformation, innovation, and complex technology modernization. Ms. Deskus currently serves on the Board of Directors of Cognizant and East West Bancorp, and previously served on the board of DataStax. Ms. Deskus holds a B.S. from Boston University and an MBA from Rensselaer Polytechnic Institute.
About Global Payments
Global Payments (NYSE: GPN) helps businesses around the world enable commerce and provide exceptional experiences to their customers. Our payment technology and software solutions enable merchants, issuers and developers to deliver seamless customer experiences, run smarter operations and adapt quickly to change. Because if it has anything to do with commerce, we are already on it.
With 27,000 team members across 38 countries, we have the scale and expertise to help businesses grow with confidence. Headquartered in Georgia, Global Payments is a Fortune 500® company and a member of the S&P 500.
Learn more at company.globalpayments.com and follow us on X, LinkedIn and Facebook.