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Fidelity National Information Services, Inc. – ‘8-K’ for 6/12/20

On: Friday, 6/12/20, at 4:16pm ET · For: 6/12/20 · Accession #: 1136893-20-167 · File #: 1-16427

  As Of               Filer                 Filing    For·On·As Docs:Size

 6/12/20  Fidelity Nat’l Information S… Inc 8-K:5,9     6/12/20   13:422K

Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

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 2: EX-99.1     Miscellaneous Exhibit                               HTML     15K 
10: R1          Cover Page Document                                 HTML     88K 
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12: EXCEL       IDEA Workbook of Financial Reports                  XLSX      7K 
 4: EX-101.CAL  XBRL Calculations -- fis-20200612_cal                XML      7K 
 5: EX-101.DEF  XBRL Definitions -- fis-20200612_def                 XML     60K 
 6: EX-101.LAB  XBRL Labels -- fis-20200612_lab                      XML    142K 
 7: EX-101.PRE  XBRL Presentations -- fis-20200612_pre               XML     61K 
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11: JSON        XBRL Instance as JSON Data -- MetaLinks               19±    29K 
 9: ZIP         XBRL Zipped Folder -- 0001136893-20-000167-xbrl      Zip     26K

‘8-K’ — Current Report

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fis-20200612

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM i 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):

i June 12, 2020

i Fidelity National Information Services, Inc.

(Exact name of Registrant as Specified in its Charter)

i 1-16427

(Commission File Number)


i Georgia						i 37-1490331
(State or Other Jurisdiction of Incorporation or Organization)						(IRS Employer Identification Number)

i 601 Riverside Avenue

i Jacksonville, i Florida i 32204

(Addresses of Principal Executive Offices)

( i 904) i 438-6000

(Registrant's Telephone Number, Including Area Code)

(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:

i ☐

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

i ☐

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

i ☐

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

i ☐

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:

Trading

Name of each exchange

Title of each class

Symbol(s)

on which registered

i Common Stock, par value $0.01 per share

i FIS

i New York Stock Exchange

i 0.400% Senior Notes due 2021

i FIS21A

i New York Stock Exchange

i Floating Rate Senior Notes due 2021

i FIS21B

i New York Stock Exchange

i 0.125% Senior Notes due 2021

i FIS21C

i New York Stock Exchange

i 1.700% Senior Notes due 2022

i FIS22B

i New York Stock Exchange

i 0.125% Senior Notes due 2022

i FIS22C

i New York Stock Exchange

i 0.750% Senior Notes due 2023

i FIS23A

i New York Stock Exchange

i 1.100% Senior Notes due 2024

i FIS24A

i New York Stock Exchange

i 2.602% Senior Notes due 2025

i FIS25A

i New York Stock Exchange

i 0.625% Senior Notes due 2025

i FIS25B

i New York Stock Exchange

i 1.500% Senior Notes due 2027

i FIS27

i New York Stock Exchange

i 1.000% Senior Notes due 2028

i FIS28

i New York Stock Exchange

i 2.250% Senior Notes due 2029

i FIS29

i New York Stock Exchange

i 2.000% Senior Notes due 2030

i FIS30

i New York Stock Exchange

i 3.360% Senior Notes due 2031

i FIS31

i New York Stock Exchange

i 2.950% Senior Notes due 2039

i FIS39

i New York Stock Exchange

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 i ☐

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. o

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

On June 11, 2020, the Board of Directors (the “Board”) of Fidelity National Information Services, Inc. (“FIS”) fixed the size of the Board at eleven members and appointed Jeffrey A. Goldstein to the Board to serve until the next annual meeting of shareholders of the Company, or until his earlier resignation or removal. In connection with his appointment, the Board determined that Mr. Goldstein is an independent director pursuant to the rules of the New York Stock Exchange Listing Standards and that Mr. Goldstein is qualified as an Audit Committee Financial Expert. The Board assigned Mr. Goldstein to serve on the Audit Committee and Compensation Committee of the Board.

Mr. Goldstein is a Senior Advisor to Canapi Ventures, a venture capital firm, and Advisor Emeritus at Hellman & Friedman LLC, a private equity firm. He was the Chief Executive Officer of SpringHarbor Financial Group LLC from December 2016 through 2018. Mr. Goldstein was a Managing Director at Hellman & Friedman from 2004 to 2009 and from 2011 to 2016 and a Senior Advisor from 2016 to 2019. He was Under Secretary of the Treasury for Domestic Finance and Counselor to the Secretary of the Treasury from 2009 to 2011.

From 1984 to 1999, Mr. Goldstein worked at James D. Wolfensohn Inc. and successor firms. When Wolfensohn & Co. was purchased by Bankers Trust in 1996, he served as co-chairman of BT Wolfensohn and as a member of Bankers Trust’s management committee. In 1999, Mr. Goldstein became a managing director of the World Bank. He also served as its Chief Financial Officer beginning in 2003.

Mr. Goldstein has extensive experience in mergers and acquisitions, corporate finance and government and financial regulation.

Mr. Goldstein has served on the Board of Directors of Bank of New York Mellon Corp. since 2014. He also serves on the Vassar College Board of Trustees and the Central Synagogue Board of Trustees.

Additional information about Mr. Goldstein is included in the Company’s press release issued on June 12, 2020, which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In connection with joining FIS’ Board of Directors, Mr. Goldstein will receive a one-time grant of equity valued at $150,000 in the form of time-based restricted stock units, vesting one year from the date of grant. Mr. Goldstein will also participate in the compensation program for non-management directors as described in the Director Compensation section of FIS’ Proxy Statement for its Annual Meeting of Shareholders held on May 28, 2020, filed with the U.S. Securities and Exchange Commission on April 17, 2020.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits



Exhibit						Description
99.1						Press release dated June 12, 2020.
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

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.

Fidelity National Information Services, Inc.

Date: June 12, 2020

By:

/s/ Charles H. Keller

Name:

Charles H. Keller

Title:

Senior Vice President, Deputy General Counsel and Corporate Secretary

Dates Referenced Herein and Documents Incorporated by Reference

This ‘8-K’ Filing	Date	Other Filings

Filed on / For Period end:	6/12/20	4
	6/11/20
	5/28/20	4, DEF 14A
	4/17/20	4, DEF 14A, DEFA14A
		List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/25/21  Fidelity Nat’l Information S… Inc 424B5                  1:655K                                   Donnelley … Solutions/FA
 2/23/21  Fidelity Nat’l Information S… Inc 424B5                  1:636K                                   Donnelley … Solutions/FA

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Filing Submission 0001136893-20-000167 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Fidelity National Information Services, Inc. – ‘8-K’ for 6/12/20

On: Friday, 6/12/20, at 4:16pm ET · For: 6/12/20 · Accession #: 1136893-20-167 · File #: 1-16427

Previous ‘8-K’: ‘8-K’ on / for 5/29/20 · Next: ‘8-K’ on / for 8/4/20 · Latest: ‘8-K’ on 4/5/24 for 4/1/24 · 2 References: By: Fidelity National Information Services, Inc. – ‘424B5’ on 2/25/21 By: Fidelity National Information Services, Inc. – ‘424B5’ on 2/23/21

Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34Filing Table of Contents

‘8-K’ — Current Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

2 Subsequent Filings that Reference this Filing

Previous ‘8-K’: ‘8-K’ on / for 5/29/20 · Next: ‘8-K’ on / for 8/4/20 · Latest: ‘8-K’ on 4/5/24 for 4/1/24 · 2 References:

Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents