CORPAY, INC. — Director's Dealing 2010

Dec 14, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: FLEETCOR TECHNOLOGIES INC (FLT)
CIK: 0001175454
Period of Report: 2010-12-14

Reporting Person: SUMMIT PARTNERS L P (Manager of GP of 10% owner.)
Reporting Person: SUMMIT PARTNERS VI GP LLC (Manager of GP of 10% owner.)
Reporting Person: SUMMIT PARTNERS VI GP LP (Manager of GP of 10% owner.)
Reporting Person: STAMPS WOODSUM & CO IV (Manager of GP of 10% owner.)
Reporting Person: SUMMIT PARTNERS SD II LLC (Manager of GP of 10% owner.)
Reporting Person: Summit Partners PE VII, LLC (Manager of GP of 10% owner.)
Reporting Person: Summit Partners PE VII, L.P. (Manager of GP of 10% owner.)
Reporting Person: Summit Investors Management, LLC (Manager of GP of 10% owner.)
Reporting Person: MANNION MARTIN J (Manager of GP of 10% owner.)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16115447	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series D-3 Convertible Preferred Stock	$		Common Stock (8634619)		Indirect
Series E Convertible Preferred Stock	$		Common Stock (4283332)		Indirect

Footnotes

F1: Shares are held as follows: 10,655,742 in the name of Summit Ventures VI-A, L.P., 221,610 in the name of Summit VI Advisors Fund, L.P., 340,245 in the name of Summit VI Entrepreneurs Fund, L.P., 4,443,870 in the name of Summit Ventures VI-B, L.P., 89,845 in the name of Summit Investors VI, L.P., and 364,135 in the name of Summit Subordinated Debt Fund II, L.P.

F2: The Series D-3 Convertible Preferred Stock is convertible into Fleetcor Technologies, Inc. common stock on a two and one-half-for-one basis and has no expiration date.

F3: The shares underlying the Series D-3 Convertible Preferred Stock are held as follows: 5,842,167 in the name of Summit Ventures VI-A, L.P., 121,500 in the name of Summit VI Advisors Fund, L.P., 186,545 in the name of Summit VI Entrepreneurs Fund, L.P., 2,436,417 in the name of Summit Ventures VI-B, L.P., and 47,990 in the name of Summit Investors VI, L.P.

F4: The Series E Convertible Preferred Stock is convertible into Fleetcor Technologies, Inc. common stock on a two and one-half-for-one basis and has no expiration date.

F5: The shares underlying the Series E Convertible Preferred Stock are held as follows: 305 in the name of Summit Investors VI, L.P., 63,020 in the name of Summit Subordinated Debt Fund II, L.P., 2,626,060 in the name of Summit Partners Private Equity Fund VII-A, L.P., 1,577,252 in the name of Summit Partners Private Equity Fund VII-B, L.P., 15,110 in the name of Summit Investors I, LLC and 1,585 in the name of Summit Investors I (UK), L.P.