CORPAY, INC. — Director's Dealing 2012

Jun 11, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FLEETCOR TECHNOLOGIES INC (FLT)
CIK: 0001175454
Period of Report: 2012-06-07

Reporting Person: BALSON ANDREW (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-07	Common Stock	J	228645	—	Disposed	9102687	Indirect
2012-06-07	Common Stock	S	1771355	$36.95	Disposed	7331332	Indirect

Footnotes

F1: Andrew Balson is a Managing Director of Bain Capital Investors, LLC ("BCI"). BCI is the sole general partner of Bain Capital Partners VIII, L.P. ("BCP VIII"), which is the sole general partner of Bain Capital Fund VIII, L.P. ("BCF VIII"), which is the sole member of Bain Capital Fund VIII, LLC ("Fund VIII"). On June 7, 2012, Fund VIII sold 1,699,761 shares of Common Stock. Following such sale, Fund VIII held 7,038,750 shares of Common Stock.

F2: BCI is also the managing partner of BCIP Associates III, which is the sole manager of BCIP Associates III, LLC ("BCIP-A"). On June 7, 2012, BCIP-A sold 37,256 shares of Common Stock. Following such sale, BCIP-A held 161,765 shares of Common Stock.

F3: BCI is also the managing partner of BCIP Trust Associates III, which is the sole manager of BCIP T Associates III, LLC ("BCIP-TA"). On June 7, 2012, BCIP-TA sold 20,687 shares of Common Stock. Following such sale, BCIP-TA held 75,831 shares of Common Stock.

F4: BCI is also the managing partner of BCIP Associates III-B, which is the sole manager of BCIP Associates III-B, LLC ("BCIP-AB"). On June 7, 2012, BCIP-AB sold 2,134 shares of Common Stock. Following such sale, BCIP-AB held 12,773 shares of Common Stock.

F5: BCI is also the managing partner of BCIP Trust Associates III-B, which is the sole manager of BCIP T Associates III-B, LLC ("BCIP-TAB"). On June 7, 2012, BCIP-TAB sold 11,006 shares of Common Stock. Following such sale, BCIP-TAB held 40,342 shares of Common Stock.

F6: BCI is also the managing partner of BCIP Associates-G ("BCIP-AG" and together with Fund VIII, BCIP-A, BCIP-TA, BCIP-AB and BCIP-TAB, the "Bain Entities"). On June 7, 2012, BCIP-AG sold 511 shares of Common Stock. Following such sale, BCIP-AG held 1,871 shares of Common Stock.

F7: By virtue of the relationships described in the foregoing footnotes, Mr. Balson may be deemed to share voting and dispositive power with respect to all of the Issuer's securities held by the Bain Entities. Mr. Balson disclaims beneficial ownership of the Issuer's securities held by each of the Bain Entities except to the extent of his pecuniary interest therein.

F8: On June 7, 2012, the Bain Entities distributed 228,645 shares of Common Stock to one or more members or partners of the Bain Entities in connection with certain charitable gifts made by such members or partners on June 7, 2012.