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DELUXE CORP

Regulatory Filings Apr 25, 2025

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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 Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2025

DELUXE CORPORATION

(Exact name of registrant as specified in its charter)

MN 1-7945 41-0216800
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
801 S. Marquette Ave. , Minneapolis , MN 55402-2807
(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:

☐ Written communication 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-2(b) 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common stock, par value $1.00 per share DLX NYSE

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. ☐

Section 5 - Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders .

The Company held its annual shareholders' meeting on April 24, 2025. 37,868,431 shares were represented (84.7% of the 44,717,410 shares outstanding and entitled to vote at the meeting). Four items were considered at the meeting, and the results of the voting were as follows:

(1) Election of Directors:

Shareholders were asked to elect nine directors to hold office until the 2026 annual meeting of shareholders. The nominees for director and the results of the voting were as follows:

For Withheld Broker non-vote
Angela L. Brown 34,203,338 604,589 3,060,504
Hugh S. Cummins III 34,441,694 366,233 3,060,504
Paul R. Garcia 34,137,774 670,153 3,060,504
Cheryl E. Mayberry McKissack 33,042,408 1,765,519 3,060,504
Barry C. McCarthy 34,333,089 474,838 3,060,504
Thomas J. Reddin 33,074,399 1,733,528 3,060,504
Morgan M. Schuessler, Jr. 34,478,758 329,169 3,060,504
John L. Stauch 34,271,957 535,970 3,060,504
Telisa L. Yancy 34,277,825 530,102 3,060,504

(2) A non-binding resolution to approve the compensation of the named executive officers, as described in the proxy statement filed in connection with the annual meeting:

For 32,569,595
Against 2,049,132
Abstain 189,200
Broker non-vote 3,060,504

(3) Approval of Amendment No. 2 to the Deluxe Corporation Stock Incentive Plan:

For 31,445,723
Against 3,181,080
Abstain 181,124
Broker non-vote 3,060,504

(4) Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025:

For 36,619,583
Against 1,102,156
Abstain 146,692

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description
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)

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: April 25, 2025

DELUXE CORPORATION
/s/ Jeffrey L. Cotter
Jeffrey L. Cotter
Senior Vice President, Chief
Administrative Officer and
General Counsel

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