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GLOBAL PAYMENTS INC — Director's Dealing 2019
Sep 20, 2019
30279_dirs_2019-09-19_9d668726-eb48-42d5-9359-2f70cf40a895.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: GLOBAL PAYMENTS INC (GPN)
CIK: 0001123360
Period of Report: 2019-09-17
Reporting Person: TURNER JOHN THOMPSON (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-09-17 | Common Stock | A | 2305 | $0.00 | Acquired | 2305 | Direct |
| 2019-09-17 | Common Stock | A | 14683 | $0.00 | Acquired | 14683 | Indirect |
| 2019-09-17 | Common Stock | A | 29093 | $0.00 | Acquired | 29093 | Indirect |
| 2019-09-17 | Common Stock | A | 43435 | $0.00 | Acquired | 43435 | Indirect |
| 2019-09-17 | Common Stock | A | 466617 | $0.00 | Acquired | 466617 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $21.90 | A | 379 | Acquired | 2021-01-31 | Common Stock (379) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $23.48 | A | 1064 | Acquired | 2021-05-03 | Common Stock (1064) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $28.73 | A | 5908 | Acquired | 2022-05-31 | Common Stock (5908) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $29.01 | A | 6434 | Acquired | 2023-04-30 | Common Stock (6434) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $39.22 | A | 5712 | Acquired | 2024-04-30 | Common Stock (5712) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $50.59 | A | 6113 | Acquired | 2025-05-10 | Common Stock (6113) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $65.75 | A | 5281 | Acquired | 2026-05-10 | Common Stock (5281) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $71.68 | A | 9427 | Acquired | 2027-05-09 | Common Stock (9427) | Direct |
| 2019-09-17 | Non-qualified Stock Option (Right to Buy) | $126.01 | A | 4696 | Acquired | 2029-05-02 | Common Stock (4696) | Direct |
Footnotes
F1: Reflects the issuance of shares of Global Payments common stock, without par value ("Global Payments Common Stock"), contemplated by the Agreement and Plan of Merger, dated as of May 27, 2019 (the "Merger Agreement"), by and between Total System Services, Inc. ("TSYS") and Global Payments Inc. ("Global Payments"), pursuant to which, at the effective time of the Merger (the "Effective Time"), TSYS merged with and into Global Payments, with Global Payments as the surviving entity. In accordance with the terms of the Merger Agreement, each share of TSYS common stock, par value $0.10 per share ("TSYS Common Stock"), was converted into 0.8101 shares (the "Exchange Ratio") of Global Payments Common Stock.
F2: In accordance with the terms of the Merger Agreement, each stock option to purchase shares of TSYS Common Stock (a "TSYS Stock Option") that was outstanding and unexercised immediately prior to the Effective Time was automatically converted into an option to purchase (i) that number of shares of Global Payments Common Stock (rounded down to the nearest whole share) equal to the product of (A) the number of shares of TSYS Common Stock subject to such TSYS Stock Option immediately prior to the Effective Time and (B) the Exchange Ratio, (ii) at an exercise price per share of Global Payments Common Stock (rounded up to the nearest whole cent) equal to the quotient of (A) the exercise price per share of TSYS Common Stock of such TSYS Stock Option immediately prior to the Effective Time and (B) the Exchange Ratio.
F3: These options were fully vested and exercisable at the Effective Time.