What changed in this filing

/stocks — the workspaceLOADING

Item 2. Unregistered Sales of Equity Securities

2025-08-06 compared with 2025-05-07 · 20 added, 251 removed, 26 unchanged (91% of the section changed)

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides information with respect to shares of the Company's common stock that were purchased by the Company during the three months ended March 31, 2025 .

The following table provides information with respect to shares of the Company's common stock that were purchased by the Company during the three months ended June 30, 2025 .

Total Number of Shares Purchased

Average Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (in millions)

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs

Maximum Dollar Value of Shares that May Yet Be Purchased Under the Programs (in millions) (1)

January 1 - March 31, 2025

February 1 - February 28, 2025

March 1 - March 31, 2025

( 1 ) On September 13, 2023, the Company initiated a repurchase program to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 13, 2025.

During the first quarter 2025 , we repurchased 591,258 shares under the repurchase program at a weighted average purchase price of $100.74 for a total value of $59.6 million.

On September 11, 2024, the Company initiated a repurchase program to repurchase up to $ 350 million in value, but not more than 7.0 million shares of common stock through September 11, 2026.

During the first quarter 2025 , the Company did not repurchase shares under this plan.

April 1 - April 30, 2025

May 1 - May 31, 2025

June 1 - June 30, 2025

(1) On September 13, 2023, the Company put a repurchase program in place to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 13, 2025.

As of June 30, 2025, no shares were available to be repurchased under this repurchase program.

On September 11, 2024, the Company put a repurchase program in place to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 11, 2026.

As of June 30, 2025 , approximately $224.8 million in value of additional shares were available to be repurchased under this repurchase program.

On June 3, 2025, the Company put a repurchase program in place to repurchase up to $400 million in value, but not more than 8.0 million shares of common stock through June 3, 2027.

As of June 30, 2025, all shares were available to be repurchased under this repurchase program.

Repurchases under the programs may take place in the open market or in privately negotiated transactions, including derivative transactions, and may be made under a Rule 10b5-1 plan.

During the fiscal quarter ended March 31, 2025 , none of the Company’s directors or "officers," as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.

Employment agreement Nikolaos Fountas

During the fiscal quarter ended June 30, 2025 , none of the Company’s directors or "officers," as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.

Agreement and Plan of Merger, dated July 30, 2025, among CoreCard Corporation, Euronet Worldwide, Inc.

and Genesis Merger Sub Inc.

(filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed July 31, 2025)

Section 302 — Certification of Chief Executive Officer

2 unchanged sentences

Section 906 — Certification of Chief Financial Officer

The following materials from Euronet Worldwide, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 , formatted in XBRL (eXtensible Business Reporting Language):

(i) Consolidated Balance Sheets at March 31, 2025 (unaudited) and December 31, 2024 , (ii) Consolidated Statements of Operations (unaudited) for the three months ended March 31, 2025 and 2024 , (iii) Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three months ended March 31, 2025 and 2024 , (iv) Consolidated Statements of Changes in Equity (unaudited) for the three months ended March 31, 2025 and 2024 (v) Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2025 and 2024 , and (vi) Notes to the Unaudited Consolidated Financial Statements.

The following materials from Euronet Worldwide, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 , formatted in XBRL (eXtensible Business Reporting Language):

(i) Consolidated Balance Sheets at June 30, 2025 (unaudited) and December 31, 2024 , (ii) Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2025 and 2024 , (iii) Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three and six months ended June 30, 2025 and December 31, 2024 , (iv) Consolidated Statements of Changes in Equity (unaudited) for the three and six months ended June 30, 2025 and 2024 (v) Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2025 and 2024 , and (vi) Notes to the Unaudited Consolidated Financial Statements.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

2 unchanged sentences

** Pursuant to Item 601(b)(32) of Regulation S-K, this Exhibit is furnished rather than filed with this Form 10-Q.

*** Certain schedules have been omitted pursuant to item 601(a)(5) of Regulation S-K.

The registrant will provide a copy of omitted schedule to the SEC upon request.

Pursuant to the rules and regulations of the SEC, we have filed or incorporated by reference the agreements referenced above as exhibits to this Annual Report on Form 10-K.

6 unchanged sentences

Accordingly, investors should not rely on the representations, warranties and covenants in the agreements as characterizations of the actual state of facts about us or our business or operations on the date hereof.

INDEFINITE TERM EMPLOYMENT AGREEMENT

(and information about the substantial employment terms in accordance with P.D.

80/2022) In Kallithea Attikis, today, 31 March 2025, the following contracting parties:

The société anonyme under the name “EURONET CARD SERVICES SINGLE MEMBER SOCIETE ANONYME FOR THE PROVSION OF IT SERVICES” and the distinctive title “EURONET CARD SERVICES S.M.S.A.” , with VAT Reg.

999311933 with registered office in Kallithea, 1 Sachtouri str., P.C.

17674 legally represented under delegated power of attorney by XXXX, hereinafter referred to as “ Employer ” or “ Company ”;

Nikolaos Fountas , XXXX , hereinafter referred to as “ Executive ”.

have agreed and mutually accepted the following :

shall mean any and all restricted stock, non-qualifying stock options and/or

other equity incentive awards in EWI that the Executive holds at the point in time of the relevant provision of this Agreement.

the board of directors of the Company for the time being (including any committee of the Board).

directly or indirectly, whether as principal, shareholder, partner, employee, officer, agent or otherwise, on his own behalf, or on behalf of any person, firm, company or any other entity.

Change of Control

change of control includes:

(i) completion of any merger, consolidation or sale of substantially all of the assets of EWI and such merger results in the stockholders of EWI immediately prior to the merger holding less than 50% of the surviving entity;

(ii) replacement of over 25% of the directors of EWI without the approval of at least 75% of the EWI directors in office as of the Commencement Date or of EWI directors so approved;

or (iii) the acquisition by any person or group of persons of 40% or more of the voting rights of EWI’s outstanding voting securities.

(1) conviction of the Executive of, or the entry of a plea of guilty or nolo contendere by the Executive to, any felony, or any misdemeanor involving moral turpitude;

(2) fraud, misappropriation or embezzlement by the Executive;

(3) Executive’s willful failure, gross negligence or gross misconduct in the performance of Executive’s assigned duties for Employer, Relevant Group Company and/or EWI;

(4) willful failure by the Executive to follow reasonable instructions of any director/officer of EWI to whom the Executive reports or the Company’s and/or EWI’s Board;

(5) Executive’s gross negligence or gross misconduct in the performance of Executive’s assigned duties for the Company, Relevant Group Company and/or EWI.

Commencement Date

31 March 2025.

Confidential Information

all information which may be imparted or obtained in confidence or be of a confidential nature (whether imparted in writing, verbally or otherwise and whether imparted directly or indirectly) relating to the business or prospective business, current or projected plans or internal affairs of the Company or any Group Company including without limitation:

(a) information relating to the current or prospective marketing or sales of any products or services of the Company or any Group Company, including lists of customers' and suppliers' names;

addresses and contacts;

sales targets and statistics;

market share and pricing information;

marketing surveys;

research and reports;

and advertising and promotional material;

(b) any information relating to any actual or prospective business strategies of the Company or any Group Company;

(c) any information relating to any actual or prospective marketing strategies for the launches of any new products or services of the Company or any Group Company;

(d) details of any client connections and contacts;

(e) any information relating to any actual or prospective acquisitions, or internal re-organisations, by the Company or any Group Company;

(f) all know-how, trade secrets, unpublished information relating to the Company's or any Group Company's intellectual property and to the creation, production or supply of any products or services of the Company or any Group Company;

(g) any information to which the Company or any Group Company owes an obligation of confidence to a third party;

(h) any other commercial, financial or technical information relating to the business or prospective business of the Company or any Group Company or to any past, current or prospective client, customer, supplier, licensee, officer or employee, agent of the Company or any Group Company or any member or person interested in the share capital of the Company or any Group Company and any other person to whom the Company or any Group Company may provide or from whom they may receive information (whether marked confidential or not).

documents, notes, memoranda, correspondence, drawings, sketches, plans, designs, disks, memory, notebooks, tapes or any other medium, whether or not eye-readable, on which information (whether confidential or otherwise) relating to the business or affairs of the Company or any Group Company or to any past, current or prospective client, customer, supplier, licensee, officer, employee, or agent of the Company or any Group Company or any member or person interested in the share capital of the Company or any Group Company and any other person to whom the Company or any Group Company may provide or from whom they may receive information (whether confidential or not) may from time to time be referred to, written, recorded or stored (including without limitation any such information on any social media websites).

the employment of the Executive pursuant to this Agreement.

Euronet Worldwide, Inc., the ultimate parent company of the Company and

shall mean a termination of the Agreement at the Executive’s own initiative within one year following the occurrence, without Executive’s prior written consent, of one or more of the following events not on account of Cause (“ Constructive Termination Event(s) ”):

(1) a significant and adverse diminution in the nature or scope of Executive’s authority, title, responsibilities or duties, unless Executive is given new authority or duties that are substantially comparable to Executive’s previous authority or duties;

(2) a reduction in Executive’s then-current base salary, or a significant reduction in Executive’s opportunities for earnings under Executive’s incentive compensation plans (not attributable to economic conditions or business performance at the time), or the termination or significant reduction of any employee benefit or perquisite enjoyed by the Executive (except as part of a general reduction that applies to substantially all similarly situated employees or participants);

(3) a change in Executive’s place of employment such that Executive is required to work more than 50 miles from Executive’s then current place of employment;

(4) the failure of Employer to obtain an assumption in writing of its obligation to perform this Agreement by any successor to all or substantially all of the assets of Employer and/or EWI within 45 days after a Change of Control.

If the Executive believes there exists a basis for termination by the Executive for Good Reason, the Executive shall provide the Employer and/or EWI written notice within 30 days of the occurrence of the Constructive Termination Event describing such event, and the Employer and/or EWI shall be provided the opportunity to cure the cause of the Constructive Termination Event within a 30-day period following Employer’s and/or EWI’s receipt of the written notice.

If the cause of the constructive termination is cured, then no right of termination for Good Reason shall be found to have taken place.

EWI and the Company, and their subsidiary undertakings from time to time and the ultimate parent undertaking (if any) of the Company from time to time and every other undertaking which from time to time is a subsidiary undertaking of the same ultimate holding company (if any) from time to time.

Group Company

any undertaking within the Group and references to the "Group Companies" shall be construed accordingly.

any employee of the Company or any Group Company who is (or was at any time in the Period):

(a) at management grade;

(b) in a senior capacity;

and with whom the Executive has had personal dealings, or who reported to

the Executive, or for whose work the Executive has had responsibility, at any time during the Period.

the period o f 12 months immediately before the Termination Date.

Permitted Interest

an interest in any class of shares or other securities of any company that are traded on a recognized investment exchange that amount to not more than three per cent of such class of issued shares or securities and an interes t in any units of any authorized unit trust.

Relevant Group Company

each Group Company for which the Executive performed material duties or about which he received Confidential Information, in each case during the Period.

Remuneration Committee

a committee of the Board, or a committee of the board of directors of any Group Company and in particular one of EWI, that determines the annual salary, any bonuses and other remuneration payable to the Executive and other employees of the Group who hold a similar stature to that of the Executive within the Group.

Restricted Area

Greece and any other country in which at the Termination Date the Company or any other Relevant Group Company has or proposed to have material business operations.

Termination Date

the date of termination of this Agreement in any manner.

1.1 After taking into consideration his qualifications, skills and expertise, the Company hires the Employee in the position of Chief Executive Officer - EFT Americas & EMEA, and Executive Vice President for EWI, which is a position of supervision, management and of confidential capacity, pursuant to article 2(a) of the International Labour Convention (Hours of Work, 1919), which has been ratified by L.

The job duties of the Executive include those set out in the Schedule A to this Agreement, and, also, any other additional or alternative commensurate duties, which will be notified by the Company from time to time.

The granting to the Executive by the Company and/or EWI of any title and/or right to represent the Company is always effected exclusively and only for the service of the Company's and/or EWI’s business needs.

The above shall apply in all cases without the need for express repetition of the above reservation in each special case of grant.

Similarly, it is explicitly agreed that the granting to the Executive by any Group Company of any title and/or right to represent the Group Company may be revoked at any time, without it being deemed as demotion or unilateral harmful change of the employment terms of the Executive, under this Agreement.

Transfer/Secondment:

Having knowledge of the business, locations and other conditions in the Group, the Executive explicitly agrees with the present Agreement that he may be transferred or seconded to another Group entity, on the same terms and conditions set out herein and subject to any local employment laws, on reasonable notice of not less than three (3) months.

Type of Contract/Commencement Date

This Agreement is agreed for indefinite term, is entirely and exclusively governed by the relevant provisions of legislation as in force and it enters into force on the Commencement Date.

The Company recognizes the Executive’s prior service with the Group from 5 October 2005 until 28 March 2025 in connection with all employment rights that are linked with the time of service (i.e., for the calculation of severance, annual leave, etc).

Working hours

The hours of work of the Executive are not fixed but are such normal working hours of the Company and such additional hours as may be necessary to enable him properly to discharge his duties.

Given his role as set forth in article 1.1 above, which is a position of supervision, management and of confidential capacity, the Executive is exempt from the application of the legal provisions for working time limits, pursuant to article 2(a) of the International Labour Convention (Hours of Work, 1919), which has been ratified by L.

The Executive is also exempt from the application of the legal provisions for work outside the normal place of work.

The Executive will be registered as a “managerial employee” (in Greek, διευθύνων υπάλληλος ) in the ERGANI electronic system.

Salary and other benefits

The gross annual salary payable to the Executive is the equivalent of USD 525,000 (five hundred and twenty- five thousand United States dollars) and shall be payable to the Executive on the basis of fourteen (14) gross monthly salaries (i.e.

12 monthly salaries, the Christmas bonus (that is equal to one monthly salary), the Easter bonus and annual leave allowance (which are equal to half monthly salary amounts each).

The aforementioned gross annual salary shall actually be payable to the Executive in Euros and the amount to be paid to the Executive for each month in question shall represent the United States dollar amount per month but converted in to Euro using the European Central Bank’s average foreign currency exchange rate between the currency pair in the thirty (30) day period ending on the working day immediately before the date the monthly salary payment is to be processed by the Company.

The above salary, subject to any legal deductions, will be payable ex post, net of any legal withholdings for taxes and social insurance contributions, to the Executive's bank account on the 30 th day of each calendar month.

The Christmas and Easter bonus and the annual leave allowance will be payable as provided for by Greek employment legislation.

The total payable gross monthly salary as referenced above and, in particular, the amount that exceeds from time to time the Executive's statutory salary, includes and is offset with the following amounts (indicatively), under the condition that such set-off is not explicitly prohibited by virtue of a legislative provision or a collective labour agreement:

all salary amounts, i.e.

base salary, allowances of any kind (excluding Christmas and Easter bonuses and annual leave allowance) and additional benefits or increases of monetary value, as well as any future increases that are rendered mandatory by legislative labour provisions (laws, presidential decrees, ministerial decisions) or applicable collective agreements (Collective Labour Agreements or Arbitral Awards).

notwithstanding the Executive’s exemption from the application of the legislation for working time limits, in any case are offset and included any salary increase or compensation for work exceeding the legal working hours, including but not limited to compensation for overwork (hypergasia), work on the sixth day of the week in case of five-day employment (Saturday), work on Sunday or bank holiday, work at night, work outside of the normal place of work;

as well as payment for any additional work;

and the compensation for an alternative rest day.

The fixed salary may be reviewed from time to time by the Remuneration Committee and/or the applicable board of directors.

Increases are not automatic but will be at the absolute discretion of the

Remuneration Committee and/or the applicable board of directors.

An increase in any year is neither a guarantee nor an indication that an increase will be granted in any subsequent year.

It is expressly agreed that any benefits, in kind or in cash, payable to the Executive, apart from the above agreed salary, are granted by the Company at its discretion (ex gratia).

They always constitute discretionary benefits, irrespective of the long duration of their payment, and the Company may amend, modify, reduce or abolish them in total at any time, at its free and absolute discretion.

The discretionary benefits, including benefits granted for operational reasons do not form part of the Executive “regular salary” (in Greek, τακτικές αποδοχές) and they are not taken into consideration for any other salary-related payments, including (indicatively) for the calculation of severance in the event of termination and the calculations of any allowances (e.g.

Christmas bonus, Easter bonus, Annual Leave Allowance).

Notwithstanding anything to the contrary contained in the articles of association of the Company or of any other Group Company of which the Executive is a member of the board of directors, the fixed salary payable under the present Article will be inclusive of any other fees or remuneration of any description which the Executive might be entitled to receive from such appointment(s) if and where such exist and the Executive shall either waive his right to any such remuneration or account to the Company for such remuneration immediately upon receipt.

The Executive shall be eligible for a discretionary bonus under the Company's and/or Group’s executive bonus plan from time to time, subject to meeting performance or other targets set by the Remuneration Committee and/or the applicable board of directors in its discretion from time to time.

The bonus scheme does not form part of the Executive's terms and conditions of employment, and receipt of a bonus in any year is no guarantee or indication that a bonus will be paid in any subsequent year.

Without prejudice to the discretionary nature of this bonus, to be eligible for payment of a bonus, at the date any bonus may be due to be paid:

the Executive must be employed by the Company;

neither the Company nor the Executive shall have given notice to terminate this Agreement;

the Executive must not be subject to any formal disciplinary, or performance management, action;

the Executive must not be subject to a disciplinary investigation or on suspension, although if, after completion of the disciplinary process or the end of suspension, the Company has not imposed a disciplinary sanction on the Executive, the Company will re-consider its discretion at such time.

The Company shall repay to the Executive all reasonable travelling, hotel and other expenses properly incurred by him in or about the performance of his duties, subject to:

(i) the Executive having delivered to the Company such form(s) and vouchers or other evidence of actual payment of such expenses as the Company may from time to time require and (ii) and to compliance with any expenses policy in force, from time to time.

Any remuneration payable to the Executive under the terms of this Agreement, including without limitation any increase in remuneration pursuant to clause 4.5 above, will at all times be subject to any legal requirements, regulatory requirements and any remuneration policy of the Company or any Group Company from time to time applicable.

The Executive agrees that where the Company determines that his remuneration is performance-related, he will refer to any remuneration policy of the Company or any Group Company from time to time for further details of the performance assessment process and the importance of non-financial assessment factors in such process.

Other discretionary benefits will be provided to the Executive as per the terms of Schedule B to this Agreement.

Place of work

The Executive's place of work is today the Company's premises in Kallithea Attikis.

It is explicitly agreed upon that the business needs are such that the Executive will be obliged to not only provide his employment at the Company's registered office, but also to carry out his duties at other locations according to the instructions of Employer and to immediately travel to provide his employment at any place where the Company operates in Greece or abroad.

Executive obligations

The Executive shall diligently perform all duties and exercise all powers as are lawfully and properly assigned to him, from time to time, by the Company, whether such duties or powers relate to the Company or any Group Company.

The Executive is obliged to comply with all directions lawfully and properly given to him by the Company or any Group Company and their respective authorized representatives.

The Executive is obliged to act within the framework of (a) the Internal Regulation, and any internal regulations, company policies including those of the wider Group which are communicated by the Company to the Executive from time-to-time and (b) the applicable legislation at any time.

The Executive is obliged to treat any action, transaction and client relationship of the Company or any other Group Company that he may become aware of by any means as strictly confidential.

The Executive is obliged not to accept from a client, supplier or other business partner of the Company or Group Company any discount, remuneration or gift in cash, in kind, in exchange for the services provided by him on behalf of the Company or Group Company or simply due to his capacity as an Executive.

The Executive has increased duty of loyalty to the Company and Group Companies due to the exceptionally confidential nature of his duties.

The employment relationship of the Executive with the Company is of full time and exclusive employment.

Any other employment of the Executive in the private or public sector or in commercial undertakings is not allowed but for:

(i) the prior written consent of the Company in response to the Executive’s relevant written request and (ii) such written request being submitted pursuant to the notification and/or consent provisions of the EWI Code of Business Conduct & Ethics, which consent may be withheld by the Company and/or EWI pursuant to the applicable legislation, on the basis of objective reasons, such as for the protection of the health and safety of employees, the protection of business confidentiality, the engagement of the employee with a competing business, or the avoidance of conflicts of interests.

It is also forbidden to the Executive to use his capacity as an Executive in events, conferences, and collaborations of any nature, unless he has been granted prior written consent of the Company and/or EWI to that effect.

Assignment of intellectual property rights

It is explicitly agreed upon that any creation of intellectual or industrial property, such as indicatively protected works, invention, discovery, improvement, method etc.

that the Executive may create throughout the duration of his Employment, either alone or in collaboration with others, in the context of performing his duties or beyond his Employment belongs as per its property rights to the Company, to whom the Executive hereby assigns any property rights of his own over such creations, which, in any event, the Company maintains for itself all rights over.

Notwithstanding the Executive’s exemption from the application of the legislation for working time limits, the Executive is entitled to paid annual leave in accordance with the provisions of the applicable Greek laws (currently, articles 210-216 of P.D.

80/2022 and other regulations, as in force).

The Executive shall be entitled to 26 working days per annum, exclusive of Greek Public Holidays.

For the first and second calendar year the annual leave will be pro-rated.

The holiday year runs from 1 January each year to the following 31 December.

As provided for by Greek employment law, the annual leave must be taken by the 31 March of the following calendar year at the latest.

The Executive shall arrange taking all his annual leave entitlement as provided for by law.

He is not permitted to carry over any untaken annual leave after the 31 March of the following calendar year or after any other date that may be provided for by Greek employment laws.

The present Agreement may be terminated by either contracting party, at any time, pursuant to the provisions of the applicable legislation.

This Agreement may be terminated by the Company, with or without notice, as provided for by the applicable Greek employment laws (currently, articles 321-331 of P.D.

80/2022 and other regulations, as in force).

In the event of termination of the present Agreement by the Company, the Executive will be entitled to statutory severance, as provided for by the applicable legislation.

The statutory severance is equivalent to twelve

(12) gross monthly salaries (the “ Statutory Severance” ) as per the currently applicable legislation.

It is explicitly agreed between the Parties that the severance will be calculated on the basis of the Executive’s actual gross monthly salary (meaning base salary x14/12), excluding any discretionary benefits or benefits granted for operational reasons) at the last month of employment, without application of the upper salary threshold provided for by Greek employment (article 327 par.

On the condition that the Executive is not terminated for Cause, in addition to the Statutory Severance prescribed under clause 9.2 above, the Executive shall as prescribed in this clause 9.3 be entitled to an additional “ratchet” payment (“ Contractual Severance“ ).

Such Contractual Severance will be calculated as follows so that when the Company terminates the Agreement:

9.3.1 without notice:

the Contractual Severance shall equate to an amount equivalent to twelve gross monthly salary payments, therefore taking the total Severance due to the Executive, comprising both the Statutory Severance and Contractual Severance “ratchet”) to the equivalent of twenty-four (24) gross monthly salaries;

9.3.2 with 4-month notice:

the Contractual Severance shall equate to an amount equivalent to the sum of twenty-four (24) gross monthly salaries less:

(i) the number of gross monthly salaries paid to the Executive for the notice period under which the Executive actually works and (ii) the Statutory Severance amount due to the Executive as provided for by Greek law.

For the avoidance of doubt, for the purposes of the calculating the gross monthly salary element of the “ratchet”

the same principles as set out in clause 9.2 above shall be applied by the contracting parties.

9.4 In the event of a Change of Control this Employment Agreement shall remain in force “as-is” on an indefinite basis provided, however, that if the Executive is subsequently terminated or the Executive terminates this Agreement for Good Reason, within a period of three (3) years of the deemed date of Change of Control, with or without notice but provided such termination by the Company is not for Cause, then in addition to the payment of the Statutory Severance and Contractual Severance as provided for under clause 9.3 above, the Executive will be entitled to a further amount, payable within five (5) days of the Termination Date, representing the full amount of the gross monthly base salary that would have been payable during the remaining part of the third year of the period specified in this clause 9.4 on the proviso that this additional payment shall be discounted at a rate of 7.5% per annum.

9.5 Awards upon termination of this Agreement:

(i) In circumstances where a termination without Cause and not in connection with a Change of Control takes place, the Executive’s Awards will be treated as follows from the deemed Termination Date and the Executive will:

(A) keep all vested restricted stock units;

(B) have ninety (90) days to exercise his vested non-qualifying stock options;

and/or (C) any restricted stock or non-qualifying stock option awards that are unvested, but would

otherwise have vested within the two (2) year period beginning on the Termination Date, will continue to vest at their natural vesting date.

Any Awards that vest beyond those two (2) years will be forfeited.

(ii) For a termination for Cause, the Executive will keep all vested restricted stock and non-qualifying options provided such are held and handled in accordance with the rules of any applicable programme from time-to- time and separately all unvested Awards will be forfeited.

(iii) If there is a Change of Control all unvested Awards outstanding and held by the Executive at the deemed date of the Change of Control will become immediately vested and for the Executive to handle accordingly within the ordinary course and in accordance with the underlying equity incentive plan terms and conditions.

(iv) In connection with a termination of employment due to disability, any unvested Awards that would have otherwise vested within 12 months after the Termination Date will continue to vest as if Executive had remained an employee through the end of such 12-month period.

All other unvested Awards will be handled pursuant to the underlying equity incentive plan terms and conditions.

In connection with the termination of employment due to the death of Executive, all unvested Awards will be handled pursuant to the underlying equity incentive plan terms and conditions.

9.6 On termination of the Executive’s employment for whatever reason, the Executive is obliged to immediately deliver to the Company all Documents, IT hardware, computer records, computer data, passwords, credit cards and any other property relating to the business of or belonging to the Company or any other Group Company which is in his possession or under his control.

The Executive is not entitled to retain copies or reproductions of any Documents or computer records relating to the business of or belonging to the Company or any other Group Company.

In the event of termination of the present Agreement by the Executive (resignation) other than for Good Reason, the Executive is obliged to provide to the Company a 2-month (calendar days) prior written notice of termination, as provided for by the applicable labour legislation (currently, article 337 of P.D.

80/2022 and other regulations, as in force).

Otherwise, he will be entitled to compensation amounting to the two (2) gross monthly salaries.

For the avoidance of doubt, for the purpose of calculating the gross monthly salary element of such compensation the same principles as set out in clause 9.2 above shall be applied by the contracting parties.

9.8 During the term of this Agreement, in the event of death or permanent disability the Executive, the heirs of the Executive shall be entitled to receive the Statutory Severance.

9.9 If the Board of EWI has determined in good faith that the Executive has failed to comply with the requirements of the provisions referenced in Section 10 hereof at any time following any termination, then Employer and/or EWI shall have no further obligation to pay any amounts or provide any benefits under this Agreement unless otherwise required under applicable law.

Restrictive Covenants - during employment with the Company

10.1 The Executive shall not during his Employment carry on or be concerned, engaged or interested in any capacity in any trade, profession or business other than that of the Company or any Group Company and shall not engage in any other activity or hold any public office (unless required by law) which the Company reasonably considers may impair his ability to perform his duties under this Agreement except with the written permission of the board of directors or as prescribed in the Code of Business Conduct & Ethics.

10.2 The Executive may:

(a) hold a permitted interest;

(b) carry on or be concerned, engaged or interested in any other trade, profession or business or hold a public office if he shall have:

provided, on the basis of the utmost good faith, full particulars of its nature and of the likely demands it will make on his time and abilities;

obtained the prior written consent of the board of directors or as prescribed in the Code of Business Conduct & Ethics, which consent may be given subject to such terms or conditions as it may decide (each of which shall be considered to be a term of this Agreement) and such consent may be withdrawn if reasonably considered to be in the interests of the Company or any Group Company to do so;

if required by the Company at any time, provide full details of such hours as he may spend on its business to enable the Company to comply with the requirements of the Greek employment laws.

10.3 The Executive shall not during his Employment (save in a purely social capacity or with the prior written consent of the board of directors or as prescribed in the Code of Business Conduct & Ethics), directly or indirectly, make any contact, whether formal or informal, written or oral, with any of the Company's or any Group Company's past, current or prospective suppliers, customers, agents or clients with whom the Executive has had business dealings (directly or indirectly) for any purpose (including but not limited to an intention to set up a competing business or to seek employment) other than for the legitimate business interests of the Company or any Group Company.

10.4 The Executive shall not during the Employment directly or indirectly, either on his own behalf or on behalf of any person, firm or company:

solicit or endeavour to entice away from the Company or any Group Company an employee, or discourage from being employed by the Company or any Group Company any person who, to the knowledge of the Executive, is an employee or a prospective employee of the Company or any Group Company;

employ or procure another person to employ any such person.

10.5 The restrictions set out in this clause 10 are without prejudice to any other express or implied contractual or fiduciary duties owed to the Company or any Group Company.

11 Restrictive Covenants - post termination of employment with the Company

11.1 In consideration in part of the “ratchet” payment referred to in clause 9.3 above, the Executive acknowledges that he is willing to enter into the covenants set out in this clause 11 with the Company (for itself and as agent for each Group Company) in order to provide the Company and any Group Companies with what he considers to be reasonable protection for its or their Confidential Information, or its or their client connections, or the stability of its or their workforce, or otherwise for its or their goodwill, or any aspect of that goodwill.

11.2 The Executive shall not, in any Capacity, save in respect of a Permitted Interest or with the prior written consent of the board of directors or as prescribed in the Code of Business Conduct & Ethics (which shall not be unreasonably withheld), for a period of 24 months from the Termination Date, within the Restricted Area, carry on or be concerned or engaged or interested in any part of any trade or business which competes with any part of any trade or business carried on by the Company or any Group Company in which the Executive shall have been actively engaged or involved at any time during the Period.

Nothing in this clause 11.2 shall prevent the Executive from holding a Permitted Interest.

11.3 The Executive shall not in any Capacity for a period of 24 months from the Termination Date in competition with the Company or any Group Company and in relation to the business activities of the Company or any Group Company in which the Executive has been actively engaged or involved at any time during the Period:

(a) solicit, approach or offer products or services to or entice away from the Company or any Group Company any person, firm or company who was either:

a client or customer of the Company or any Group Company at any time during the Period with whom the Executive has been actively engaged or involved by virtue of his duties under this Agreement at any time during the Period;

(b) deal with or accept custom from any person, firm or company who was either:

a prospective client or customer of the Company or any Group Company with whom or which as at the Termination Date there are negotiations ongoing with a view to him or it becoming a customer or client of the Company or any other Group Company and where the Executive has been actively engaged or involved in such negotiations in the performance of his duties under this Agreement at any time during the Period.

11.4 The Executive shall not for a period of 24 months from the Termination Date in any Capacity, directly or indirectly:

approach or solicit or otherwise endeavour to entice away from the Company or any Group Company;

employ or offer employment to or procure the employment of any Key Employee, whether or not such person would commit any breach of his contract of employment by reason of so leaving the service of the Company or any Group Company or otherwise.

11.5 The Executive shall not, at any time after the Termination Date, in any Capacity:

save as otherwise expressly directed in writing by the Company, represent himself as being in any way connected with or interested in the business of the Company or any Group Company (except as a former employee for the purpose of communicating with prospective employers or complying with any applicable statutory requirements) or use any name which is identical or similar to or likely to be confused with the name of the Company or any Group Company or any product or service produced or provided by the Company or any Group Company or which might suggest a connection with the Company or any Group Company;

make any untrue or misleading oral or written statement concerning the business and affairs of the Company or any Group Company .

11.6 The Executive agrees that each of the restrictions in clauses 11.2, 11.3, 11.4 and 11.5 is separate and distinct, is to be construed separately from the other restrictions, and is reasonable as regards its duration, extent and application for the protection of the legitimate business interests of the Company and any Group Company.

The Executive also acknowledges that he has had the opportunity to obtain independent legal advice in relation to the terms of this clause 11.

However, if any such restriction shall be found to be void or unenforceable but would be valid or enforceable if some part or parts of it were deleted, the Executive agrees that such restriction shall apply with such deletions as may be necessary to make it valid and effective.

Collective regulation

The Executive's statutory salary, today, is the legally determined statutory salary.

The non-salary terms and conditions of the present Agreement are determined by the National General Collective Labour Agreement (NGCLA).

Amendment of the Agreement

The present Agreement is amended only in writing, excluding any other means of proof.

Jurisdiction of the Courts of Athens

It is explicitly agreed upon that any dispute that may arise from the present agreement will be resolved by the Courts of Athens, which will be exclusively locally competent.

Final provisions

With the present Agreement the Executive is informed about all the essential employment terms and conditions as provided for by the applicable legislation (articles 70 et al P.D.

The present Agreement may be executed by:

(i) handwritten signature;

(ii) a qualified electronic signature;

(iii) digital certification through the Single Digital Portal (Gov.gr).

The present Agreement was drafted and executed in English and each contracting party received one copy.

Should the Parties require, for any reason whatsoever, a courtesy version of this Agreement in Greek language they will prepare one accordingly.

THE EXECUTIVE

……………………………………………………………

Nikolaos Fountas

……………………………………………………………

Daniel J Marland Associate General Counsel

Job Duties of Chief Executive Officer – EFT Americas & EMEA, and Executive Vice President for EWI

see separate document

Discretionary benefits

The Executive shall be entitled to use of a company car in accordance with rules established by the Company from time to time.

The Executive shall be eligible to participate in any schemes and/or programmes operated by the Company for management or executive level employees.

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.

August 6, 2025

Euronet Worldwide, Inc.

3 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities