Item 2. Unregistered Sales of Equity Securities
ITEM 2. 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 September 30, 2025 .
Period
Total Number of Shares Purchased
Average Price Paid per Share
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)
July 1 - July 31,
—
$ 0.00
—
$ 624.8
August 1 - August 31,
1,343,714
$ 97.72
1,343,714
$ 493.4
September 1 - September 30,
—
$ 0.00
—
$ 493.4
Total
1,343,714
$ 97.72
1,343,714
(1) As of September 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 September 30, 2025 , approximately $ 93.4 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 September 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.
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ITEM 5. OTHER
During the fiscal quarter ended September 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.
ITEM 6. EXHIBITS
Exhibit
Description
2 . 1***
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)
4.1
Indenture, dated August 15, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed August 18, 2025)
4.2
Form of 0.625% Convertible Senior Notes due 2030 (included as Exhibit A to Exhibit 4.1 above)
10.1
Form of Confirmation for Capped Call Transactions (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed August 18, 2025)
31.1*
Section 302 — Certification of Chief Executive Officer
31.2*
Section 302 — Certification of Chief Financial Officer
32.1**
Section 906 — Certification of Chief Executive Officer
32.2**
Section 906 — Certification of Chief Financial Officer
101*
The following materials from Euronet Worldwide, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 , formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at September 30, 2025 (unaudited) and December 31, 2024 , (ii) Consolidated Statements of Operations (unaudited) for the three and nine months ended September 30, 2025 and 2024 , (iii) Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three and nine months ended September 30, 2025 and December 31, 2024 , (iv) Consolidated Statements of Changes in Equity (unaudited) for the three and nine months ended September 30, 2025 and 2024 (v) Consolidated Statements of Cash Flows (unaudited) for the nine months ended September 30, 2025 and 2024 , and (vi) Notes to the Unaudited Consolidated Financial Statements.
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
_________________________
* Filed herewith.
** 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.
PLEASE NOTE: 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. The agreements have been filed to provide investors with information regarding their respective terms. The agreements are not intended to provide any other factual information about the Company or its business or operations. In particular, the assertions embodied in any representations, warranties and covenants contained in the agreements may be subject to qualifications with respect to knowledge and materiality different from those applicable to investors and may be qualified by information in confidential disclosure schedules not included with the exhibits. These disclosure schedules may contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the agreements. Moreover, certain representations, warranties and covenants in the agreements may have been used for the purpose of allocating risk between the parties, rather than establishing matters as facts. In addition, information concerning the subject matter of the representations, warranties and covenants may have changed after the date of the respective agreement, which subsequent information may or may not be fully reflected in our public disclosures. 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.
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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, thereunto duly authorized.
November 4, 2025
Euronet Worldwide, Inc.
By:
/s/ MICHAEL J. BROWN
Michael J. Brown
Chief Executive Officer
By:
/s/ RICK L. WELLER
Rick L. Weller
Chief Financial Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.