What changed in this filing

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Item 9A. Controls and Procedures

2025-02-20 compared with 2024-02-22 · 55 added, 28 removed, 286 unchanged (22% of the section changed)

22 unchanged sentences

Name and Title Date of Adoption of Rule 10b5-1 Trading Plan Scheduled Expiration Date of Rule 10b5-1 Trading Plan(1) Aggregate Number of Securities to Be Purchased or Sold

Mark Begor , Chief Executive Officer

Sunil Bindal ,

Executive Vice President, Chief Corporate Development Officer

11/7/2024 11/28/2025 Sale of up to 5,233 shares of common stock in multiple transactions

Executive Vice President, Chief Strategy and Marketing Officer

11/13/2024 5/30/2025 Sale of up to 5,000 shares of common stock in multiple transactions

Chief Executive Officer

11/14/2024 10/28/2025 Sale of up to 181,105 shares of common stock in multiple transactions

, Executive Vice President, Chief Financial Officer and Chief Operations Officer

11/25/2024 5/7/2025 Sale of up to 5,500 shares of common stock in multiple transactions

(1) A trading plan may also expire on such earlier date that all transactions under the trading plan are completed.

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DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Except for the information about our executive officers shown below, the information required by this Item 10 is incorporated herein by reference from the information contained in our Proxy Statement to be filed with the SEC in connection with the solicitation of proxies for our 2024 Annual Meeting of Shareholders (the “2024 Proxy Statement”) under the sections entitled “Proposal 1 Election of Directors,” “Section 16(a) Beneficial Ownership Reporting Compliance” and “Board Leadership and Corporate Governance—Committees of the Board of Directors.”

Except for the information about our executive officers shown below, the information required by this Item 10 is incorporated herein by reference from the information contained in our Proxy Statement to be filed with the SEC in connection with the solicitation of proxies for our 2025 Annual Meeting of Shareholders (the “2025 Proxy Statement”) under the sections entitled “Proposal 1, Election of Directors,” “Section 16(a) Beneficial Ownership Reporting Compliance,” “Board Leadership and Corporate Governance—Committees of the Board of Directors” and “Insider Trading Policy.”

We have adopted a written Code of Ethics and Business Conduct applicable to all our employees, including our principal executive officer, principal financial officer, and principal accounting officer and controller, and to members of our Board of Directors.

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Prior thereto, he served as Director, Technology Mergers and Acquisitions, of Credit Suisse since July 2006.

Borton (54) has been our Executive Vice President, President, Workforce Solutions since May 2024.

Prior to joining Equifax, Mr.

Borton served as President of SoFi Bank at SoFi Technologies, Inc.

from September 2021 to April 2024.

Prior thereto, he was President of USAA Bank and Vice Chairman of USAA Federal Savings Bank Board of Directors, from May 2017 to March 2021.

Prior thereto, he held a variety of leadership roles with Fifth Third Bank, JPMorgan Chase and Wachovia Corporation, since 2001.

He is also an active duty U.S.

army veteran.

Carla Chaney (54) has been our Executive Vice President, Chief Human Resources Officer since April 2019.

1 unchanged sentence

Prior thereto, she held a variety of leadership roles with Exide Technologies and Newell Rubbermaid, Inc., since 2004.

Jamil Farshchi (46) has been our Executive Vice President, Chief Information Security Officer since February 2018 and our acting Chief Technology Officer since February 2024.

Jamil Farshchi (47) has been our Executive Vice President, Chief Information Security Officer and Chief Technology Officer since December 2024.

Prior thereto, he was our Executive Vice President, Chief Information Security Officer since February 2018.

Prior to joining Equifax, Mr.

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Farshchi has also held senior roles at Los Alamos National Laboratory, Sitel Corporation, Nextwave Broadband and NASA.

He currently serves on the board of directors of UKG Inc.

He currently serves on the board of directors of UKG Inc., is a strategic advisor for the FBI and serves on the board of directors for the National Technology Security Coalition.

(62) has been our Executive Vice President, Chief Financial Officer and Chief Operations Officer since February 2021.

1 unchanged sentence

Prior to that, Mr.

Gamble was Executive Vice President and Chief Financial Officer of Lexmark International, Inc., a global provider of document solutions, enterprise content management software and services, printers and multifunction printers, from September 2005 until May 2014.

Gamble was Executive Vice President and Chief Financial Officer of Lexmark International, Inc., a global provider of

document solutions, enterprise content management software and services, printers and multifunction printers, from September 2005 until May 2014.

Todd Horvath (51) has been our Executive Vice President, President, U.S.

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Kelley was a senior partner in the Corporate Practice Group of the law firm of King & Spalding LLP.

Cecilia Mao (49) has been our Chief Product Officer since May 2020 and was appointed as Executive Vice President, Chief Product Officer in February 2024.

Kelley currently serves on the board of directors of Beazer Homes USA, Inc.

Mao (50) has been our Executive Vice President, Chief Product Officer since February 2024.

Prior thereto, she was our Chief Product Officer since May 2020.

Prior to joining Equifax, Ms.

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Prior thereto, she held various product management roles on decision and analytics for over a decade at FICO and Verisk Analytics, Inc.

Lisa Nelson (60) has been our Executive Vice President, President, International since June 2021.

Mao currently serves on the board of directors of Cboe Global Markets, Inc.

Nelson (61) has been our Executive Vice President, President, International since June 2021.

Prior thereto, she served as Group Managing Director, Equifax Australia and New Zealand, since August 2019.

3 unchanged sentences

Prior to joining Equifax, she served as Vice President, Global Scoring Solutions of FICO, since August 2004.

Ploder (63) has been our Executive Vice President, President, Workforce Solutions since November 2015.

Prior thereto, he served as President, U.S.

Information Solutions, since April 2010.

Prior thereto, he served as President, International, from January 2007 to April 2010.

Prior thereto, he was Group Executive, Latin America from February 2004 to January 2007.

Harald Schneider (50) has been our Chief Data & Analytics Officer since May 2022 and was appointed as Executive Vice President, Chief Data & Analytics Officer in February 2024.

Nelson currently serves on the board of directors of Jack Henry & Associates, Inc.

Harald Schneider (51) has been our Executive Vice President, Chief Data & Analytics Officer since February 2024.

Prior thereto, he was our Chief Data & Analytics Officer since May 2022.

Prior to joining Equifax, Mr.

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EXECUTIVE COMPENSATION

The information required by this Item 11 is incorporated herein by reference from the information contained in our 2024 Proxy Statement under the sections entitled “Executive Compensation” and “Director Compensation.”

The information required by this Item 11 is incorporated herein by reference from the information that will be contained in our 2025 Proxy Statement under the sections entitled “Executive Compensation” and “Director Compensation.”

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this Item 12 is incorporated herein by reference from the information contained in our 2024 Proxy Statement under the sections entitled “Security Ownership of Management and Certain Beneficial Owners” and “Executive Compensation Equity Compensation Plan Information.”

The information required by this Item 12 is incorporated herein by reference from the information that will be contained in our 2025 Proxy Statement under the sections entitled “Security Ownership of Management and Certain Beneficial Owners” and “Executive Compensation Equity Compensation Plan Information.”

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

The information required by this Item 13 is incorporated herein by reference from the information contained in our 2024 Proxy Statement under the sections entitled “Board Leadership and Corporate Governance Director Independence, ” “Related Person Transaction Policy” and “Certain Relationships and Related Person Transactions of Directors, Executive Officers, and 5 Percent Shareholders.”

The information required by this Item 13 is incorporated herein by reference from the information that will be contained in our 2025 Proxy Statement under the sections entitled “Board Leadership & Corporate Governance—Director

Independence, ” “Related Person Transaction Policy” and “Certain Relationships and Related Person Transactions of Directors, Executive Officers, and 5 Percent Shareholders.”

PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this Item 14 is incorporated herein by reference from the information contained in our 2024 Proxy Statement under the section entitled “Proposal 3 Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for 2024.”

The information required by this Item 14 is incorporated herein by reference from the information that will be contained in our 2025 Proxy Statement under the section entitled “Proposal 3, Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for 2025.”

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

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• Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 2022;

• Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2023, 2022 and 2021;

• Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2024, 2023 and 2022;

• Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022;

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and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed August 16, 2021).

4.9 T enth Supplemental Indenture, dated as of September 12, 2022, between Equifax Inc.

4.9 Tenth Supplemental Indenture, dated as of September 12, 2022, between Equifax Inc.

and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax's Form 8-K filed September 12, 2022) .

4.10 E leventh Supplemental Indenture, dated as of May 16, 2023, between Equifax Inc.

4.10 Eleventh Supplemental Indenture, dated as of May 16, 2023, between Equifax Inc.

and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax's Form 8-K filed May 16, 2023) .

4.11 Twelfth Supplemental Indenture, dated as of August 15, 2024, between Equifax Inc.

and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed August 15, 2024)

4.12 Credit Agreement, dated as of August 25, 2021, by and among Equifax Inc., Equifax Limited, Equifax Canada Co., Equifax International Treasury Services Unlimited Company and Equifax Australia Holdings Pty Limited, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed August 31, 2021).

4.12 F irst Amendment to Credit Agreement, dated as of March 21, 2023, by and among Equifax Inc., Equifax Limited, Equi fax Canada Co.

, Equifax International Treasury Services Unlimited Company and Equifax Australia Holdings Pty Limited, JPMorgan Chase B ank, N.A., as administrative agent, and the lenders party thereto (incorporated by re ference to Exh ibit 10.1 to Equifax's Form 1 0-Q filed April 20, 2023) .

4.13 Term Loan Credit Agreement, dated as of August 25, 2021, by and between Equifax Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.2 to Equifax’s Form 8-K filed August 31, 2021).

4.14 F irst Amendment to Term Loan Credit Agreement, dated as of March 21, 2023, by and between Equifax Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.2 to Equifax's Form 10-Q filed April 20, 2023) .

4.13 First Amendment to Credit Agreement, dated as of March 21, 2023, by and among Equifax Inc., Equifax Limited, Equifax Canada Co., Equifax International Treasury Services Unlimited Company and Equifax Australia Holdings Pty Limited, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to Equifax's Form 10-Q filed April 20, 2023) .

4.14 Second Amendment to Credit Agreement, dated as of May 24, 2024, by and between Equifax Inc.

and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to Equifax's Form 10-Q filed July 22, 2024) .

4.15 Description of the Company’s Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.14 to Equifax's Form 10-K filed February 20, 2020).

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2008 Omnibus Incentive Plan, effective November 4, 2020 (incorporated by reference to Exhibit 10.9 to Equifax’s Form 10-K filed February 25, 2021).

E quifax Inc.

2023 Omnibus Incentive Plan (incorporated by reference to Annex C to Equifax's definitive proxy statement on Schedule 14A filed March 23, 2023) .

Amendment No.

1 to Equifax I nc.

2023 Omnibus Incentive Plan, effective November 20, 2024 .

Form of Non-Qualified Stock Option Agreement (Senior Leadership Team) under the Equifax Inc.

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Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 9, 2021).

Letter Agreement, dated November 7, 2024, between the Company and Mark W.

Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed November 8, 2024).

Form of Non-Qualified Stock Option Award Agreement (Senior Leadership Team) under the Equifax Inc.

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Change in Control Severance Plan (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 27, 2019).

2020 Employee Stock Purchase Plan (incorporated by reference to Annex B to Equifax's definitive proxy statement filed on March 27, 2020).

2020 Employee Stock Purchase Plan (incorporated by reference to 10.1 to Equifax's Form 10-Q filed October 21, 2024 ).

Amendment No.

1 to the Equifax Inc.

2020 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.2 to Equifax’s Form 10-Q filed October 21, 2024).

Form of Performance Share Award Agreement (Adjusted EBITDA) (CEO) under the Equifax Inc.

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Other Exhibits and Certifications

Insider Tr ading Policy

21.1* Subsidiaries of Equifax Inc.

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32.2* Section 1350 Certification of Chief Financial Officer.

E quifax I nc.

Dodd-Frank Compensation Reco v ery Policy.

Dodd-Frank Compensation Recovery Policy (incorporat ed by reference to Exh i bit 97.1 to Equifax's Form 10-K filed February 22, 2024) .

101.INS Inline XBRL Instance Document.

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Director and Non-Executive Chairman

/s/ Barbara A.

/s/ Robert D.

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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-K

Item 9A. Controls and Procedures