What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-20 compared with 2025-02-14 · 405 added, 315 removed, 1385 unchanged (34% of the section changed)

23 unchanged sentences

Critical Audit Matter Description

The Company enters into long-term revenue contracts with its Issuer Solutions customers.

The Company enters into long-term revenue contracts with its Issuer Solutions customers and the related revenues are included as a component of discontinued operations.

Issuer Solutions customer contracts may include multiple promises, including processing services, loyalty redemption services and professional services to financial institutions and other financial services providers.

1 unchanged sentence

Professional services representing performance obligations are satisfied over time.

We identified the determination of performance obligations for Issuer Solutions revenue contracts as a critical audit matter, given the judgment required to determine whether any unusual and/or complex terms within the contract are identified and evaluated appropriately.

evaluated appropriately.

A high degree of auditor judgment was required to evaluate the Company's identification of the performance obligations in the contract.

3 unchanged sentences

• We selected a sample of Issuer Solutions contracts and evaluated whether the performance obligations were appropriately identified in each of the selected contracts, including whether the promised services are capable of being distinct and are distinct in the context of the contract.

Revenues - Payment processing solutions and services - Refer to Note 1 to the financial statements .

Revenues - Payment processing services and solutions - Refer to Notes 1 and 3 to the financial statements .

Critical Audit Matter Description

The Company's revenues from its payment processing solutions and services consist of activity-based fees made up of a significant volume of low-dollar transactions, sourced from multiple systems and applications.

The Company's revenues from its payment processing services and solutions, including revenues that are reported as a component of discontinued operations, consist of activity-based fees made up of a significant volume of low-dollar transactions, sourced from multiple systems and applications.

The processing of transactions and recording of revenues is highly automated and is based on contractual terms with merchants, financial institutions, financial service providers, payment networks, and other parties.

57 unchanged sentences

( 494,505 ) ( 444,184 ) ( 533,952 )

Income before income taxes and equity in income of equity method investments 1,868,787 1,169,947 224,322

Income from continuing operations before income taxes and equity in income of equity method investments 1,260,119 1,530,316 781,662

Income tax expense 251,557 241,513 186,517

Income before equity in income of equity method investments 1,573,654 960,927 57,628

Income from continuing operations before equity in income of equity method investments 1,008,562 1,288,803 595,145

Equity in income of equity method investments, net of tax 120,114 70,180 67,452

Income from continuing operations 1,128,676 1,358,983 662,597

Income from discontinued operations, net of tax 327,371 285,170 366,226

Net income 1,456,047 1,644,153 1,028,823

1 unchanged sentence

Net income attributable to Global Payments $ 1,400,107 $ 1,570,365 $ 986,233

Earnings per share attributable to Global Payments:

Basic earnings per share $ 6.18 $ 3.78 $ 0.41

Diluted earnings per share $ 6.16 $ 3.77 $ 0.40

Basic earnings per share attributable to Global Payments:

Continuing operations $ 4.44 $ 5.06 $ 2.38

Discontinued operations 1.35 1.12 1.40

Total basic earnings per share attributable to Global Payments $ 5.79 $ 6.18 $ 3.78

Diluted earnings per share attributable to Global Payments:

Continuing operations $ 4.43 $ 5.04 $ 2.37

Discontinued operations 1.35 1.12 1.40

Total diluted earnings per share attributable to Global Payments $ 5.78 $ 6.16 $ 3.77

See Notes to Consolidated Financial Statements.

7 unchanged sentences

Foreign currency translation adjustments 648,934 ( 433,849 ) 211,310

Reclassification of accumulated foreign currency translation losses to net loss as a result of the sale of a foreign entity — — 62,925

Income tax benefit related to foreign currency translation adjustments 4,993 4,131 2,698

Income tax benefit (expense) related to foreign currency translation adjustments ( 5,083 ) 4,993 4,131

Net unrealized gains (losses) on hedging activities ( 64,561 ) 34,399 ( 19,683 )

Reclassification of net unrealized (gains) losses on hedging activities to interest expense ( 8,731 ) ( 4,609 ) 21,327

Income tax (expense) benefit related to hedging activities ( 6,227 ) 5,853 ( 8,172 )

Reclassification of net unrealized losses (gains) on hedging activities to interest expense 5,345 ( 8,731 ) ( 4,609 )

Income tax benefit (expense) related to hedging activities 14,421 ( 6,227 ) 5,853

Other, net of tax 240 141 439

Other comprehensive income (loss) 599,296 ( 409,274 ) 197,441

Comprehensive income (loss) 1,234,879 1,226,264 ( 41,775 )

Comprehensive income 2,055,343 1,234,879 1,226,264

Comprehensive income attributable to noncontrolling interests ( 168,451 ) ( 19,320 ) ( 92,987 )

Comprehensive income (loss) attributable to Global Payments $ 1,215,559 $ 1,133,277 $ ( 60,294 )

Comprehensive income attributable to Global Payments $ 1,886,892 $ 1,215,559 $ 1,133,277

See Notes to Consolidated Financial Statements.

8 unchanged sentences

Prepaid expenses and other current assets 802,018 550,083

Current assets of discontinued operations 1,203,534 737,602

Total current assets 12,602,671 6,031,232

5 unchanged sentences

Other noncurrent assets 1,868,788 1,851,788

Noncurrent assets of discontinued operations 15,069,171 15,073,538

Total assets $ 53,338,484 $ 46,890,255

5 unchanged sentences

Settlement processing obligations 1,720,608 1,518,541

Current liabilities of discontinued operations 810,301 376,138

Total current liabilities 7,456,844 6,252,714

2 unchanged sentences

Other noncurrent liabilities 522,121 550,445

Noncurrent liabilities of discontinued operations 433,022 406,655

Total liabilities 29,559,003 23,873,688

36 unchanged sentences

Other, net 74,096 45,787 71,063

Changes in operating assets and liabilities, net of the effects of business combinations:

Changes in operating assets and liabilities, net of the effects of business combinations and dispositions:

Accounts receivable ( 33,274 ) ( 10,443 ) ( 78,647 )

Settlement processing assets and obligations, net 338,341 ( 345,898 ) ( 313,333 )

Prepaid expenses and other assets ( 173,369 ) ( 221,447 ) ( 289,826 )

5 unchanged sentences

Issuance of notes receivable — — ( 50,000 )

Repayment of notes receivable — 50,000 —

Payments received on notes receivable 17,500 — 50,000

Net cash from sales of businesses 713,136 962,435 479,067

3 unchanged sentences

Cash flows from financing activities:

Changes in funds held for customers ( 50,983 ) 136,759 44,834

Changes in settlement processing assets and obligations, net 432,122 338,341 ( 345,898 )

Net (repayments) borrowings from settlement lines of credit ( 201,874 ) ( 442,713 ) 220,682

9 unchanged sentences

Distributions to noncontrolling interests ( 58,459 ) ( 38,086 ) ( 32,997 )

Proceeds and contributions from noncontrolling interests

4,044 26,205 —

Contributions from noncontrolling interests 44,841 4,044 26,205

Payment of deferred and contingent consideration in business combination — ( 6,390 ) ( 5,222 )

1 unchanged sentence

Dividends paid ( 238,521 ) ( 252,811 ) ( 260,431 )

Net cash (used in) provided by financing activities ( 2,766,858 ) 2,141,121 ( 1,376,701 )

Net cash provided by (used in) financing activities 3,732,518 ( 2,291,758 ) 1,840,057

Effect of exchange rate changes on cash, cash equivalents and restricted cash 221,626 ( 112,834 ) 12,519

10 unchanged sentences

Net income 1,400,107 1,400,107 50,739 1,450,846 5,201

Other comprehensive loss ( 354,806 ) ( 354,806 ) ( 39,636 ) ( 394,442 ) ( 14,832 )

Other comprehensive income 486,785 486,785 90,518 577,303 21,993

Stock issued under share-based compensation plans 1,539 30,773 30,773 30,773

4 unchanged sentences

Contributions from noncontrolling interests — 31,655 31,655 13,186

Purchase of subsidiary shares from noncontrolling interest ( 71,807 ) 739 ( 71,068 ) ( 37,702 ) ( 108,770 )

Reclassification of redeemable noncontrolling interest to nonredeemable noncontrolling interest — 358,872 358,872 ( 358,872 )

Purchase of capped calls related to issuance of convertible notes, net of taxes of $ 61,573

( 194,677 ) ( 194,677 ) ( 194,677 )

Cash dividends declared ($ 1.00 per common share)

5 unchanged sentences

Net income 1,570,365 1,570,365 51,381 1,621,746 22,407

Other comprehensive income 147,044 147,044 8,745 155,789 41,652

Other comprehensive loss ( 354,806 ) ( 354,806 ) ( 39,636 ) ( 394,442 ) ( 14,832 )

Stock issued under share-based compensation plans 1,508 43,009 43,009 43,009

1 unchanged sentence

Share-based compensation expense 164,244 164,244 164,244

Redeemable noncontrolling interests acquired in a business combination — — 471,119

Share-based awards granted in connection with a business combination 2,484 2,484 2,484

Repurchases of common stock ( 12,730 ) ( 1,565,688 ) ( 1,565,688 ) ( 1,565,688 )

Distributions to noncontrolling interests — ( 38,086 ) ( 38,086 )

Sale of subsidiary shares to noncontrolling interest 5,713 5,713 20,492 26,205

Contributions from noncontrolling interests — 89 89 3,955

Purchase of subsidiary shares from noncontrolling interests ( 71,807 ) 739 ( 71,068 ) ( 37,702 ) ( 108,770 )

Reclassification of redeemable noncontrolling interest to nonredeemable noncontrolling interest — 358,872 358,872 ( 358,872 )

Purchase of capped calls related to issuance of convertible notes, net of taxes of $ 61,573

( 194,677 ) ( 194,677 ) ( 194,677 )

Cash dividends declared ($ 1.00 per common share)

6 unchanged sentences

Shareholders' Equity

Number of Shares Paid-in Capital Retained Earnings Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity Nonredeemable Noncontrolling Interests Total Equity

Number of Shares Paid-in Capital Retained Earnings Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity Nonredeemable Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests

Balance at December 31, 2022 263,082 $ 19,978,095 $ 2,731,380 $ ( 405,969 ) $ 22,303,506 $ 236,704 $ 22,540,210 $ —

Net income 986,233 986,233 41,104 1,027,337 1,486

Other comprehensive loss ( 171,787 ) ( 171,787 ) ( 13,301 ) ( 185,088 )

Other comprehensive income 147,044 147,044 8,745 155,789 41,652

Stock issued under share-based compensation plans 1,733 60,345 60,345 60,345

1 unchanged sentence

Share-based compensation expense 208,994 208,994 208,994

Redeemable noncontrolling interests acquired in a business combination — — 471,119

Share-based awards granted in connection with a business combination 2,484 2,484 2,484

Repurchases of common stock ( 4,065 ) ( 413,667 ) ( 413,667 ) ( 413,667 )

Distributions to noncontrolling interests — ( 26,705 ) ( 26,705 ) ( 6,292 )

Purchase of capped calls related to issuance of convertible notes, net of taxes of $ 72,778

( 229,597 ) ( 229,597 ) ( 229,597 )

Sale of subsidiary shares to noncontrolling interest 5,713 5,713 20,492 26,205

Cash dividends declared ($ 1.00 per common share)

8 unchanged sentences

and its consolidated subsidiaries are referred to herein collectively as "Global Payments," the "Company," "we," "our" or "us," unless the context requires otherwise.

We operate in two reportable segments:

Merchant Solutions and Issuer Solutions.

As described in "Note 3—Business Dispositions," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

On January 9, 2026, we acquired 100 % of Worldpay Holdco, LLC (“Worldpay”) from Fidelity National Information Services, Inc.

(“FIS”) and affiliates of GTCR LLC (“GTCR”) and divested our Issuer Solutions business to FIS.

Worldpay is an industry-leading payments technology and solutions company.

The transaction simplifies our business model and positions Global Payments as a leading pure play commerce solutions provider for merchants of all sizes with extensive global scale.

Consideration paid to GTCR for its ownership interest in Worldpay consisted of (1) approximately $ 6.2 billion in cash and (2) 43.3 million shares of Global Payments common stock.

Consideration received for the divestiture of our Issuer Solutions business consisted of (1) approximately $ 7.7 billion in cash and (2) FIS’ ownership interest in Worldpay.

The acquisition of Worldpay and divestiture of our Issuer Solutions business occurred simultaneously.

Both transactions are subject to customary working capital and other adjustments.

We are providing certain transition services to support the Issuer Solutions business as it is integrated with FIS and are also receiving certain transition services from FIS in support of our integration of Worldpay.

The financial results of Worldpay will be consolidated by the Company beginning as of the acquisition date.

The transaction will be accounted for as a business combination, and the analysis to determine the fair value of the total consideration transferred and the acquisition-date fair values of the major classes of assets acquired and liabilities assumed is currently underway.

We analyzed quantitative and qualitative factors relevant to the Issuer Solutions disposal group and determined that the accounting criteria to be classified as held for sale and a discontinued operation were met.

Accordingly, the operating results of the Issuer Solutions business have been reflected as discontinued operations for all periods presented.

The assets and liabilities of the disposal group are presented separately on the consolidated balance sheets for all periods presented.

Our consolidated statements of cash flows includes cash flows from discontinued operations for all periods presented.

Unless otherwise indicated, all disclosures in the notes to the consolidated financial statements reflect only our continuing operations.

Our Issuer Solutions business was historically presented as a reportable segment.

For additional information related to the divestiture of Issuer Solutions, see "Note 3—Business Dispositions and Discontinued Operations."

In the fourth quarter of 2025, we determined certain components previously presented as discontinued operations no longer met the criteria to be presented as held for sale since management's plans related to those components had been revised.

As a result, the related operating results, assets and liabilities of these components are presented in continuing operations in our consolidated financial statements for all periods presented.

Additionally, as described in "Note 3—Business Dispositions and Discontinued Operations," during the second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

Our consolidated financial statements include the results of our former Consumer Solutions segment for periods prior to disposition.

See "Note 18—Segment Information" in the notes to the accompanying consolidated financial statements for additional information about our segments.

See "Note 18—Segment Information" in the notes to the accompanying consolidated financial statements for additional information about our segment.

In 2025, we elected to change our presentation of cash flows associated with "Changes in settlement processing assets and obligations, net" and "Changes in funds held for customers" from operating activities to financing activities within our consolidated statements of cash flows.

The change has been applied retrospectively, and the prior periods have been conformed to the current period presentation.

This change had no effect on our consolidated statements of income, consolidated statements of comprehensive income, consolidated balance sheets or consolidated statements of changes in equity.

The change in presentation resulted in the following changes:

• a decrease in net cash provided by operating activities and a decrease in net cash used in financing activities of $ 475.1 million for the year ended December 31, 2024, and

• an increase in net cash provided by operating activities and a decrease in net cash provided by financing activities of $ 301.1 million for the year ended December 31, 2023.

In 2025, we also elected to change the presentation of disaggregated revenues in our Merchant Solutions segment from distribution channels to service lines.

The change has been applied retrospectively, and the prior periods have been conformed to the current period presentation.

This change had no effect on our consolidated statements of income, consolidated statements of comprehensive income, consolidated balance sheets, consolidated statements of cash flows or consolidated statements of changes in equity.

See "Note 4—Revenues" for our disaggregated revenue disclosures.

These consolidated financial statements include our accounts and those of our majority-owned subsidiaries, and all intercompany balances and transactions have been eliminated in consolidation.

3 unchanged sentences

Actual results could differ materially from those estimates.

In particular, uncertainty resulting from global events and other macroeconomic conditions are difficult to predict at this time, and the ultimate effect could result in additional charges related to the recoverability of assets, including financial assets, long-lived assets and goodwill and other losses.

In particular, uncertainty resulting from global events and other macroeconomic conditions are difficult to predict, and the ultimate effect could result in additional charges related to the recoverability of assets, including financial assets, long-lived assets and goodwill and other losses.

These consolidated financial statements reflect the financial statement effects based upon management’s estimates and assumptions utilizing the most currently available information.

Recently adopted accounting pronouncements

Accounting Standards Update ("ASU") 2023-07 - In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, "Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, " which updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, inclusion of all annual disclosures in interim periods and disclosure of the title and position of the chief operating decision maker.

Accounting Standards Update ("ASU") 2023-09 - In December 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-09, "Income Taxes (Topic 740):

Improvement to Income Tax Disclosures," which is intended to enhance the transparency and decision usefulness of income tax information through improvements to income tax disclosures, primarily related to the rate reconciliation and information regarding income taxes paid.

We adopted ASU 2023-09 effective December 31, 2025 and applied it retrospectively to all periods presented in the financial statements.

See "Note 18—Segment Information" for further information.

ASU 2021-08 - In October 2021, the FASB issued ASU 2021-08, "Business Combinations (Topic 805):

Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ." We elected to early adopt ASU 2021-08 during the year ended December 31, 2022, with application to any business combinations for which the acquisition date occurred after January 1, 2022.

Prior to the adoption of this update, an acquirer generally recognized assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers and other similar contracts that are accounted for in accordance with Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("Topic 606" or "ASC 606"), at fair value on the acquisition date.

ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.

At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts, which should generally result in an acquirer recognizing and measuring the acquired contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree’s financial statements.

This update also provides certain practical expedients for acquirers when recognizing and measuring acquired contract assets and contract liabilities from revenue contracts in a business combination.

The adoption resulted in expanded disclosures of the components of the reconciliation between income tax expense and statutory expectations as well as expanded disclosures of income taxes paid.

See "Note 12—Income Tax" for further information.

Recently issued accounting pronouncement not yet adopted

ASU 2025-09 - In November 2025, the FASB issued ASU 2025-09, "Derivatives and Hedging (Topic 815) Hedge Accounting Improvements," which provides improvements to the guidance for five specific matters:

(i) similar risk assessment for cash flow hedges, (ii) hedging interest payments on choose-your-rate debt, (iii) cash flow hedges of nonfinancial forecasted transactions, (iv) net written options as hedging instruments, and (v) foreign currency denominated debt instrument designated hedges.

The amendments in this update are effective for annual periods beginning after December 15, 2026.

Early adoption is permitted.

The amendments should be applied prospectively for all hedging relationships.

We are evaluating the potential effects of ASU 2025-09 on our consolidated financial statements and related disclosures.

ASU 2025-06 - In September 2025, the FASB issued ASU 2025-06, "Targeted Improvements to the Accounting for Internal-Use Software," which simplifies the capitalization guidance by removing all references to software development project stages, so that the guidance is neutral to different software development methods.

The amendments in this update are effective for annual periods beginning after December 15, 2027.

Early adoption is permitted.

The amendments should be applied either retrospectively, prospectively to software costs incurred after the adoption date or on a modified prospective basis.

We are evaluating the potential effects of ASU 2025-06 on our consolidated financial statements and related disclosures.

ASU 2024-03 - In November 2024, the FASB issued ASU 2024-03, " Disaggregation of Income Statement Expenses," which requires disclosure in the notes to financial statements of specified information about certain costs and expenses.

3 unchanged sentences

We are evaluating the potential effects of ASU 2024-03 on our consolidated financial statements.

ASU 2023-09 - In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740):

The amendments in this update are effective for annual periods beginning with our fiscal year ended December 31, 2025.

The amendments should be applied on a prospective basis with the option to apply the standard retrospectively.

We are evaluating how the enhanced disclosure requirements of ASU 2023-09 will affect our presentation, and we will include the incremental disclosures upon the effective date.

SEC rule changes - On March 6, 2024, the SEC adopted final rules that require disclosure of certain climate-related information, including disclosures relating to material climate-related risks, targets or goals, risk management and governance activities and greenhouse gas emissions.

In addition, the rules require disclosure of certain climate-related financial metrics in the notes to the audited financial statements.

The new disclosures are required on a prospective basis and provide for a phased-in compliance period.

However, in April 2024, the SEC stayed the rules pending judicial review.

Therefore, the timing of the effectiveness of these rules and their ultimate enforceability is uncertain.

Revenue recognition - At contract inception, we assess the goods and services promised in our contracts with customers and identify a performance obligation for each promise to transfer to the customer a good or service that is distinct.

39 unchanged sentences

Issuer Solutions.

Issuer Solutions segment revenues are primarily derived from long-term contracts with financial institutions and other financial service providers.

Issuer Solutions revenues, presented in discontinued operations, are primarily derived from long-term contracts with financial institutions and other financial service providers.

Issuer Solutions customer contracts typically include an obligation to provide processing services to those customers.

2 unchanged sentences

We have determined that these processing services represent a stand-ready obligation comprising a series of distinct days of services that are substantially the same and have the same pattern of transfer to the customer.

Issuer Solutions contracts may also include additional performance obligations relating to loyalty redemption services and other professional services.

Certain of the Issuer Solutions contracts also include additional performance obligations relating to loyalty redemption services and other professional services.

Similar to processing services, we have determined that loyalty redemption services represent a stand-ready obligation comprising a series of distinct days of service that are substantially the same and have the same pattern of transfer to the customer.

12 unchanged sentences

Other Issuer Solutions customer arrangements provide business-to-business ("B2B") payment services, consisting of a stand-ready obligation to process financial transactions for which revenue is recognized on a daily basis based on the services that are performed on that day.

Customer contracts may also include subscription based SaaS arrangements that automate key procurement processes and enable virtual cards and integrated payments options, for which revenue is recognized over time on a ratable basis over the contract term beginning on the date that the services are first made available to the customer.

Certain customer contracts also include subscription based SaaS arrangements that automate key procurement processes and enable virtual cards and integrated payments options, for which revenue is recognized over time on a ratable basis over the contract term beginning on the date that the services are first made available to the customer.

Consumer Solutions.

10 unchanged sentences

We consider certain portions of our cash and cash equivalents to be unrestricted but not available for general purposes.

The amount of cash that we consider to be available for general purposes, $ 1,067.5 million and $ 703.3 million as of December 31, 2024 and 2023, respectively, does not include the following:

(i) settlement-related cash balances, (ii) funds held as collateral for merchant losses ("Merchant Reserves") and (iii) funds held for customers.

The amount of cash that we consider to be available for general purposes (inclusive of discontinued operations), $ 980.7 million and $ 1,067.5 million as of December 31, 2025 and 2024, respectively, does not include the following:

(i) settlement-related cash balances, (ii) funds held as collateral for merchant losses ("Merchant Reserves"), (iii) funds held for customers and (iv) proceeds from our November Senior Notes offering which were reserved to fund our planned acquisition of Worldpay.

Settlement-related cash balances represent funds that we hold when the incoming amount from the card networks precedes the funding obligation to the merchant.

6 unchanged sentences

Restricted cash includes amounts that cannot be withdrawn or used for general operating activities under legal or regulatory restrictions.

Restricted cash consists of amounts deposited by customers for prepaid card transactions and funds held as a liquidity reserve that are subject to local regulatory restrictions requiring appropriate segregation and restriction in their use.

Restricted cash is included in prepaid expenses and other current assets in the consolidated balance sheets with a corresponding liability in accounts payable and accrued liabilities.

Restricted cash consists of amounts deposited by customers for prepaid card transactions, funds held as a liquidity reserve that are subject to local regulatory restrictions requiring appropriate segregation and restriction in their use, and amounts held in escrow on our behalf by a third party.

Restricted cash is included in prepaid expenses and other current assets in the consolidated balance sheets.

We regularly maintain cash balances with financial institutions in excess of the Federal Deposit Insurance Corporation insurance limit or the equivalent outside the U.S.

As of December 31, 2024 , approximately 75 % of our total balance of cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks.

As of December 31, 2025 , approximately 75 % of our total balance of cash and cash equivalents (inclusive of discontinued operations) was held within a small group of financial institutions, primarily large money center banks.

Although we currently believe that the financial institutions with whom we do business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so.

2 unchanged sentences

(in thousands)

Cash and cash equivalents $ 2,538,416 $ 2,088,887

Restricted cash 197,559 167,190

Cash included in assets held for sale — 798

Cash and cash equivalents of continuing operations $ 8,336,402 $ 2,356,470

Restricted cash of continuing operations 376,323 197,559

Cash, cash equivalents and restricted cash of discontinued operations 403,689 181,946

Cash, cash equivalents and restricted cash shown in the statement of cash flows $ 9,116,414 $ 2,735,975

4 unchanged sentences

Contract assets and liabilities are presented net at the individual contract level in the consolidated balance sheet and are classified as current or noncurrent based on the nature of the underlying contractual rights and obligations.

See "Note 4 — Revenues" for further information.

"Note 4 — Revenues" for further information.

Allowance for credit losses on accounts receivable - We are exposed to credit losses on accounts receivable balances.

1 unchanged sentence

A broad range of information is considered in the estimation process, including historical loss information adjusted for current conditions and expectations of future trends.

The estimation process also includes consideration of qualitative and quantitative risk factors associated with the age of asset balances, expected timing of payment, contract terms and conditions, changes in specific customer risk profiles or mix of customers, geographic risk, industry or economic trends and relevant environmental factors.

The estimation process also includes consideration of qualitative and quantitative risk factors associated with the age of asset balances, expected timing of payment, contract terms and conditions, changes in specific customer risk profiles or mix of customers, geographic risk, indust ry or economic trends and relevant environmental factors.

Accounts receivable is presented net of an allowance for credit losses of $ 50.2 million and $ 24.0 million as of December 31, 2025 and 2024, respectively.

4 unchanged sentences

Revenues are recognized net of estimated billing adjustments.

Adjustments to customer invoices are charged against the allowance for billing adjustments.

Adjustments to customer invoic es are charged against the allowance for billing adjustments.

Contract costs - We capitalize certain costs to obtain contracts with customers, including employee sales commissions and fees to business partners.

28 unchanged sentences

These intermediary balances arising in our settlement process are reflected as settlement processing assets and obligations in our consolidated balance sheets.

Settlement processing assets and obligations include the following components:

• Interchange reimbursement .

Our receivable from merchants for the portion of the discount fee related to reimbursement of the interchange fee.

• Receivable from Members.

Our receivable from the Members for transactions in which we have advanced funding to the Members to fund merchants in advance of receipt of funding from payment networks.

• Receivable from networks .

Our receivable from a payment network for transactions processed on behalf of merchants where we are a direct member of that particular network.

• Exception items .

Items such as customer chargeback amounts received from merchants.

• Merchant Reserves .

Reserves held to minimize contingent liabilities associated with losses that may occur under the merchant agreement.

• Liability to Members .

Our liability to the Members for transactions that have not yet been funded to the merchants.

• Liability to merchants .

Our liability to merchants for transactions that have been processed but not yet funded where we are a direct member of a particular payment network.

• Allowance for credit and other merchant losses on settlement assets.

Allowances, charges or expected credit losses on chargebacks, merchant fraud or other merchant-related reason.

We apply offsetting to our settlement processing assets and obligations where a right of setoff exists.

20 unchanged sentences

The provision for merchant losses is included as a component of cost of service in our consolidated statements of income.

Reserve for contract contingencies and processing errors - A significant number of our customer contracts in our Issuer Solutions segment contain service level agreements that can result in performance penalties payable by us if we do not meet contractually required service levels.

We recognize an accrual for estimated performance penalties and processing errors.

When providing for these accruals, we consider such factors as our history of incurring performance penalties and processing errors, actual contractual penalty charge rates in our contracts, progress towards milestones and known processing errors.

These accruals are included in accrued liabilities in our consolidated balance sheets.

Depending on the nature of the item, transaction processing provisions are either included as a reduction of the transaction price and recognized as a reduction in revenues as the related services are provided to the customer, or recognized as a component of cost of service, in our consolidated statements of income.

Reserve for cardholder losses - Through services offered in our former Consumer Solutions segment, we were exposed to losses due to cardholder fraud, payment defaults and other forms of cardholder activity as well as losses due to nonperformance of third parties who received cardholder funds for transmittal to the issuing financial institutions.

We established a reserve for losses we estimated would arise from processing customer transactions, debit card overdrafts, chargebacks for unauthorized card use and merchant-related chargebacks due to nondelivery of goods and services.

These reserves were established based upon historical loss and recovery rates and cardholder activity for which specific losses could be identified.

14 unchanged sentences

The quantitative assessment compares the estimated fair value of the reporting unit to its carrying amount, and recognizes an impairment loss for the amount by which a reporting unit’s carrying amount exceeds its estimated fair value, without exceeding the total amount of goodwill allocated to that reporting unit.

During the second quarter of 2022, a sustained decline in our share price and increases in discount rates, primarily resulting from increased economic uncertainty, indicated a potential decline in fair value and triggered a requirement to evaluate our Issuer Solutions and former Business and Consumer Solutions reporting units for potential impairment as of June 30, 2022.

Furthermore, the estimated sales price for the consumer business portion of our former Business and Consumer Solutions reporting unit also indicated a potential decline in fair value as of June 30, 2022.

We determined on the basis of the quantitative assessment that the fair value of our Issuer Solutions reporting unit was still greater than its carrying amount as of June 30, 2022, indicating no impairment.

Based on the quantitative assessment of our former Business and Consumer Solutions reporting unit, including consideration of the consumer business disposal group and the remaining assets of the reporting unit, we recognized a goodwill impairment charge of $ 833.1 million in our consolidated statement of income during the three months ended June 30, 2022.

The estimated fair value used in the goodwill impairment assessment was considered to be a nonrecurring Level 3 measurement of the valuation hierarchy.

During the third quarter of 2022, as a result of the pending disposition of our consumer business and changes in how our business is managed, we realigned the businesses previously comprising our former Business and Consumer Solutions segment to include the B2B portion within our Issuer Solutions segment and the consumer portion forming our Consumer Solutions segment.

In connection with the change in presentation of segment information, the B2B portion of our former Business and Consumer Solutions reporting unit was realigned into the Issuer Solutions reporting unit, including a reallocation of goodwill.

During the second quarter of 2023, we completed the sale of our consumer business.

In addition, during 2023, we realigned our reporting units based on organizational changes and the acquired operations of EVO.

As of October 1, 2024, our reporting units consisted of the following:

North America Payments Solutions, Vertical Market Software Solutions, Europe Merchant Solutions, Spain Merchant Solutions, Asia-Pacific Merchant Solutions, Latin America Merchant Solutions and Issuer Solutions.

As of October 1, 2024, we performed a quantitative assessment of impairment for our Issuer Solutions, Europe Merchant Solutions, Spain Merchant Solutions and Latin America Merchant Solutions reporting units and a qualitative assessment for all other reporting units.

We determined on the basis of the quantitative assessments of our Issuer Solutions, Europe Merchant Solutions, Spain Merchant Solutions and Latin America Merchant Solutions reporting units that the fair value of each reporting unit was greater than its respective carrying amount, indicating no impairment.

Additionally, we determined on the basis of the qualitative factors that the fair value of other reporting units was not more likely than not less than the respective carrying amounts.

During the quarter ended December 31, 2024, we realigned our reporting units based on a strategic and organizational changes.

The new reporting units are Core Payments Solutions, Integrated and Embedded Solutions, Point-of-Sale and Software Solutions, International Merchant Solutions and Issuer Solutions.

During 2023, we realigned our reporting units based on organizational changes and the acquired operations of EVO.

During the fourth quarter of 2024, we realigned our reporting units based on strategic and organizational changes.

Upon realignment of our reporting units, we performed a quantitative assessment of impairment for our Core Payments Solutions, Integrated and Embedded Solutions and Point-of-Sale and Software Solutions reporting units, and determined on the basis of those assessments that the fair value of each reporting unit was greater than its respective carrying amount, indicating no impairment.

Additionally, our International Merchant Solutions reporting unit was an aggregation of our former Europe, Spain and Asia-Pacific reporting units, and was not more likely than not less than its respective carrying amounts.

The realignment did not affect our Issuer Solutions reporting unit.

The realignment did not affect our prior Issuer Solutions reporting unit, which is now a discontinued operation.

During the second quarter of 2025, the classification of the Issuer Solutions disposal group as held for sale and a discontinued operation triggered a requirement to evaluate the Issuer Solutions disposal group for potential impairment.

Based on the quantitative assessment, we recognized a goodwill impairment charge of $ 33.2 million in discontinued operations during the three months ended June 30, 2025.

As a result of changes to our plan of sale for a component of our discontinued operations during the fourth quarter of 2025, as described above within the "Business, consolidation and presentation" section, this charge was reclassified from discontinued operations to continuing operations and reflected as impairment of goodwill in our consolidated statement of income for the year ended December 31, 2025.

The estimated fair value used in the goodwill impairment assessment was considered to be a nonrecurring Level 3 measurement in the fair value hierarchy.

As of October 1, 2025, we performed a quantitative assessment of impairment for all of our reporting units (Core Payments Solutions, Integrated and Embedded Solutions, Point-of-Sale and Software Solutions and International Merchant Solutions) and determined that the fair value of each reporting unit was greater than its respective carrying amount, indicating no impairment.

See "Note 6 — Goodwill and Other Intangible Assets" for further information.

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Amortization expense for the years ended December 31, 2025, 2024 and 2023 was $ 6.5 million, $ 7.0 million and $ 3.5 million, respectively, and is presented in the same line item in the consolidated statements of income as the expense for the associated cloud services arrangement.

During the year ended December 31, 2024, we also recognized a charge of $ 28.5 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, which was included within selling, general and administrative expenses in our consolidated statements of income and included within Corporate expenses for segment reporting purposes.

Leases - We evaluate each of our lease and service arrangements at inception to determine if the arrangement is, or contains, a lease and the appropriate classification of each identified lease.

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The incremental borrowing rate used is a fully collateralized rate that considers our credit rating, market conditions and the term of the lease at the lease commencement date.

We have made an accounting policy election to not recognize assets or liabilities for leases with a term of less than 12 months and to account for all components in a lease arrangement as a single combined lease component for all asset classes with the exception of computer equipment, for which we account for lease and nonlease components separately.

See "Note 7 — Leases" for further information.

9 unchanged sentences

Subsequent changes to the estimated selling price of an asset or disposal group held for sale are recognized as gains or losses in our consolidated statement of income and any subsequent gains are limited to the cumulative losses previously recognized.

The Issuer Solutions disposal group met the criteria to be classified as held for sale and the disposition represents a strategic shift that will have a major effect on the Company's operations and financial results.

As a result, the operating results of the Issuer Solutions business have been reflected as discontinued operations.

Notes receivable and allowance for credit losses - During the year ended December 31, 2023, we provided seller financing in connection with the sale of our former consumer and gaming businesses.

3 unchanged sentences

We utilize a probability-of-default and loss given default method to develop an estimate of current expected credit losses applied at the loan level.

A variety of factors are considered to estimate the expected credit loss, including the probability of default (representing the probability the asset will default within a given time frame), the loss given default (representing the percentage of the asset that is not expected to be collected due to default), leverage ratios, interest rates, market and industry data, and forecasts that affect the collectibility of the reported amount.

The estimation process also includes consideration of qualitative and quantitative risk factors associated with expected timing of payment, industry trends and current and anticipated future economic conditions.

Expected credit losses are estimated over the life of the loans, adjusted for expected prepayments when appropriate.

We recognized a noncash charge as an allowance for estimated future credit losses on the notes of $ 15.2 million for the year ended December 31, 2023, which is included as a component of interest and other expense in our consolidated statements of income.

We recognized a noncash charge as an allowance for

estimated future credit losses on the notes of $ 15.2 million for the year ended December 31, 2023, which is included as a component of interest and other expense in our consolidated statements of income.

Notes receivable are presented net of an allowance for credit losses of $ 15.2 million as of December 31, 2025 and 2024, respectively.

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At inception, we formally designate and document instruments that qualify for hedge accounting of underlying exposures.

When qualified for hedge accounting, these financial instruments are recognized at fair value in our consolidated balance sheets, and changes in fair value are recognized as a component of other comprehensive income (loss) and included in accumulated other comprehensive loss within equity in our consolidated balance sheets.

When qualified for hedge accounting, these financial instruments are recognized at fair value in our consolidated balance sheets, and changes in fair value are recognized as a component of other comprehensive income (loss) and included in accumulated other comprehensive income (loss) within equity in our consolidated balance sheets.

Cash flows resulting from settlements are presented as a component of cash flows from operating activities within our consolidated statements of cash flows.

1 unchanged sentence

Fluctuations in the value of these instruments generally are offset by changes in the forecasted cash flows of the underlying exposures being hedged.

This offset is driven by the high degree of effectiveness between the exposure being hedged and the hedging instrument.

is driven by the high degree of effectiveness between the exposure being hedged and the hedging instrument.

We designated each of our active interest rate swap agreements as a cash flow hedge of interest payments on variable rate borrowings.

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Fair value of financial instruments - The carrying amounts of cash and cash equivalents, restricted cash, receivables, settlement lines of credit, accounts payable and accrued liabilities approximate their fair value given the short-term nature of these items.

The estimated fair value of our senior notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the valuation hierarchy.

The estimated fair value of our $ 2.0 billion 1.500 % convertible notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the valuation hierarchy and our $ 1.5 billion 1.000 % convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the valuation hierarchy.

The estimated fair value of our senior notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the fair value hierarchy.

The estimated fair value of our $ 2.0 billion 1.500 % convertible notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the fair value hierarchy and our $ 1.5 billion 1.000 % convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the fair value hierarchy.

Certain of our long-term debt arrangements include variable interest rates.

The fair value of long-term debt with variable interest rates was determined using Level 2 inputs, and approximated carrying amount, exclusive of debt issuance costs.

The fair values of our swap agreements were determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date and classified within Level 2 of the valuation hierarchy.

See "Note 9 — Long-Term Debt and Lines of Credit" and "Note 10 — Derivatives and Hedging Instruments" for further information.

The estimated fair value of our notes receivable was based on a discounted cash flow approach and is considered to be a Level 3 measurement of the valuation hierarchy.

See "Note 3 — Business Dispositions" for further information.

The estimated fair value of our notes receivable was based on a discounted cash flow approach and is considered to be a Level 3 measurement of the fair value hierarchy.

See "Note 3 — Business Dispositions and Discontinued Operations" for further information.

We also have investments in equity instruments without readily determinable fair values.

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In determining the measurement method of redemption price, we have elected to accrete changes in the redemption price over the period from the date of issuance to the earliest redemption date of the instrument using the effective interest method, applied prospectively.

We have also elected to recognize the entire amount of any redemption price adjustments in net income attributable to noncontrolling interests in our consolidated statements of income.

We have also elected to recognize the entire amount of any redemption price adjustments in net income attributable to noncontrolling interests in our consolidated statements of

Certain of our redeemable noncontrolling interests are redeemable at fair value and are considered to be a Level 3 measurement of the valuation hierarchy.

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Furthermore, the effect of the related capped call transactions is not included in the computation of diluted EPS as it is always anti-dilutive.

The following table sets forth the computation of the diluted weighted-average number of shares outstanding for all periods presented:

The following table sets forth the computations of basic and diluted EPS for continuing and discontinued operations for all periods presented:

Years Ended December 31,

2025 2024 2023

(in thousands)

(in thousands, except per share data)

Income from continuing operations attributable to Global Payments $ 1,072,736 $ 1,285,195 $ 620,007

Income from discontinued operations attributable to Global Payments 327,371 285,170 366,226

Net income attributable to Global Payments $ 1,400,107 $ 1,570,365 $ 986,233

Basic weighted-average number of shares outstanding 241,634 254,291 261,126

1 unchanged sentence

Diluted weighted-average number of shares outstanding 242,008 254,845 261,698

Basic earnings per share attributable to Global Payments:

Continuing operations $ 4.44 $ 5.06 $ 2.38

Discontinued operations 1.35 1.12 1.40

Total basic earnings per share attributable to Global Payments $ 5.79 $ 6.18 $ 3.78

Diluted earnings per share attributable to Global Payments:

Continuing operations $ 4.43 $ 5.04 $ 2.37

Discontinued operations 1.35 1.12 1.40

Total diluted earnings per share attributable to Global Payments $ 5.78 $ 6.16 $ 3.77

Repurchased shares - We account for the retirement of repurchased shares using the par value method under which the repurchase price is charged to paid-in capital up to the amount of the original issue proceeds of those shares.

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The acquisition aligns with our technology-enabled payments strategy, expands our geographic presence in attractive markets and augments our business-to-business software and payment solutions business.

Total purchase consideration was $ 4.3 billion, which consisted of the following (in thousands):

Total purchase consideration of $ 4.3 billion consisted of the following (in thousands):

Cash paid to EVO shareholders (1)

48 unchanged sentences

During the years ended December 31, 2025, 2024, and 2023, we completed other acquisitions that were insignificant individually and in the aggregate to the consolidated financial statements.

For one of the acquisitions during the year ended December 31, 2024, $ 47.3 million of consideration is payable in the year ending December 31, 2025 and $ 8.8 million is payable in the year ending December 31, 2026.

Valuation of Identified Intangible Assets

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This method required us to estimate the future revenues for the related assets, the appropriate royalty rate and the weighted-average cost of capital.

NOTE 3— BUSINESS DISPOSITIONS

NOTE 3— BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS

Discontinued Operations

Through our Issuer Solutions business, we provided financial institutions and retailers technologies to manage their card portfolios, reduce technical complexity and overhead and offer a seamless experience for cardholders.

In addition, we provided flexible commercial payments, accounts payable and electronic payment alternative solutions that support B2B payment processes and other financial service solutions for businesses and governments, including SaaS offerings that automate key procurement processes, provide invoice capture, coding and approval, and enable virtual cards and integrated payments options across a variety of key vertical markets.

We also offered complementary services including account management and servicing, fraud solution services, analytics and business intelligence, cards, statements and correspondence, customer contact services and risk management solutions.

As described in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies," our Issuer Solutions business met the criteria to be classified as a held for sale disposal group and a discontinued operation.

The following table presents the major classes of line items constituting income from discontinued operations, net of tax,

in our consolidated statements of income for the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,

2025 2024 2023

(in thousands)

Revenues $ 2,509,698 $ 2,393,183 $ 2,313,095

Operating expenses:

Cost of service 1,308,059 1,749,576 1,697,442

Selling, general and administrative 344,525 284,502 214,881

Loss on business disposition 160,449 — —

1,813,033 2,034,078 1,912,323

Operating income 696,665 359,105 400,772

Interest and other income (expense), net ( 23,156 ) ( 20,634 ) ( 12,487 )

Income from discontinued operations before income taxes and equity in income of equity method investments 673,509 338,471 388,285

Income tax expense 346,037 53,620 22,503

Income from discontinued operations before equity in income of equity method investments 327,472 284,851 365,782

Equity in income (loss) of equity method investments ( 101 ) 319 444

Income from discontinued operations, net of tax $ 327,371 $ 285,170 $ 366,226

The following table presents the carrying amounts of the major classes of assets and liabilities of discontinued operations as of December 31, 2025 and 2024:

December 31, 2025 December 31, 2024

(in thousands)

Cash and cash equivalents $ 403,689 $ 181,946

Accounts receivable, net 333,142 294,053

Prepaid expenses and other current assets 466,703 261,603

Current assets of discontinued operations 1,203,534 737,602

Goodwill 9,284,218 9,258,744

Other intangible assets, net 4,201,245 4,317,771

Property and equipment, net 1,111,243 861,763

Other noncurrent assets 632,914 635,260

Valuation allowance to adjust assets to estimated fair value, less costs to sell ( 160,449 ) —

Noncurrent assets of discontinued operations 15,069,171 15,073,538

Accounts payable and accrued liabilities 810,301 376,138

Current liabilities of discontinued operations 810,301 376,138

Deferred income taxes 277,226 248,575

Other noncurrent liabilities 155,796 158,080

Noncurrent liabilities of discontinued operations 433,022 406,655

Cash flows related to discontinued operations are included in our consolidated statements of cash flows for the years ended December 31, 2025, 2024 and 2023.

The following table presents selected items affecting the statements of cash flows:

Years Ended December 31,

2025 2024 2023

(in thousands)

Depreciation and amortization of property and equipment $ 31,564 $ 118,602 $ 115,938

Amortization of acquired intangibles 154,106 526,441 518,860

Loss on business disposition 160,449 — —

Capital expenditures 165,293 172,070 125,674

Assets and liabilities classified as held for sale are required to be reported at the lower of carrying amount or fair value less costs to sell.

As of December 31, 2025, we determined that the fair value of the Issuer Solutions disposal group, less costs to sell, was lower than its carrying amount and we recognized a charge of $ 160.4 million within loss on business disposition in discontinued operations for the year ended December 31, 2025.

The fair value of the Issuer Solutions disposal group was determined using a combination of an income approach and a market approach and was considered to be a nonrecurring Level 3 measurement of the fair value hierarchy.

During the year ended December 31, 2025, Issuer Solutions entered into agreements to acquire hardware, software and related services, of which $ 84.7 million was financed utilizing a two-year vendor financing arrangement.

In addition, during the year ended December 31, 2025, Issuer Solutions recognized approximately $ 196.6 million of deferred income tax expense associated with our investment in subsidiaries of the disposal group expected to be divested in the transaction.

During the year ended December 31, 2024, Issuer Solutions entered into agreements to acquire hardware, software and related services, of which $ 60.5 million was financed utilizing two to six-year vendor financing arrangements.

Certain of the agreements included the purchase of assets previously leased.

Additionally, during the year ended December 31, 2024, we also recognized a charge of $ 55.8 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, which was included within selling, general and administrative expenses in the table above.

During the year ended December 31, 2023, Issuer Solutions entered into agreements to acquire hardware, software and related services , of which $ 182.2 million was financed utilizing two to five-year vendor financing arrangements.

Certain of the agreements included the purchase of assets previously leased.

Heartland Payroll Solutions, Inc.

- In September 2025, we completed the sale of Heartland Payroll Solutions, Inc.

("Payroll Solutions"), our payroll business included in our Merchant Solutions segment prior to disposition, to Acrisure, LLC ("Acrisure") for approximately $ 1.1 billion, including up to $ 75 million of contingent consideration upon the buyer's achieving a specified revenue target.

In connection with the transaction, we entered into a mutual referral agreement and long-term commercial partnership with Acrisure.

We recognized a gain on the sale of $ 331.4 million during the year ended December 31, 2025.

AdvancedMD, Inc.

- In December 2024, we completed the sale of AdvancedMD, Inc.

("AdvancedMD") for approximately $ 1 billion, subject to certain closing adjustments, and up to $ 125 million contingent upon the purchaser achieving certain specified returns.

("AdvancedMD") for approximately $ 1.1 billion and up to $ 125 million contingent upon the purchaser achieving certain specified returns.

AdvancedMD is a provider of software-as-a-service solutions to small-to-medium sized ambulatory physician practices in the United States, and was included in our Merchant Solutions segment prior to disposition.

We recognized a gain on the sale of $ 273.1 million during the year ended December 31, 2024.

Gaming Business - In April 2023, we completed the sale of our gaming business for approximately $ 400 million, subject to certain closing adjustments.

The gaming business was included in our Merchant Solutions segment prior to disposition, and had been presented as held for sale in our consolidated balance sheet since December 31, 2022.

Gaming Business - In April 2023, we completed the sale of our gaming business for approximately $ 400 million.

The gaming business was included in our Merchant Solutions segment prior to disposition.

We recognized a gain on the sale of $ 106.9 million during the year ended December 31, 2023.

Consumer Business - In April 2023, we completed the sale of the consumer portion of our Netspend business for approximately $ 1 billion, subject to certain closing adjustments.

Consumer Business - In April 2023, we completed the sale of the consumer portion of our Netspend business for approximately $ 1 billion.

The consumer business comprised our former Consumer Solutions segment prior to disposition, and had been presented as held for sale with certain adjustments to report the disposal group at fair value less costs to sell in our consolidated balance sheet since June 30, 2022.

We recognized a loss on this business disposition in our consolidated statements of income of $ 243.6 million during the year ended December 31, 2023.

The loss during the year ended December 31, 2023 included the effects of incremental negotiated closing adjustments, changes in the estimated fair value of the seller financing and the effects of the final tax structure of the transaction.

We also recognized charges within net loss on business dispositions in our consolidated statements of income of $ 71.9 million during the year ended December 31, 2022 to reduce the disposal group to estimated fair value less costs to sell, which related primarily to estimated costs to sell and changes in the estimated fair value of the fixed rate seller financing commitment.

As further discussed in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies," we recognized a goodwill impairment charge of $ 833.1 million during the year ended December 31, 2022 related to our former Business and Consumer Solutions reporting unit.

Notes Receivable and Allowance for Credit Losses

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The aggregate fair value of the first and second lien term loans upon the closing of the transaction was $ 653.9 million, calculated using a discounted cash flow approach.

In addition, during the second quarter of 2023, we provided the purchasers a five-year $ 50 million secured revolving facility, bearing interest at a fixed annual rate of 9.0 % payable quarterly in cash, initial drawings on which were subsequently repaid during the third quarter of 2023.

In connection with the sale of our gaming business in April 2023, we provided seller financing consisting of an unsecured promissory note due April 1, 2030 with an aggregate principal amount of $ 32 million bearing interest at a fixed annual rate of 11.0 %.

We recognized interest income of $ 89.9 million on the notes during the year ended December 31, 2024 and $ 58.3 million during the year ended December 31, 2023, as a component of interest and other income in the consolidated statements of income.

The issuance of the notes in connection with the sale transactions was a noncash investing activity in our consolidated statement of cash flows for the year ended December 31, 2023.

As of December 31, 2024 and 2023, there was an aggregate principal amount of $ 810.2 million and $ 753.5 million, respectively, outstanding on the notes, including PIK interest, and the notes are presented net of the allowance for credit losses of $ 15.2 million within notes receivable in our consolidated balance sheets.

In addition, during the year ended December 31, 2023, we provided the purchasers a five-year $ 50 million secured revolving facility, bearing interest at a fixed annual rate of 9.0 % payable quarterly in cash, initial drawings on which were subsequently repaid during the year ended December 31, 2023.

As of December 31, 2025, this note bears PIK interest at an annual rate of 13.0 %.

We recognized interest income of $ 97.8 million and $ 89.9 million on the notes during the year ended December 31, 2025 and 2024, respectively, as a component of interest and other income in the consolidated statements of income.

The issuances of the notes in connection with the sale transactions were noncash investing activities in our consolidated statement of cash flows for the year ended December 31, 2023.

As of December 31, 2025 and 2024, there was an aggregate principal amount outstanding of $ 852.0 million and $ 810.2 million, respectively.

The notes are presented net of the allowance for credit losses of $ 15.2 million within notes receivable in our consolidated balance sheets.

Principal payments due within 12 months are included in prepaid expenses and other current assets in the consolidated balance sheets.

The estimated fair value of the notes receivable was $ 849.8 million and $ 809.3 million as of December 31, 2025 and 2024, respectively.

The estimated fair value of notes receivable was based on a discounted cash flow approach and is considered to be a Level 3 measurement of the valuation hierarchy.

Sale of Merchant Solutions Business in Russia - We sold our Merchant Solutions business in Russia in April 2022 for cash proceeds of $ 9 million.

During the year ended December 31, 2022, we recognized a loss of $ 127.2 million associated with the sale, comprised of the difference between the consideration received and the net carrying amount of the business and the reclassification of $ 62.9 million of associated accumulated foreign currency translation losses from the separate component of equity.

The loss was presented within net loss on business dispositions in our consolidated statement of income.

The estimated fair value of notes receivable was based on a discounted cash flow approach and is considered to be a Level 3 measurement of the fair value hierarchy.

NOTE 4— REVENUES

The following tables present a disaggregation of our revenues from contracts with customers by geography for each of our reportable segments for the years ended December 31, 2024, 2023 and 2022:

Year Ended December 31, 2024

Merchant Solutions Issuer Solutions Intersegment Eliminations Total

(in thousands)

Americas $ 6,254,163 $ 1,883,852 $ ( 23,260 ) $ 8,114,755

Europe 1,174,828 556,599 — 1,731,427

Asia Pacific 259,712 43,206 ( 43,206 ) 259,712

$ 7,688,703 $ 2,483,657 $ ( 66,466 ) $ 10,105,894

Year Ended December 31, 2023

Merchant Solutions Issuer Solutions Consumer Solutions Intersegment Eliminations Total

(in thousands)

Americas $ 5,867,308 $ 1,849,638 $ 182,740 $ ( 37,094 ) $ 7,862,592

Europe 1,023,546 507,342 — — 1,530,888

Asia Pacific 260,939 41,890 — ( 41,890 ) 260,939

The following table presents a disaggregation of our revenues from contracts with customers by geography for our Merchant Solutions segment for the years ended December 31, 2025, 2024 and 2023.

Revenues from our Consumer Solutions segment were solely affiliated with the Americas.

Years Ended December 31,

2025 2024 2023

Year Ended December 31, 2022

Merchant Solutions Issuer Solutions Consumer Solutions Intersegment Eliminations Total

(in thousands)

3 unchanged sentences

$ 7,705,878 $ 7,735,970 $ 7,197,044

In our Merchant Solutions segment, we actively market and provide our payment services, enterprise software solutions and other value-added services directly to our customers through a variety of relationship-led and technology-enabled distribution channels.

Through our relationship-led direct sales forces worldwide, as well as financial institution and other referral partnerships, we offer our payments technology services, software and other value-added solutions directly to customers across numerous verticals in the markets we serve.

Our technology-enabled distribution channel includes integrated and vertical market software solutions and ecommerce and omnichannel solutions.

The following table presents a disaggregation of our Merchant Solutions segment revenues by distribution channel for the years ended December 31, 2024, 2023 and 2022:

In our Merchant Solutions segment, we actively market and provide our payment services, software and other commerce enablement solutions directly to our customers and through a variety of distribution channels across three service lines:

Point-of-Sale and Software Solutions, Integrated and Embedded Solutions and Core Payments Solutions.

Our Point-of-Sale and Software Solutions business provides advanced payments technology that is integrated into point-of-sale systems and business management software solutions that we own.

Our Integrated and Embedded Solutions business provides e-commerce solutions, advanced payments technology and commerce enablement solutions that is embedded into business management software solutions owned by our technology partners who operate in numerous vertical markets and countries.

Our Core Payments Solutions business provides payments technology services and other commerce enablement solutions directly to customers across numerous verticals in the markets we serve through our direct sales force worldwide, as well as referral partnerships and other wholesale relationships.

The following table presents a disaggregation of our Merchant Solutions segment revenues by service line for the years ended December 31, 2025, 2024 and 2023:

2025 2024 2023

(in thousands)

Relationship-led $ 3,925,253 $ 3,738,536 $ 3,189,046

Technology-enabled 3,763,450 3,413,257 3,015,871

Point-of-Sale and Software Solutions $ 1,321,636 $ 1,512,488 $ 1,395,553

Integrated and Embedded Solutions 3,407,539 3,195,898 2,968,818

Core Payments Solutions 2,976,703 3,027,584 2,832,673

$ 7,705,878 $ 7,735,970 $ 7,197,044

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Net contract assets were not material at December 31, 2025, December 31, 2024 or December 31, 2023.

Revenue recognized for the years ended December 31, 2024 and 2023 from contract liability balances at the beginning of each period was $ 200.0 million and $ 199.7 million, respectively.

Revenue recognized for the years ended December 31, 2025 and 2024 f rom contract liability balances at the beginning of each period was $ 183.2 million and $ 164.8 million , respectively.

ASC 606 requires disclosure of the aggregate amount of the transaction price allocated to unsatisfied performance obligations.

2 unchanged sentences

However, as permitted, we have elected to exclude from this disclosure any contracts with an original duration of one year or less and any variable consideration that meets specified criteria.

Accordingly, the total amount of unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amounts disclosed in the table below (in thousands):

Accordingly, the total amount of unsatisfied or partially unsatisfied performance obligations related to Merchant Solutions processing services is significantly higher than the amounts disclosed in the table below (in thousands):

Year ending December 31,

20 unchanged sentences

$ 1,501,763 $ 1,421,268

During the year ended December 31, 2024, we wrote off capitalized software assets $ 27.3 million for technology assets that will no longer be utilized under a revised technology architecture development strategy, which was presented within selling, general and administrative expenses in our consolidated statements of income and included within Corporate expenses for segment reporting purposes.

NOTE 6— GOODWILL AND OTHER INTANGIBLE ASSETS

16 unchanged sentences

The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the years ended December 31, 2025, 2024 and 2023:

Merchant Solutions Issuer Solutions Consumer Solutions Total

Merchant Solutions

(in thousands)

2 unchanged sentences

Effect of foreign currency translation 126,835

Goodwill derecognized in connection with the sale of a business (1)

( 17,719 ) — — ( 17,719 )

Impairment of goodwill (2)

— — ( 833,075 ) ( 833,075 )

Reallocation of accumulated impairment losses due to change in reporting units (2)

— ( 357,933 ) 357,933 —

Reclassification of goodwill to assets held for sale (3)

( 163,105 ) — ( 366,436 ) ( 529,541 )

Measurement-period adjustments ( 237 )

1 unchanged sentence

Goodwill acquired 193,252

3,283,285 — — 3,283,285

Effect of foreign currency translation ( 223,564 )

Goodwill derecognized in connection with the sale of a business (2)

Measurement-period adjustments 19,927

3 unchanged sentences

Goodwill derecognized in connection with the sale of a business (3)

( 438,911 ) — — ( 438,911 )

Impairment of goodwill ( 33,218 )

Measurement-period adjustments 3,470

Balance at December 31, 2025 $ 17,076,624

(1) Reflects goodwill derecognized in connection with the sale of our Merchant Solutions business in Russia.

See “Note 3—Business Dispositions” for further discussion.

(2) Reflects a goodwill impairment charge related to our former Business and Consumer Solutions reporting unit.

In connection with the change in presentation of segment information during the year ended December 31, 2022, accumulated impairment losses associated with our former Business and Consumer Solutions reporting unit were reallocated to our new reporting units based on relative fair value.

See "Note 1—Basis of Presentation and Summary of Significant Accounting Policies" for further discussion.

(3) Reflects the reclassification of goodwill in connection with the presentation of the consumer and gaming businesses as held for sale.

See “Note 3—Business Dispositions” for further discussion.

(1) Reflects goodwill acquired in connection with our EVO acquisition.

1 unchanged sentence

(2) Reflects goodwill derecognized in connection with the sale of our AdvancedMD business.

See “Note 3—Business Dispositions” for further discussion.

Accumulated impairment losses for goodwill were $ 357.9 million as of December 31, 2024 and 2023 and included in our Issuer Solutions segment.

See “Note 3—Business Dispositions and Discontinued Operations” for further discussion.

(3) Reflects goodwill derecognized in connection with the sale of the Payroll Solutions business.

See “Note 3—Business Dispositions and Discontinued Operations” for further discussion.

Accumulated impairment losses for goodwill were $ 33.2 million as of December 31, 2025 in our Merchant Solutions segment.

We did no t have any accumulated impairment losses for goodwill as of December 31, 2024.

Customer-related intangible assets, acquired technologies, contract-based intangible assets, and trademarks and trade names acquired during the year ended December 31, 2025 had weighted-average amortization periods of 5.7 years, 5.0 years, 6.3 years, and 5.0 years, respectively.

3 unchanged sentences

2026 $ 758,259

2026 1,192,308

NOTE 7— LEASES

8 unchanged sentences

Real estate Other noncurrent assets $ 250,323 $ 247,386

Computer equipment Other noncurrent assets — 5,352

Other Other noncurrent assets 32 116

3 unchanged sentences

Other equipment Property and equipment, net 90,174 52,365

Other Property and equipment, net 8,615 6,634

90,433 52,609

2 unchanged sentences

Other equipment Property and equipment, net ( 53,847 ) ( 39,021 )

Other Property and equipment, net ( 3,409 ) ( 4,497 )

Total accumulated depreciation ( 54,059 ) ( 39,108 )

7 unchanged sentences

Total lease liabilities $ 385,129 $ 400,947

(1) As of December 31, 2024 and 2023, approximately 70 % of our right-of-use assets were located in the United States.

(1) As of December 31, 2025 and 2024, approximately 70 % and 71 %, respectively, of our right-of-use assets were located in the United States.

The weighted-average remaining lease term for operating and finance leases at December 31, 2025 was 8.1 years and 3.2 years, respectively.

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Lease costs for leases with a term of less than 12 months were not material for the year ended December 31, 2025.

Ope rating lease costs in our consolidated statement of income for the year ended December 31, 2023 were $ 101.6 million, including $ 81.6 million in selling, general and administrative expenses and $ 20.0 million in cost of services.

Operating lease costs in our consolidated statement of income for the year ended December 31, 2024 were $ 85.3 million, including $ 79.7 million in selling, general and administrative expenses and $ 5.6 million in cost of services.

Total lease costs for the year ended December 31, 2024 include variable lease costs of $ 13.0 million, which are primarily comprised of the cost of property taxes, insurance and maintenance.

1 unchanged sentence

Lease costs for leases with a term of less than 12 months were not material for the year ended December 31, 2024.

Operating lease costs in our consolidated statement of income for the year ended December 31, 2022 we re $ 137.8 million, including $ 105.7 million in selling, general and administrative expenses and $ 32.1 million in cost of services.

Operating lease costs in our consolidated statement of income for the year ended December 31, 2023 were $ 73.0 million, including $ 66.6 million in selling, general and administrative expenses and $ 6.4 million in cost of services.

Total lease costs for the year ended December 31, 2023 include variable lease costs of $ 15.2 million, which are primarily comprised of the cost of property taxes, insurance and maintenance.

1 unchanged sentence

Lease costs for leases with a term of less than 12 months were not material for the year ended December 31, 2023.

The following cash flow discussion relates to continuing and discontinued operations.

Cash paid for amounts included in the measurement of operating lease liabilities for the years ended December 31, 2025, 2024 and 2023 was $ 62.7 million, $ 62.2 million and $ 78.3 million, respectively, which are included as a component of cash provided by operating activities in the consolidated statements of cash flows.

1 unchanged sentence

Cash paid for amounts included in the measurement of finance lease liabilities that is included as a component of cash used in financing activities in the consolidated statements of cash flows was $ 21.6 million, $ 12.8 million and $ 10.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Finance lease liabilities arising from obtaining new or modified right-of-use assets, net of reductions resulting from certain lease modifications, were $ 9.4 million, $ 4.4 million and $ 8.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.

In connection with the EVO acquisition completed during the year ended December 31, 2023, we acquired right-of-use assets and assumed lease liabilities for operating leases of $ 41.3 million.

In connection with business dispositions completed during the year ended December 31, 2023, we disposed of right-of-use assets and lease liabilities for operating leases of $ 4.9 million and $ 4.9 million, respectively.

During the years ended December 31, 2024, 2023 and 2022, we entered into agreements to acquire hardware, software and related services, including the purchase of certain assets previously leased.

During the year ended December 31, 2024, the reduction in operating lease liabilities arising from the termination of the related right-of-use assets was $ 5.4 million.

During the year ended December 31, 2023, the reduction in operating and finance lease liabilities arising from the termination of the related right-of-use assets was $ 10.3 million and $ 0.1 million, respectively.

During the year ended December 31, 2022, the reduction in operating and finance lease liabilities arising from the termination of the related right-of-use assets was $ 44.2 million and $ 9.7 million, respectively.

Finance lease liabilities arising from obtaining new or modified right-of-use assets, net of reductions resulting from certain lease modifications, were $ 30.1 million, $ 9.4 million for the years ended December 31, 2025 and 2024, respectively.

NOTE 8 - OTHER ASSETS

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The Series B and C convertible preferred shares become convertible in stages based on developments in the litigation and become fully convertible no later than 2028 (subject to a holdback to cover any then pending claims).

In July 2022, in connection with the second mandatory release assessment, a portion of the Series B and C convertible preferred shares was converted by Visa.

We recognized a gain of $ 13.2 million reported in interest and other income in our consolidated statement of income for the year ended December 31, 2022 based on the fair value of the shares received and subsequently sold.

In July 2024, in connection with the third mandatory release assessment, a portion of the Series B and C convertible preferred shares was converted by Visa.

We recognized a gain of $ 18.8 million reported in interest and other income in our consolidated statement of income for the year ended December 31, 2024 based on the fair value of the shares received and subsequently sold.

In August 2025, in connection with the fourth mandatory release assessment, a portion of the Series B and C convertible preferred shares was converted by Visa.

We recognized a gain of $ 8.9 million reported in interest and other income in our consolidated statement of income for the year ended December 31, 2025 based on the fair value of the shares received and subsequently sold.

The remaining Series B and C convertible preferred shares continue to be carried at an assigned value of zero based on the aforementioned factors.

9 unchanged sentences

Long-term Debt

1.500 % senior notes due November 15, 2024

$ — $ 499,143

2.650 % senior notes due February 15, 2025

10 unchanged sentences

460,619 465,012

4.500 % senior notes due November 15, 2028

3.200 % senior notes due August 15, 2029

5 unchanged sentences

4.875 % senior notes due November 15, 2030

2.900 % senior notes due November 15, 2031

745,072 744,233

1 unchanged sentence

744,552 743,730

5.200 % senior notes due November 15, 2032

5.550 % senior notes due November 15, 2035

4.150 % senior notes due August 15, 2049

7 unchanged sentences

1.500 % convertible senior notes due March 1, 2031

1,975,407 1,970,577

Revolving credit facility 1,515,000 1,500,000

Commercial paper notes — 1,371,639

Finance lease liabilities 21,267 10,921

16 unchanged sentences

2029 3,250,130

2030 4,215,671

2031 and thereafter 8,689,725

5 unchanged sentences

Each series of the senior notes is redeemable, at our option, in whole or in part, at any time and from time to time at the redemption prices set forth in the related indenture.

On November 14, 2025, we issued $ 6.2 billion aggregate principal amount of senior unsecured notes consisting of the following:

(i) $ 1.75 billion aggregate principal amount of 4.500 % senior notes due November 2028;

(ii) $ 1.7 billion aggregate principal amount of 4.875 % senior notes due November 2030;

(iii) $ 1.0 billion aggregate principal amount of 5.200 % senior notes due November 2032;

and (iv) $ 1.75 billion aggregate principal amount of 5.550 % senior notes due November 2035.

We incurred debt issuance costs of $ 56.8 million, including underwriting fees, professional services fees and registration fees, which were capitalized and reflected as a reduction of the related carrying amount of the notes in our consolidated balance sheet.

Interest on the senior unsecured notes is payable semi-annually on May 15 and November 15 of each year, commencing May 15, 2026.

The notes are unsecured and unsubordinated indebtedness and rank equally in right of payment with all of our other outstanding unsecured and unsubordinated indebtedness.

The debt issuance was completed in connection with our planned acquisition of Worldpay.

On March 17, 2023, we issued € 800 million aggregate principal amount of 4.875 % senior unsecured notes due March 2031 and received net proceeds of € 790.6 million, or $ 843.6 million based on the exchange rate on the issuance date.

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We used the net proceeds from this offering to fund the redemption in full of the 3.800 % senior unsecured notes due April 2021, to repay a portion of the outstanding indebtedness under our prior credit facility and for general corporate purposes.

We have $ 1.0 billion in aggregate principal amount of 2.900 % senior unsecured notes due May 2030.

On May 15, 2020, we issued $ 1.0 billion in aggregate principal amount of 2.900 % senior unsecured notes due May 2030.

Interest on the notes is payable semi-annually in arrears on May 15 and November 15 of each year, commencing November 15, 2020.

1 unchanged sentence

We issued the senior notes at a total discount of $ 3.3 million and capitalized related debt issuance costs of $ 8.4 million.

We have $ 3.0 billion in aggregate principal amount of senior unsecured notes, consisting of the following:

(i) $ 1.0 billion aggregate principal amount of 2.650 % senior notes due 2025;

On August 14, 2019, we completed the public offering and issuance of $ 3.0 billion in aggregate principal amount of senior unsecured notes, consisting of the following:

(i) $ 1.0 billion aggregate principal amount of 2.650 % senior notes due 2025, which were redeemed in February 2025;

(ii) $ 1.25 billion aggregate principal amount of 3.200 % senior notes due 2029;

3 unchanged sentences

We issued the senior notes at a total discount of $ 6.1 million and capitalized related debt issuance costs of $ 29.6 million.

In addition, in connection with the TSYS Merger, we assumed $ 3.0 billion aggregate principal amount of senior unsecured notes of TSYS, consisting of the following:

In addition, in connection with the TSYS Merger on September 18, 2019, we assumed $ 3.0 billion aggregate principal amount of senior unsecured notes of TSYS, consisting of the following:

(i) $ 750.0 million aggregate principal amount of 3.800 % senior notes due 2021, which were redeemed in February 2021;

(ii) $ 550.0 million aggregate principal amount of 3.750 % senior notes due 2023, which were redeemed in June 2023;

(iii) $ 550.0 million aggregate principal amount of 4.000 % senior notes due 2023, which were redeemed in June 2023;

(iii) $ 550.0 million aggregate principal amount of 4.000 %

senior notes due 2023, which were redeemed in June 2023;

(iv) $ 750 million aggregate principal amount of 4.800 % senior notes due 2026;

2 unchanged sentences

For the 4.450 % senior notes due 2028, interest is payable semi-annually each June 1 and December 1.

The difference between the acquisition-date fair value and face value of senior notes assumed in the TSYS Merger is recognized over the terms of the respective notes as a reduction of interest expense.

The amortization of this fair value adjustment was $ 15.7 million, $ 15.7 million, and $ 27.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Convertible Notes

38 unchanged sentences

Revolving Credit Facility

On August 19, 2022, we entered into a credit agreement with Bank of America, N.A., as administrative agent, and a syndicate of financial institutions, as lenders and other agents.

The credit agreement provides for an unsubordinated unsecured $ 5.75 billion revolving credit facility.

We capitalized debt issuance costs of $ 12.3 million in connection with the issuances under the revolving credit facility.

The revolving credit facility matures in August 2027.

On May 15, 2025, we entered into a credit agreement with a syndicate of financial institutions as lenders and agents.

The credit agreement provides for an unsubordinated unsecured $ 7.25 billion revolving credit facility (the "Revolving Credit Facility"), of which (a) $ 5.75 billion was made available on May 15, 2025 and (b) an additional $ 1.5 billion was made available upon the closing of the acquisition of Worldpay described in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies." Commitments under the Revolving Credit Facility may be increased to an aggregate amount not to exceed $ 7.5 billion.

The Revolving Credit Facility matures in May 2030 and provides for up to two one-year maturity extensions.

Borrowings under the Revolving Credit Facility may be repaid prior to maturity without premium or penalty, subject to payment of certain customary expenses of lenders and customary notice provisions.

Borrowings under the revolving credit facility are available to be made in US dollars, euros, sterling, Canadian dollars and, subject to certain conditions, certain other currencies at our option.

Borrowings under the revolving credit facility will bear interest, at our option, at a rate equal to (i) for SOFR based currencies or certain alternative currencies, a secured overnight financing rate (subject to a 0.00 % floor) plus a 0.10 % credit spread adjustment or an alternative currency term rate (subject to a 0.00 % floor), as applicable, (ii) for US dollar borrowings, a base rate, (iii) for US dollar borrowings, a daily floating secured overnight financing rate (subject to a 0.00 % floor on or after January 1, 2023) plus a 0.10 % credit spread adjustment or (iv) for certain alternative currencies, a daily alternative currency rate (subject to a 0.00 % floor), in each case, plus an applicable margin.

The applicable margin for borrowings under the revolving credit facility will range from 1.125 % to 1.875 % depending on our credit rating.

In addition, we are required to pay a quarterly commitment fee with respect to the unused portion of the revolving credit facility at an applicable rate per annum ranging from 0.125 % to 0.300 % depending on our credit rating.

We capitalized debt issuance costs of $ 12.9 million during the year ended December 31, 2025 in connection with the issuances under the Revolving Credit Facility;

the amount is presented in other noncurrent assets in our consolidated balance sheet.

The Revolving Credit Facility replaced our previous unsubordinated unsecured $ 5.75 billion revolving credit facility (the "Prior Credit Facility"), dated as of August 19, 2022, as amended, which was scheduled to mature in August 2027.

In May 2025, all borrowings outstanding under the Prior Credit Facility were either repaid or continued under the Revolving Credit Facility pursuant to the terms of the new credit agreement.

The Prior Credit Facility was terminated in connection with the execution of the Revolving Credit Facility.

Borrowings under the Revolving Credit Facility will be available to be made in U.S.

dollars, euros, sterling, Canadian dollars and, subject to certain conditions, certain other currencies at our option.

Borrowings under the Revolving Credit Facility will bear interest, at our option, at a rate equal to (i) for secured overnight financing rate based currencies or certain alternative currencies, a secured overnight financing rate (subject to a 0.00 % floor) or an alternative currency term rate (subject to a 0.00 % floor), as applicable, (ii) for US dollar borrowings, a base rate, (iii) for US dollar borrowings, a daily floating secured overnight financing rate (subject to a 0.00 % floor) or (iv) for certain alternative currencies, a daily alternative currency rate (subject to a 0.00 % floor), in each case, plus an applicable margin.

The applicable margin for borrowings other than base rate borrowings will range from 1.000 % to 1.750 % depending on our credit rating and is initially 1.375 %.

We may issue standby letters of credit of up to $ 500 million in the aggregate under the Revolving Credit Facility.

2 unchanged sentences

As of December 31, 2025, there were borrowings of $ 1.5 billion outstanding under the Revolving Credit Facility with an interest rate of 5.11 %, and the total available commitments under the Revolving Credit Facility were $ 4.1 billion.

Committed Bridge Financing

On April 17, 2025, in connection with our entry into the definitive agreement to acquire Worldpay, we obtained $ 7.7 billion in committed bridge financing, which was subsequently reduced to $ 6.2 billion on May 15, 2025 in connection with our entry into the Revolving Credit Facility.

We terminated our bridge facility on November 14, 2025, and recognized deferred financing costs of approximately $ 19.0 million as interest expense for the year ended December 31, 2025.

Commercial Paper

We have a $ 2.0 billion commercial paper program under which we may issue senior unsecured commercial paper notes with maturities of up to 397 days from the date of issue.

In January 2023, we established a $ 2.0 billion commercial paper program under which we may issue senior unsecured commercial paper notes with maturities of up to 397 days from the date of issue.

Commercial paper notes are expected to be issued at a discount from par, or they may bear interest, each at commercial paper market rates dictated by market conditions at the time of their issuance.

The proceeds from issuances of commercial paper notes will be used primarily for general corporate purposes but may also be used for acquisitions, to pay dividends, for debt refinancing or for other purposes.

As of December 31, 2024 , we had no borrowings outstanding under our comm ercial paper program.

The commercial program is backstopped by our revolving credit agreement, in that the amount of commercial paper notes outstanding cannot exceed the undrawn portion of our revolving credit facility.

As of December 31, 2025 and 2024, we had no net borrowings under our commercial paper program.

The commercial program is backstopped by our Revolving Credit Facility, in that the amount of commercial paper notes outstanding cannot exceed the undrawn portion of our Revolving Credit Facility.

As suc h, we could draw on the revolving credit facility to repay commercial paper notes that cannot be rolled over or refinanced with similar debt .

Prior Credit Facility

Prior to the revolving credit facility, we were party to a prior credit facility agreement with Bank of America, N.A., as administrative agent, and a syndicate of financial institutions, as lenders and other agents (as amended from time to time).

The prior credit facility provided for a senior unsecured $ 2.0 billion term loan facility and a senior unsecured $ 3.0 billion revolving credit facility.

In August 2022, all borrowings outstanding and other amounts due under the prior credit facility were repaid and the prior credit facility was terminated.

Bridge Facility

On August 1, 2022, in connection with our entry into the EVO merger agreement, we obtained commitments for a $ 4.3 billion, 364-day senior unsecured bridge facility.

Upon the execution of permanent financing, including the issuance of our senior unsecured notes and entry into the revolving credit facility described above, the aggregate commitments under the bridge facility were reduced to zero and terminated.

Fair Value of Long-Term Debt

1 unchanged sentence

As of December 31, 2025, our 1.500 % convertible senior notes due March 1, 2031 had a total carrying amount of $ 2.0 billion and an estimated fair value of $ 1.8 billion.

The estimated fair value of our senior notes and 1.500 % convertible senior notes were based on quoted market prices in an active market and is considered to be a Level 1 measurement of the valuation hierarchy.

As of December 31, 2025, our 1.000 % convertible notes had a total carrying amount of $ 1.5 billion and an estimated fair value of $ 1.4 billion.

The estimated fair value of our 1.000 % convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the valuation hierarchy.

The estimated fair value of our 1.000 % convertible notes was based on a lattice pricing model and is considered to be a Level 3 measurement of the fair value hierarchy.

The fair value of other long-term debt approximated its carrying amount at December 31, 2025.

1 unchanged sentence

The convertible notes include customary covenants and events of default for convertible notes of this type.

The revolving credit agreement contains customary affirmative covenants and restrictive covenants, including, among others, financial covenants based on net leverage and interest coverage ratios, and customary events of default.

The required leverage ratio was increased as a result of the acquisition of EVO and will gradually step-down over eight quarters to the original required ratio of 3.75 to 1.00.

As of December 31, 2024, the required leverage ratio was 4.00 to 1.00, and the required interest coverage ratio was 3.00 to 1.00.

The Revolving Credit Facility contains customary affirmative covenants and restrictive covenants, including, among others, financial covenants based on net leverage and interest coverage ratios, and customary events of default.

As of December 31, 2025, the required leverage ratio was 3.75 to 1.00.

We were in compliance with all applicable covenants as of December 31, 2025.

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The fair values of our interest rate swaps are determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date.

These derivative instruments are classified within Level 2 of the valuation hierarchy.

In August 2022, in connection with entry into the revolving credit agreement and repayment of amounts outstanding under our prior credit facility, we terminated and settled our interest rate swap agreements existing at that time.

The termination resulted in the recognition of a net gain of $ 1.2 million, including the reclassification of $ 0.5 million of accumulated losses from the separate component of equity.

The net gain was presented in interest and other expense in our consolidated statement of income for the year ended December 31, 2022.

Upon issuance of our senior unsecured notes in August 2019, we made settlement payments of $ 48.3 million related to the termination of forward-starting interest rate swap agreements designated as cash flow hedges, for which the effective portion of the unrealized losses on the swaps was included in other comprehensive loss.

These derivative instruments are classified within Level 2 of the fair value hierarchy.

the unrealized losses on the swaps was included in other comprehensive loss.

We have and will continue to reclassify the effective portion of the realized loss from accumulated other comprehensive loss into interest expense over the terms of the related senior notes.

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(in thousands)

Net unrealized gains (losses) recognized in other comprehensive loss $ 34,399 $ ( 19,683 ) $ 12,915

Net unrealized gains (losses) reclassified out of other comprehensive loss to interest expense $ 8,731 $ 4,609 $ ( 21,327 )

Net unrealized gains (losses) recognized in other comprehensive income (loss) $ ( 11,441 ) $ 34,399 $ ( 19,683 )

Net unrealized gains (losses) reclassified out of other comprehensive income (loss) to interest expense ( 4,727 ) 8,731 4,609

As of December 31, 2025, the amount of net unrealized losses in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was $ 22.2 million.

Treasury Locks

During the year ended December 31, 2025, we entered into $ 1.5 billion in notional treasury lock derivative instruments to hedge interest rate risk in anticipation of our future issuance of fixed rate notes at an average fixed rate of 4.53 %.

Each of these treasury locks was designated as a cash flow hedge of a forecasted transaction, and unrealized gains or losses resulting from adjusting the treasury locks to fair value were recognized as a component of other comprehensive income (loss).

The fair value of the treasury locks was determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date.

These derivative instruments were classified within Level 2 of the fair value hierarchy.

Upon issuance of our senior unsecured notes in November 2025, we terminated the treasury locks.

Accumulated other comprehensive loss from the termination of treasury locks will be amortized to interest expense over future periods.

We recognized a deferred settlement liability upon termination of the treasury locks, payable in three equal installments over a 3-year period ending September 2028.

The settlement liability was $ 53.1 million at December 31, 2025.

The table below presents the effects of our treasury locks on our consolidated statements of comprehensive income:

December 31, 2025

(in thousands)

Net unrealized losses recognized in other comprehensive income (loss) $ ( 53,120 )

Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense ( 618 )

NOTE 11— ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

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Trade accounts payable 278,091 254,292

Payment network fees 250,276 221,864

Compensation and benefits 224,727 228,209

Interest 204,319 171,220

Contract liabilities 177,452 202,366

Payment network fees 222,621 246,102

Income taxes 117,509 207,554

Interest 171,220 166,039

Third-party commissions 89,140 86,947

Operating leases 71,607 81,696

Miscellaneous taxes and withholdings 72,966 58,624

Operating leases 58,065 59,820

Third-party processing fees 41,410 36,251

Unclaimed property 24,413 22,560

Audit and legal 29,065 15,575

Unclaimed property 19,570 24,406

Current portion of accrued buyout liability (1)

14,358 13,719

Other 471,063 315,844

$ 2,660,136 $ 2,836,301

(1) The noncurrent portion of accrued buyout liability of $ 23.5 million and $ 69.1 million is included in other noncurrent liabilities in the consolidated balance sheets as of December 31, 2024 and 2023, respectively.

(1) The noncurrent portion of accrued buyout liability of $ 23.5 million is included in other noncurrent liabilities in the consolidated balance sheet as of December 31, 2024.

During the year ended December 31, 2024, certain actions were taken to align our workforce to our new operating model.

1 unchanged sentence

These charges are presented within selling, general and administrative expenses in our consolidated statements of income and included within Corporate expenses for segment reporting purposes.

At December 31, 2024, accounts payable and accrued liabilities in the consolidated balance sheet included obligations totaling $ 6.3 million for employee termination benefits, which are expected to be paid within the next 12 months.

NOTE 12— INCOME TAX

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2025 2024 2023

Amount Rate Amount Rate Amount Rate

(in thousands) (in thousands) (in thousands)

Income from continuing operations before income taxes and equity in income of equity method investments $ 1,260,119 $ 1,530,316 $ 781,662

statutory rate 264,625 21.0 % 321,366 21.0 % 164,149 21.0 %

Foreign inclusion, net of foreign tax credits 2.3 3.4 8.2

Foreign income taxes 1.8 2.2 1.4

State income taxes, net of federal income tax benefit 1.3 0.9 9.0

Uncertain tax positions 0.9 0.5 ( 0.7 )

Federal tax effects:

Research and development tax credits ( 24,315 ) ( 1.9 ) % ( 29,100 ) ( 1.9 ) % ( 31,373 ) ( 4.0 ) %

Transferable energy credits ( 18,000 ) ( 1.4 ) % — — % — — %

Other ( 412 ) — % ( 548 ) — % ( 1,070 ) ( 0.1 ) %

Nontaxable or nondeductible items:

Nondeductible executive compensation 6,053 0.5 % 6,470 0.4 % 10,772 1.4 %

Share-based compensation expense 0.2 0.9 2.0

Deemed royalty 0.2 0.7 1.2

Net gain on dispositions and liquidations — 4.3 12.1

Goodwill impairment — — 78.0

Valuation allowance ( 0.3 ) ( 0.4 ) ( 0.2 )

Foreign-derived intangible income deduction ( 1.7 ) ( 3.8 ) ( 12.4 )

Tax credits ( 4.4 ) ( 3.8 ) ( 19.5 )

Foreign interest income not subject to tax ( 6.3 ) ( 9.5 ) ( 29.9 )

Other 4,985 0.4 % 570 — % 451 0.1 %

Cross-border tax laws:

Global intangible low-taxed income 18,683 1.5 % 25,261 1.7 % 32,921 4.2 %

Subpart F income 12,790 1.0 % 20,076 1.3 % 19,800 2.5 %

Foreign branches ( 92,447 ) ( 7.3 ) % ( 132,991 ) ( 8.7 ) % ( 98,592 ) ( 12.6 ) %

Foreign-derived intangible income ( 5,497 ) ( 0.4 ) % ( 7,956 ) ( 0.5 ) % ( 5,164 ) ( 0.7 ) %

Base Erosion Anti-Abuse Tax 18,269 1.4 % — — % — — %

Other reconciling items:

Gain/loss on dispositions and restructuring 100,711 8.0 % — — % 50,470 6.5 %

Share-based compensation 5,887 0.5 % 2,317 0.2 % 9,729 1.2 %

Other ( 22,595 ) ( 1.8 ) % 2,146 0.1 % 5,861 0.7 %

Changes in valuation allowances ( 59,205 ) ( 4.7 ) % ( 6,727 ) ( 0.4 ) % ( 1,582 ) ( 0.2 ) %

State income taxes, net of federal effect (1)

50,790 4.0 % 16,216 1.1 % 28,903 3.7 %

Foreign tax effects:

Nontaxable or nondeductible items ( 1,951 ) ( 0.2 ) % ( 16,172 ) ( 1.1 ) % ( 7,004 ) ( 0.9 ) %

Other 859 — % ( 3,310 ) ( 0.3 ) % 2,909 0.4 %

Spain 13,749 1.1 % 960 0.1 % 9,050 1.2 %

Other foreign jurisdictions ( 13,499 ) ( 1.1 ) % 29,029 1.9 % ( 7,565 ) ( 1.0 ) %

Changes in unrecognized tax benefits ( 7,923 ) ( 0.6 ) % 13,906 0.9 % 3,852 0.5 %

Effective tax rate $ 251,557 20.0 % $ 241,513 15.8 % $ 186,517 23.9 %

(1) California, Pennsylvania and New York make up the majority (greater than 50 percent) of the state income tax expense, net of federal income tax effect category for the year ended December 31, 2025.

California, Arizona, New York and New Jersey make up the majority of the state income tax expense, net of federal income tax effect category for the year ended December 31, 2024.

California, Oklahoma, Pennsylvania, New Jersey and New York make up the majority of the state income tax expense, net of federal income tax effect category for the year ended December 31, 2023.

Cash paid for income taxes, net of refunds, for the years ended December 31, 2025, 2024 and 2023 was as follows:

Years Ended December 31,

2025 2024 2023

(in thousands)

Federal $ 430,302 $ 284,599 $ 345,827

State & Local 100,691 45,329 101,515

Mexico — 30,757 —

Spain 77,905 37,246 51,563

UK 66,772 67,676 81,238

Other 110,597 57,656 60,641

Total $ 786,267 $ 523,263 $ 640,784

Deferred income taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax laws and rates.

19 unchanged sentences

Property and equipment 386,355 367,078

Held for sale 157,989 —

Right-of-use assets 37,877 42,430

2 unchanged sentences

Net deferred income tax liability $ 1,434,074 $ 1,486,035

During the year ended December 31, 2024, as part of the integration of EVO into our Merchant Solutions business, certain deferred taxes, primarily those related to acquired intangibles, property and equipment and research and development costs, were reclassified into partnership interests.

The net deferred income taxes reflected in our consolidated balance sheets as of December 31, 2025 and 2024 are as follows:

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Allowance for state tax credits 3,079

Allowance for state interest limitation ( 2,335 )

Allowance for domestic net operating losses 195

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Allowance for state interest limitation ( 177 )

Allowance for domestic net operating losses 195

Balance at December 31, 2024 ( 241,197 )

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Allowance for state interest limitation 2,513

Allowance for domestic net operating losses 427

Balance at December 31, 2025 $ ( 173,836 )

The change in the valuation allowance for the year ended December 31, 2024 is primarily related to foreign tax credits and foreign net operating loss carryforwards.

The change in the valuation allowance for the year ended December 31, 2025 is primarily related to foreign and state tax credits, foreign net operating loss carryforwards, and state interest deduction carryforwards that were determined more likely than not to be realized.

The change in the valuation allowance for the year ended December 31, 2024 is primarily related to increases related to foreign tax credits and foreign net operating loss carryforwards.

The change in the valuation allowance for the year ended December 31, 2023 is primarily related to anticipatory foreign tax credits and state interest deduction carryforwards offset by recognition of state tax credit carryforwards determined more likely than not to be realized.

The decrease in the valuation allowance for the year ended December 31, 2022 is primarily related to the utilization of state tax credit carryforwards.

Foreign net operating loss carryforwards of $ 106.5 million will expire between December 31, 2026 and December 31, 2045, if not utilized.

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Average cost per share $ 89.99 $ 123.00 $ 101.77

The share repurchase activity for the year ended December 31, 2025 included the repurchase of 5,909,656 shares at an average price of $ 84.61 per share under an ASR agreement we entered into on August 6, 2025 with a financial institution to repurchase an aggregate of $ 500.0 million of our common stock during the ASR program purchase period.

This ASR program was completed on September 26, 2025.

The share repurchase activity for the year ended December 31, 2025 also included the repurchase of 2,449,366 shares at an average price of $ 102.07 per share under an ASR agreement we entered into on February 13, 2025 with a financial institution to repurchase an aggregate of $ 250.0 million of our common stock during the ASR program purchase period.

This ASR program was completed on March 11, 2025.

The share repurchase activity for the year ended December 31, 2024 included the repurchase of 1,414,759 shares using a portion of the net proceeds from our offering of 1.500 % convertible senior notes due March 2031 through privately negotiated transactions with purchasers of notes in the offering, or one of their respective affiliates.

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This ASR program was completed on December 20, 2024.

On February 13, 2025, we entered into an ASR agreement to repurchase an aggregate $ 250.0 million of shares of common stock during the program purchase period, which will end prior to March 31, 2025.

The total number of shares to be repurchased under the program will generally be based on the average of the daily volume-weighted average prices of our common stock during the repurchase period less a discount and subject to adjustments pursuant to the terms of the program.

On August 16, 2022, the U.S.

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During the year ended December 31, 2025 and 2024, we reflected excise taxes of $ 11.8 million and $ 15.6 million, respectively, within equity as part of the cost of common stock repurchased, net of share issuances, during the period.

On October 24, 2024, our board of directors approved an increase to our existing share repurchase program authorization, which raised the total available authorization to $ 2.5 billion.

As of December 31, 2025, the remaining amount available under our share repurchase program was $ 676.5 million.

On January 29, 2026, our Board of Directors approved an increase to our existing share repurchase program authorization, which raised the total available authorization to $ 2.5 billion.

On February 18, 2026, we entered into an ASR agreement to repurchase an aggregate $ 550.0 million of shares of common stock during the program purchase period, which will end prior to March 30, 2026.

On January 29, 2026, our Board of Directors declared a cash dividend of $ 0.25 per share payable on March 30, 2026 to common shareholders of record as of March 9, 2026.

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A total of 14.0 million shares of our common stock has been reserved and made available for issuance pursuant to awards granted under the 2011 Amended and Restated Incentive Plan.

In addition, a total of 12.6 million shares (subject to adjustment of one share less for every one award granted share under the 2011 Amended and Restated Plan after December 31, 2024 and prior to April 24, 2025), of our common stock has been reserved and made available for issuance pursuant to awards granted under the 2025 Incentive Plan.

The following table summarizes share-based compensation expense and the related income tax benefit recognized for our share-based awards and stock options:

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(in thousands)

Share-based compensation expense $ 164,244 $ 208,994 $ 163,261

Income tax benefit $ 35,528 $ 48,446 $ 38,059

Share-based compensation expense from continuing operations $ 121,131 $ 137,769 $ 178,138

Share-based compensation expense from discontinued operations 32,516 26,475 30,856

Total share-based compensation expense $ 153,647 $ 164,244 $ 208,994

Total income tax benefit $ 35,950 $ 35,528 $ 48,446

The following discussion of our share-based compensation awards includes awards related to continuing and discontinued operations.

Restricted Stock

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Unvested at December 31, 2022 2,145 $ 159.04

Replacement Awards 202 98.44

Granted 1,322 112.81

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Unvested at December 31, 2023 2,481 131.41

Replacement Awards 202 98.44

Granted 1,225 128.97

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Outstanding at December 31, 2022 1,139 $ 111.75 5.4 $ 17.3

Replacement Awards 142 98.44

Granted 233 110.83

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Outstanding at December 31, 2023 921 99.54 5.0 32.1

Replacement Awards 142 98.44

Granted 168 127.99

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NOTE 15— SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow disclosures for the years ended December 31, 2024, 2023 and 2022 are as follows:

Supplemental cash flow disclosures (inclusive of discontinued operations) for the years ended December 31, 2025, 2024 and 2023 are as follows:

Years Ended December 31,

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NOTE 16— NONCONTROLLING INTERESTS

The following table presents the reconciliation of net income attributable to noncontrolling interests to comprehensive income attributable to noncontrolling interests for the years ended December 31, 2024, 2023 and 2022:

The following table presents the reconciliation of net income attributable to noncontrolling interests to comprehensive income attributable to noncontrolling interests, including discontinued operations, for the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,

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The portions of equity in certain of our consolidated subsidiaries that are not attributable, directly or indirectly, to us, are redeemable upon the occurrence of an event that is not solely within our control.

During the second quarter of 2024, we formed a new joint venture in Germany, of which we hold a 51 % controlling interest.

We hold a 51 % controlling interest in our subsidiary in Germany.

Under the shareholder agreement, the minority shareholder has the option to compel us to purchase their shares at fair market value upon the occurrence of a specific change in control event.

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We also own 51 % of our subsidiary in Greece and 50.1 % of our subsidiary in Chile.

Under the respective shareholder agreements, the minority shareholders have the option to compel us to purchase their shares at a price per share based on the fair value of the shares, or under certain circumstances for our subsidiary in Greece, at a price determined by calculations stipulated in the shareholder agreement.

Under the respective shareholder agreements, the minority

shareholders have the option to compel us to purchase their shares at a price per share based on the fair value of the shares, or under certain circumstances for our subsidiary in Greece, at a price determined by calculations stipulated in the shareholder agreement.

The options have no expiration date.

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(i) the initial carrying amount, increased or decreased for the noncontrolling interest's share of comprehensive income (loss), capital contributions and distributions or (ii) the redemption price.

The option held by the minority shareholder in Greece, which is redeemable at a price other than fair value, is considered probable of becoming redeemable on December 8, 2025.

We have also elected to recognize the entire amount of any redemption price adjustments in net income attributable to noncontrolling interests in our consolidated statements of income.

The option held by the minority shareholder in Greece, which is redeemable at a price other than fair value, is considered probable of becoming redeemable on June 30, 2026.

Redemption price increases (decreases) recognized in net income attributable to noncontrolling interests in our consolidated statements of income were $( 0.7 ) million and $ 20.0 million for the years ended December 31, 2025 and 2024, respectively.

In addition, we own 66 % of our subsidiary in Poland.

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Other comprehensive income (loss) ( 374,388 ) 19,441 141 ( 354,806 )

Effect of purchase of subsidiary shares from noncontrolling interest 739 — — 739

Balance at December 31, 2024 ( 589,189 ) ( 21,418 ) ( 2,385 ) ( 612,992 )

Other comprehensive income (loss) 531,340 ( 44,795 ) 240 486,785

Effect of purchase of subsidiary shares from noncontrolling interest 739 — — 739

Balance at December 31, 2025 $ ( 57,849 ) $ ( 66,213 ) $ ( 2,145 ) $ ( 126,207 )

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Information About Profit and Assets

We operate in two reportable segments:

Merchant Solutions and Issuer Solutions.

We report the results of our Issuer Solutions business as a discontinued operation and therefore, no longer present Issuer Solutions as a reportable segment.

Segment information presented below is based on our Merchant Solutions reportable segment.

See "Note 3—Business Dispositions and Discontinued Operations" for further discussion regarding the divestiture of our Issuer Solutions business.

As described in "Note 3—Business Dispositions and Discontinued Operations," during the

second quarter of 2023, we completed the sale of the consumer portion of our Netspend business, which comprised our former Consumer Solutions segment.

Our former Consumer Solutions segment is presented below for periods prior to disposition.

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We also provide a variety of value-added solutions and services, including specialty point-of-sale software, analytics and customer engagement, human capital management and payroll and reporting that assist our customers with driving demand and operating their businesses more efficiently.

Through our Issuer Solutions segment, we provide financial institutions and retailers technologies to manage their card portfolios, reduce technical complexity and overhead and offer a seamless experience for cardholders on a single platform.

In addition, we provide flexible commercial payments, accounts payable and electronic payment alternative solutions that support B2B payment processes for businesses and governments.

We also offer complementary services including account management and servicing, fraud solution services, analytics and business intelligence, cards, statements and correspondence, customer contact services and risk management solutions.

Additionally, our Issuer Solutions segment provides B2B payment services and other financial service solutions marketed to businesses, including SaaS offerings that automate key procurement processes, provide invoice capture, coding and approval, and enable virtual cards and integrated payments options across a variety of key vertical markets.

Through our former Consumer Solutions segment, we provided general purpose reloadable prepaid debit and payroll cards, demand deposit accounts and other financial service solutions to the underbanked and other consumers and businesses in the United States.

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Our Chief Executive Officer is the chief operating decision maker ("CODM").

We evaluate performance and allocate resources based on the operating income of each operating segment.

We evaluate performance and allocate resources based on the operating income of our operating segment.

The CODM uses segment operating income in the annual budget and forecasting process, and considers budget-to-actual and forecast-to-actual variances on a monthly, quarterly and annual basis.

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Interest and other income, interest and other expense, income tax expense and equity in income of equity method investments are not allocated to the individual segments.

The CODM does not evaluate the performance of or allocate resources to our operating segments using asset data.

The accounting policies of the reportable operating segments are the same as those described in the Summary of Significant Accounting Policies in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies."

The CODM does not evaluate the performance of or allocate resources to our operating segment using asset data.

The accounting policies of the reportable operating segment are the same as those described in the Summary of Significant Accounting Policies in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies." In consideration of the acquisition of Worldpay and our CODM’s revised organizational structure, effective in the first quarter of 2026, our reportable segments, and the results of those segments, will be reorganized to reflect how our CODM assesses performance and allocates resources.

We will report the new segment information beginning in the first quarter of 2026.

Information on segments and reconciliations to consolidated revenues, consolidated operating expenses, consolidated operating income and consolidated depreciation and amortization were as follows:

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Merchant Solutions $ 7,705,878 $ 7,735,970 $ 7,197,902

Issuer Solutions 2,483,657 2,398,870 2,245,623

Consumer Solutions — — 182,740

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Total Merchant Solutions expenses 4,970,715 5,153,750 4,876,602

Issuer Solutions:

Cost of service 1,795,001 1,738,047 1,633,708

Selling, general and administrative 246,214 251,016 255,700

Total Issuer Solutions expenses 2,041,215 1,989,063 1,889,408

Consumer Solutions (2)

— 186,648 566,888

Corporate 1,263,297 880,854 865,034

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Merchant Solutions $ 2,735,163 $ 2,582,220 $ 2,321,300

Issuer Solutions 442,442 409,807 356,215

Consumer Solutions — — ( 3,908 )

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Merchant Solutions $ 1,194,137 $ 1,193,107 $ 1,121,597

Issuer Solutions 658,186 646,118 623,755

Consumer Solutions — — 35,773

Corporate 35,071 24,181 20,297

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(1) Revenues, operating expenses, operating income and depreciation and amortization reflect the effects of acquired businesses from the respective acquisition dates and the effects of disposed businesses through the respective disposal dates.

See “Note 2—Acquisitions” and “Note 3—Business Dispositions” for further discussion.

Operating income and operating expenses included acquisition and integration expenses of $ 211.6 million, $ 341.9 million and $ 259.2 million for the years ended December 31, 2024, 2023 and 2022, respectively, which were primarily included within Corporate selling, general and administrative expenses.

For the years ended December 31, 2024, 2023 and 2022, operating expenses for Corporate also included $ 13.4 million, $ 18.5 million and $ 47.1 million, respectively, of other charges related to facilities exit activities as a result of actions taken to reduce our facility footprint in certain markets around the world.

During the year ended December 31, 2024, Corporate operating expenses also reflected costs of $ 99.1 million associated with our business transformation initiative, employee termination benefits of $ 99.6 million, which included $ 19.4 million of share-based compensation expense, and charges of $ 55.8 million for technology assets that will no longer be utilized under a revised technology architecture development strategy.

These charges are presented within selling, general and administrative expenses in our consolidated statements of income.

See “Note 2—Acquisitions” and “Note 3—Business Dispositions and Discontinued Operations” for further discussion.

Operating income and operating expenses included acquisition and transformation expenses of $ 737.5 million, $ 308.5 million and $ 333.8 million for the years ended December 31, 2025, 2024 and 2023, respectively, which were primarily included within Corporate selling, general and administrative expenses.

(2) Prior to the disposition of the consumer portion of our Netspend business, the information provided to the CODM included segment revenue and operating income, but not cost of service or selling, general and administrative expense.

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Total future minimum payments $ 844,474

During the year ended December 31, 2024, we entered into agreements to acquire hardware, software and related services, of which $ 60.5 million was financed utilizing two to six-year vendor financing arrangements .

Certain of the agreements included the purchase of assets previously leased.

During the year ended December 31, 2023, we entered into agreements to acquire hardware, software and related services, of which $ 182.2 million was financed utilizing two to five-year vendor financing arrangements .

Certain of the agreements included the purchase of assets previously leased.

In addition, for certain business combinations and other acquisitions completed in 2025, consideration of $ 131.6 million is payable in 2026 and $ 32.2 million is payable in 2027.

Legal Matters

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GLOBAL PAYMENTS INC.

SCHEDULE II (1)

Valuation and Qualifying Accounts

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December 31, 2023 (4)

December 31, 2023 (3)

$ 19,238 $ 23,495 $ 25,185 $ 17,548

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$ 17,548 $ 25,825 $ 19,345 $ 24,028

December 31, 2025 $ 24,028 $ 27,184 $ 966 $ 50,246

Allowance for credit losses - settlement assets (2)

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December 31, 2023 (4)

December 31, 2023 (3)

$ 3,444 $ 3,074 $ 6,518 $ —

December 31, 2024 $ — $ — $ — $ —

December 31, 2025 $ — $ — $ — $ —

Reserve for contract contingencies and processing errors

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December 31, 2023 (4)

December 31, 2023 (3)

$ 10,190 $ 13,425 $ 23,615 $ —

December 31, 2024 $ — $ — $ — $ —

December 31, 2025 $ — $ — $ — $ —

Deferred income tax asset valuation allowance

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December 31, 2024 $ 15,245 $ — $ — $ 15,245

December 31, 2025 $ 15,245 $ — $ — $ 15,245

(1) This Schedule II reflects our continuing operations.

(2) Included in settlement processing obligations.

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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 8. Financial Statements and Supplementary Data