What changed in this filing

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Item 1. Financial Statements

2026-08-05 compared with 2026-05-08 · 395 added, 178 removed, 601 unchanged (49% of the section changed)

4 unchanged sentences

Three Months Ended

March 31, 2026 March 31, 2025

June 30, 2026 June 30, 2025

Revenues $ 3,320,791 $ 1,969,287

2 unchanged sentences

Selling, general and administrative 1,689,791 1,041,256

Impairment of goodwill — 33,218

Gain on business disposition — ( 267 )

2,983,670 1,575,979

Operating income (loss) ( 15,646 ) 371,959

Operating income 337,121 393,308

Interest and other income 44,700 35,533

1 unchanged sentence

( 232,838 ) ( 117,005 )

Income from continuing operations before income taxes and equity in income of equity method investments 104,283 276,303

Income tax expense (benefit) ( 4,926 ) 40,877

Income from continuing operations before equity in income of equity method investments 109,209 235,426

Equity in income of equity method investments, net of tax 21,678 19,961

Income from continuing operations 130,887 255,387

Loss from discontinued operations, net of tax ( 101,963 ) ( 9,289 )

Net income 28,924 246,098

Net income attributable to noncontrolling interests ( 15,953 ) ( 4,458 )

Net income attributable to Global Payments $ 12,971 $ 241,640

Basic earnings per share attributable to Global Payments:

Continuing operations $ 0.43 $ 1.03

Discontinued operations ( 0.38 ) ( 0.04 )

Total basic earnings per share attributable to Global Payments $ 0.05 $ 0.99

Diluted earnings per share attributable to Global Payments:

Continuing operations $ 0.43 $ 1.03

Discontinued operations ( 0.38 ) ( 0.04 )

Total diluted earnings per share attributable to Global Payments $ 0.05 $ 0.99

See Notes to Unaudited Consolidated Financial Statements.

GLOBAL PAYMENTS INC.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

Six Months Ended

June 30, 2026 June 30, 2025

Revenues $ 6,290,473 $ 3,789,605

Operating expenses:

Cost of service 2,567,493 996,947

Selling, general and administrative 3,401,505 1,998,433

Impairment of goodwill — 33,218

Gain on business disposition — ( 4,260 )

5,968,998 3,024,338

Operating income 321,475 765,267

Interest and other income 78,220 73,573

Interest and other expense ( 519,907 ) ( 301,078 )

( 441,687 ) ( 227,505 )

Income (loss) from continuing operations before income taxes and equity in income of equity method investments ( 120,212 ) 537,762

20 unchanged sentences

Three Months Ended

March 31, 2026 March 31, 2025

June 30, 2026 June 30, 2025

Net income $ 28,924 $ 246,098

Other comprehensive income (loss):

Foreign currency translation adjustments ( 126,976 ) 445,406

Income tax expense related to foreign currency translation adjustments — ( 4,292 )

Net unrealized gains (losses) on hedging activities 2,722 ( 37,548 )

Reclassification of net unrealized losses on hedging activities to interest expense 4,629 841

Income tax benefit (expense) related to hedging activities ( 1,808 ) 8,948

Other, net of tax 70 ( 87 )

Other comprehensive income (loss) ( 121,363 ) 413,268

Comprehensive income (loss) ( 92,439 ) 659,366

Comprehensive income attributable to noncontrolling interests ( 8,482 ) ( 72,052 )

Comprehensive income (loss) attributable to Global Payments $ ( 100,921 ) $ 587,314

Six Months Ended

June 30, 2026 June 30, 2025

Net income (loss) $ ( 1,750,128 ) $ 558,870

8 unchanged sentences

Comprehensive income (loss) ( 1,963,847 ) 1,179,122

Comprehensive loss (income) attributable to noncontrolling interests 2,483 ( 50,676 )

Comprehensive income attributable to noncontrolling interests ( 5,999 ) ( 122,728 )

Comprehensive income (loss) attributable to Global Payments $ ( 1,969,846 ) $ 1,056,394

3 unchanged sentences

(in thousands, except share data)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Current assets:

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Common stock, no par value;

400,000,000 shares authorized at March 31, 2026 and December 31, 2025;

273,396,831 shares issued and outstanding at March 31, 2026 and 236,692,592 shares issued and outstanding at December 31, 2025

400,000,000 shares authorized at June 30, 2026 and December 31, 2025;

265,811,863 shares issued and outstanding at June 30, 2026 and 236,692,592 shares issued and outstanding at December 31, 2025

Paid-in capital 19,405,166 17,078,652

9 unchanged sentences

(in thousands)

Three Months Ended

March 31, 2026 March 31, 2025

Six Months Ended

June 30, 2026 June 30, 2025

Cash flows from operating activities:

Net income (loss) $ ( 1,750,128 ) $ 558,870

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization of property and equipment 244,072 225,105

8 unchanged sentences

Distributions received on investments — 7,512

Impairment of goodwill — 33,218

Gain on business disposition ( 22,174 ) ( 4,260 )

5 unchanged sentences

Accounts payable and other liabilities ( 817,165 ) ( 8,290 )

Net cash provided by (used in) operating activities ( 288,821 ) 555,124

Net cash provided by operating activities 373,798 1,372,649

Cash flows from investing activities:

26 unchanged sentences

(in thousands, except per share data)

Shareholders' Equity

Three Months Ended June 30, 2026

Number of Shares

2 unchanged sentences

Accumulated Other Comprehensive Loss Total Global Payments Shareholders’ Equity Nonredeemable Noncontrolling Interests Total Equity Redeemable Noncontrolling Interests

Balance at March 31, 2026 273,397 $ 19,919,419 $ 4,068,198 $ ( 195,254 ) $ 23,792,363 $ 671,145 $ 24,463,508 $ 211,073

Net income 12,971 12,971 14,179 27,150 1,774

Other comprehensive loss ( 113,903 ) ( 113,903 ) ( 5,370 ) ( 119,273 ) ( 2,090 )

Stock issued under share-based compensation plans 403 7,597 7,597 7,597

Common stock repurchased - share-based compensation plans ( 30 ) ( 2,102 ) ( 2,102 ) ( 2,102 )

Share-based compensation expense 35,707 35,707 35,707

Repurchases of common stock ( 7,958 ) ( 555,455 ) ( 555,455 ) ( 555,455 )

Distributions to noncontrolling interests — ( 31,768 ) ( 31,768 )

Cash dividends declared ($ 0.25 per common share)

( 66,471 ) ( 66,471 ) ( 66,471 )

Balance at June 30, 2026 265,812 $ 19,405,166 $ 4,014,698 $ ( 309,157 ) $ 23,110,707 $ 648,186 $ 23,758,893 $ 210,757

Three Months Ended June 30, 2025

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 March 31, 2025 245,362 $ 17,678,643 $ 5,019,346 $ ( 449,646 ) $ 22,248,343 $ 609,439 $ 22,857,782 $ 166,791

Net income (loss) 241,640 241,640 13,864 255,504 ( 9,406 )

Other comprehensive income 345,674 345,674 53,148 398,822 14,446

Stock issued under share-based compensation plans 164 9,905 9,905 9,905

Common stock repurchased - share-based compensation plans ( 7 ) ( 560 ) ( 560 ) ( 560 )

Share-based compensation expense 39,810 39,810 39,810

Repurchases of common stock ( 3,043 ) ( 231,360 ) ( 231,360 ) ( 231,360 )

Distributions to noncontrolling interests — ( 19,768 ) ( 19,768 )

Cash dividends declared ($ 0.25 per common share)

( 60,377 ) ( 60,377 ) ( 60,377 )

Balance at June 30, 2025 242,476 $ 17,496,438 $ 5,200,609 $ ( 103,972 ) $ 22,593,075 $ 656,683 $ 23,249,758 $ 171,831

See Notes to Unaudited Consolidated Financial Statements.

GLOBAL PAYMENTS INC.

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands, except per share data)

Six Months Ended June 30, 2026

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, 2025 236,693 $ 17,078,652 $ 5,936,322 $ ( 126,207 ) $ 22,888,767 $ 689,711 $ 23,578,478 $ 201,003

9 unchanged sentences

( 134,717 ) ( 134,717 ) ( 134,717 )

Balance at March 31, 2026 273,397 $ 19,919,419 $ 4,068,198 $ ( 195,254 ) $ 23,792,363 $ 671,145 $ 24,463,508 $ 211,073

Shareholders' Equity

Balance at June 30, 2026 265,812 $ 19,405,166 $ 4,014,698 $ ( 309,157 ) $ 23,110,707 $ 648,186 $ 23,758,893 $ 210,757

Six Months Ended June 30, 2025

Number of Shares

13 unchanged sentences

( 121,501 ) ( 121,501 ) ( 121,501 )

Balance at March 31, 2025 245,362 $ 17,678,643 $ 5,019,346 $ ( 449,646 ) $ 22,248,343 $ 609,439 $ 22,857,782 $ 166,791

Balance at June 30, 2025 242,476 $ 17,496,438 $ 5,200,609 $ ( 103,972 ) $ 22,593,075 $ 656,683 $ 23,249,758 $ 171,831

See Notes to Unaudited Consolidated Financial Statements.

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See “Note 2—Acquisition” for further discussion on the acquisition of Worldpay and “Note 3—Business Dispositions and Discontinued Operations” for further discussion on the divestiture of our Issuer Solutions business.

As part of our Worldpay integration, in the second quarter of 2026, we realigned into three reportable segments:

Enterprise, Platforms and Small and Medium-Sized Businesses ("SMB").

Each of our reportable segments comprises a single reporting unit.

See “Note 15—Segment Information” for further discussion on our new segment reporting structure.

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

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On January 9, 2026, we acquired 100 % of Worldpay from FIS and affiliates of GTCR (the "Worldpay Acquisition") and divested our Issuer Solutions business to FIS (such divestiture, together with the Worldpay Acquisition, the "Transaction").

The Worldpay Acquisition was accounted for as a business combination in accordance with ASC Topic 805, Business Combinations , which generally requires that we recognize the assets acquired and liabilities assumed at fair value as of the acquisition date.

The Worldpay Acquisition was accounted for as a business combination in accordance with FASB Accounting Standards Codification ("ASC") Topic 805, Business Combinations , which generally requires that we recognize the assets acquired and liabilities assumed at fair value as of the acquisition date.

Consideration paid to GTCR for its ownership interest in Worldpay consisted of (1) approximately $ 6.0 billion in cash and (2) 42.8 million shares of Global Payments common stock.

Consideration received for the divestiture of our Issuer Solutions business consisted of (1) approximately $ 7.5 billion in cash and (2) FIS’ ownership interest in Worldpay.

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

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

We funded portions of the Transaction with indebtedness which is further described in “Note 6—Long-term Debt and Lines of Credit.”

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.

We are providing certain transition services to support our Issuer Solutions business as it is integrated with FIS.

We are also receiving certain transition services from FIS in support of our integration of Worldpay.

10 unchanged sentences

Total purchase consideration $ 16,983,297

(1) Number of shares issued is net of 488,253 shares, with postcombination employee service requirements and includes 729,600 shares related to Worldpay equity awards that vested automatically at closing and were converted into Global Payments common stock.

(1) Number of shares issued is net of 488,253 shares, with post-combination employee service requirements and includes 729,600 shares related to Worldpay equity awards that vested automatically at closing and were converted into Global Payments common stock.

(2) Represents the closing share price of Global Payments common stock as of January 8, 2026, the last trading day prior to the Transaction closing.

2 unchanged sentences

(5) Final closing cash amounts are preliminary and subject to working capital and other adjustments.

The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed as of March 31, 2026, including a reconciliation to the total purchase consideration, were as follows (in thousands):

The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed as of June 30, 2026, including a reconciliation to the total purchase consideration, were as follows:

Provisional Amounts at Acquisition Date Measurement-Period Adjustments Provisional Amounts at June 30, 2026

(in thousands)

Cash and cash equivalents $ 4,136,237 $ — $ 4,136,237

2 unchanged sentences

Prepaid expenses and other current assets (1)

1,064,511 ( 4,267 ) 1,060,244

Other intangible assets 16,403,552 — 16,403,552

10 unchanged sentences

Preliminary total purchase consideration $ 16,977,797 $ 5,500 $ 16,983,297

(1) Includes $ 860.4 million of restricted cash held in escrow by a third party used to fund a portion of the assumed debt paid off at the acquisition date.

(1) Includes $ 860.4 million of restricted cash held in escrow by a third party used to fund a portion of the assumed debt extinguished at the acquisition date.

(2) Assumed debt was paid off at the acquisition date.

As of March 31, 2026, we considered these amounts to be provisional as we are still in the process of gathering and reviewing information to support the valuations of the assets acquired, liabilities assumed and related tax positions.

Goodwill arising from the acquisition of Worldpay was attributable to expected growth opportunities, an assembled workforce and potential synergies from combining the acquired business into our existing business.

We expect that $ 3.4 billion of the goodwill from this acquisition will be deductible for income tax purposes.

Due to the timing of the acquisition, we are still in the process of assigning goodwill to our reporting units.

As of June 30, 2026, we considered these amounts to be provisional because we were still in the process of reviewing information to support the valuations of the assets acquired, liabilities assumed and related tax positions.

During the three months ended June 30, 2026, we made measurement-period adjustments, as shown in the table above, that increased the amount of provisional goodwill by $ 29.5 million.

The effects of the measurement-period adjustments on our consolidated statements of income for the three and six months ended June 30, 2026 were not material.

As of June 30, 2026, provisional goodwill arising from the Worldpay Acquisition of $ 10.0 billion was included in our reportable segments as follows:

$ 8.8 billion in the Enterprise segment, $ 0.6 billion in the Platforms segment and $ 0.6 billion in the SMB segment.

Goodwill was attributable to expected growth opportunities, an assembled workforce and potential synergies from combining the acquired business into our existing business.

We expect that $ 4.0 billion of the goodwill from the Worldpay Acquisition will be deductible for income tax purposes.

The following table reflects the provisional estimated fair values of the identified intangible assets of Worldpay and the respective weighted-average estimated amortization periods:

6 unchanged sentences

Total identifiable intangible assets $ 16,403,552 10.9

The estimated fair values of customer-related intangible assets and contract-based intangible assets were generally determined using the income approach, which was based on projected cash flows discounted to their present value using

discount rates that consider the timing and risk of the forecasted cash flows.

The discount rates used represented the average estimated value of a market participant’s cost of capital and debt, derived using customary market metrics.

2 unchanged sentences

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

From the acquisition date through March 31, 2026, Worldpay contributed $ 1.2 billion to our consolidated revenues and had an operating loss of approximately $ 138.7 million.

Acquisition-related costs directly related to the Worldpay Acquisition were $ 77.5 million for the three months ended March 31, 2026 and were included within selling, general and administrative expenses.

For the three and six months ended June 30, 2026, the acquired operations of Worldpay contributed $ 1.4 billion and $ 2.6 billion, respectively, to our consolidated revenues and had an operating loss of approximately $ 28.2 million and $ 166.9 million, respectively.

Acquisition-related costs directly related to the Worldpay acquisition were zero and $ 77.5 million for the three and six months ended June 30, 2026, respectively, and were included within selling, general and administrative expenses.

Pro Forma Financial Information (unaudited)

The following unaudited pro forma information shows the results of our operations for the three months ended March 31, 2026 and 2025 as if the Transaction had occurred on January 1, 2025.

The following unaudited pro forma information shows the results of our operations for the three and six months ended June 30, 2026 and 2025 as if the Transaction had occurred on January 1, 2025.

The unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of what would have occurred if the Transaction had occurred as of that date.

6 unchanged sentences

In addition, the pro forma net income attributable to continuing operations of Global Payments includes recognition of transaction costs related to the Transaction as of the beginning of the earliest period presented.

Accordingly, pro forma net income attributable to Global Payments for the three months ended March 31, 2025, includes approximately $ 77.5 million of transaction costs related to the Worldpay Acquisition.

Accordingly, pro forma net income attributable to Global Payments for the three and six months ended June 30, 2025 includes zero and approximately $ 77.5 million, respectively, of transaction costs related to the Worldpay Acquisition.

Three Months Ended

March 31, 2026 March 31, 2025

June 30, 2026 June 30, 2025

(in thousands)

Total revenues $ 3,320,791 $ 3,453,545

Net loss attributable to continuing operations of Global Payments ( 88,228 ) ( 54,926 )

Net income attributable to continuing operations of Global Payments 139,941 85,263

Six Months Ended

June 30, 2026 June 30, 2025

(in thousands)

Total revenues $ 6,397,643 $ 6,551,401

Net income attributable to continuing operations of Global Payments 51,713 30,337

NOTE 3— BUSINESS DISPOSITIONS AND DISCONTINUED OPERATIONS

Discontinued Operations

We completed the sale of our Issuer Solution business on January 9, 2026, simultaneously with the acquisition of Worldpay.

We completed the sale of our Issuer Solutions business on January 9, 2026 simultaneously with the Worldpay Acquisition.

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 our Issuer Solutions business have been reflected as discontinued operations for all periods presented through the completed divestiture date.

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

The assets and liabilities of the Issuer Solutions disposal group are presented separately on our consolidated balance sheet as of December 31, 2025.

Our consolidated statements of cash flows include cash flows from discontinued operations for all periods presented through the completed divestiture date.

Our consolidated statements of cash flows include 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.

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 three months ended March 31, 2026 and 2025:

Three Months Ended

March 31, 2026 March 31, 2025

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands)

5 unchanged sentences

5,178 361,322 40,178 860,910

Operating income 19,259 98,926

Operating income (loss) ( 5,178 ) 253,810 14,081 352,736

Interest and other income (expense), net — ( 5,114 ) 1,688 ( 12,335 )

Income from discontinued operations before income taxes and equity in income of equity method investments 20,947 91,705

Income (loss) from discontinued operations before income taxes and equity in income of equity method investments ( 5,178 ) 248,696 15,769 340,401

Income tax expense 96,785 258,036 1,703,982 272,945

2 unchanged sentences

Income (loss) from discontinued operations, net of tax $ ( 101,963 ) $ ( 9,289 ) $ ( 1,688,190 ) $ 67,545

During the six months ended June 30, 2026, we recognized tax expense in discontinued operations of $ 1.7 billion, primarily related to the derecognition of goodwill in the sale of our Issuer Solutions business which was not deductible for U.S.

federal income tax purposes, along with other taxable differences recognized upon sale.

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

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Noncurrent liabilities of discontinued operations 433,022

Cash flows related to discontinued operations are included in our consolidated statements of cash flows for the three months ended March 31, 2026 and 2025.

Cash flows related to discontinued operations are included in our consolidated statements of cash flows for the six months ended June 30, 2026 and 2025.

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

Three Months Ended

March 31, 2026 March 31, 2025

Six Months Ended

June 30, 2026 June 30, 2025

(in thousands)

1 unchanged sentence

Amortization of acquired intangibles — 153,211

During the three months ended March 31, 2025, Issuer Solutions entered into an agreement to acquire software and related services, of which $ 37.5 million was financed utilizing a two-year vendor financing arrangement.

During the three months ended March 31, 2026, we recognized tax expense in discontinued operations of $ 1.6 billion, primarily related to the derecognition of goodwill in the sale of the Issuer Solutions business which was not deductible for U.S.

federal income tax purposes, along with other taxable differences recognized upon sale.

During the six months ended June 30, 2025, Issuer Solutions entered into an agreement to acquire software and related services, of which $ 37.5 million was financed utilizing a two-year vendor financing arrangement.

NOTE 4— REVENUES

The following table presents a disaggregation of our revenues from contracts with customers by geography for the three months ended March 31, 2026 and 2025:

Three Months Ended

March 31, 2026 March 31, 2025

We operate our business in three segments:

Enterprise, Platforms and SMB.

Through our Enterprise segment, we offer card-present and card-not-present solutions, including payment and related commerce solutions to large enterprises and multinational clients.

Through our Platforms segment, we provide payment and commerce solutions across numerous vertical markets by partnering with integrated referral partners and by embedding our solutions into payment facilitators ("PayFacs"), marketplaces and other technology-enabled platforms.

Through our SMB segment, we provide payment, software and related commerce solutions to small and medium-sized businesses (“SMBs”).

Other revenues primarily consist of revenues related to certain portfolios and relationships that are non-core and are not aligned to our go forward strategy.

The following table presents a disaggregation of our revenues from contracts with customers within each of our reportable segments for the three and six months ended June 30, 2026 and 2025:

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands)

Card-present $ 219,384 $ 79,640 $ 411,847 $ 152,215

Card-not-present 618,917 69,382 1,148,843 132,284

Enterprise segment revenues 838,301 149,022 1,560,690 284,499

Embedded payments 148,927 3,366 279,166 6,806

Integrated partners 503,841 284,408 941,688 555,100

Platforms segment revenues 652,768 287,774 1,220,854 561,906

Americas 1,174,344 991,215 2,254,821 1,922,083

Europe, Middle East and Africa 704,546 266,598

Asia Pacific 101,656 64,460

$ 2,969,682 $ 1,820,318

Rest of world 474,608 342,208 897,472 624,898

SMB segment revenues 1,648,952 1,333,423 3,152,293 2,546,981

Other 180,770 199,068 356,636 396,219

Revenues $ 3,320,791 $ 1,969,287 $ 6,290,473 $ 3,789,605

ASC Topic 606, Revenues from Contracts with Customers ("ASC 606"), requires that we determine for each customer arrangement whether revenue should be recognized at a point in time or over time.

For the three months ended March 31, 2026 and 2025, substantially all of our revenues were recognized over time.

Supplemental balance sheet information related to contracts from customers as of March 31, 2026 and December 31, 2025 was as follows:

Balance Sheet Location March 31, 2026 December 31, 2025

For the three and six months ended June 30, 2026 and 2025, substantially all of our revenues were recognized over time.

Supplemental balance sheet information related to contracts with customers as of June 30, 2026 and December 31, 2025 was as follows:

Balance Sheet Location June 30, 2026 December 31, 2025

(in thousands)

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Contract liabilities, net (noncurrent) Other noncurrent liabilities 21,320 19,625

Net contract assets were not material at March 31, 2026, or December 31, 2025.

Revenue recognized for the three months ended March 31, 2026 and 2025 from contract liability balances at the beginning of each period was $ 75.5 million and $ 62.6 million, respectively.

Net contract assets were not material at June 30, 2026 or December 31, 2025.

Revenue recognized for the three months ended June 30, 2026 and 2025 from contract liability balances at the beginning of each period was $ 80.0 million and $ 74.7 million, respectively.

Revenue recognized for the six months ended June 30, 2026 and 2025 from contract liability balances at the beginning of each period was $ 135.5 million and $ 145.8 million, respectively.

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

The purpose of this disclosure is to provide additional information about the amounts and expected timing of revenue to be recognized from the remaining performance obligations in our existing contracts.

The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2026.

The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied as of June 30, 2026.

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.

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NOTE 5— GOODWILL AND OTHER INTANGIBLE ASSETS

As of March 31, 2026 and December 31, 2025, goodwill and other intangible assets consisted of the following:

March 31, 2026 December 31, 2025

As of June 30, 2026 and December 31, 2025, goodwill and other intangible assets consisted of the following:

June 30, 2026 December 31, 2025

(in thousands)

13 unchanged sentences

$ 19,409,900 $ 4,231,227

The following table sets forth the changes in the carrying amount of goodwill for the three months ended March 31, 2026:

Merchant Solutions

The following table sets forth the changes by reportable segment in the carrying amount of goodwill for the six months ended June 30, 2026:

Enterprise Platforms SMB Total

(in thousands)

3 unchanged sentences

Measurement-period adjustments — — 1,607 1,607

Balance at March 31, 2026 $ 27,082,588

Balance at June 30, 2026 $ 10,799,463 $ 4,293,579 $ 11,891,768 $ 26,984,810

After the reorganization of our reporting units, we performed a quantitative assessment of impairment for each of our new reporting units, and determined on the basis of those assessments that the fair value of each reporting unit is equal to or greater than its respective carrying amount.

We believe that the fair values of our Platforms and SMB reporting units are substantially in excess of their respective carrying amounts.

We believe the carrying amount of our Enterprise reporting unit approximates fair value due to the recent acquisition of Worldpay, which comprises the majority of Enterprise.

Accumulated impairment losses for goodwill were $ 33.2 million as of June 30, 2026 and December 31, 2025, and were included in our Enterprise segment.

NOTE 6— LONG-TERM DEBT AND LINES OF CREDIT

As of March 31, 2026 and December 31, 2025, long-term debt consisted of the following:

March 31, 2026 December 31, 2025

As of June 30, 2026 and December 31, 2025, long-term debt consisted of the following:

June 30, 2026 December 31, 2025

(in thousands)

2 unchanged sentences

4.800 % senior notes due April 1, 2026

750,000 752,825

2.150 % senior notes due January 15, 2027

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Revolving credit facility 1,587,000 1,515,000

Term loan facility 1,000,000 —

Commercial paper notes 674,795 —

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The carrying amounts of our senior notes and convertible notes in the table above are presented net of unamortized discount and unamortized debt issuance costs, as applicable.

At March 31, 2026, the unamortized discount on senior notes and convertible notes was $ 73.1 million, and unamortized debt issuance costs on senior notes and convertible notes were $ 89.8 million.

At June 30, 2026, the unamortized discount on senior notes and convertible notes was $ 69.1 million, and unamortized debt issuance costs on senior notes and convertible notes were $ 85.0 million.

At December 31, 2025, the unamortized discount on senior notes and convertible notes was $ 71.6 million, and unamortized debt issuance costs on senior notes and convertible notes were $ 91.5 million.

The portion of unamortized debt issuance costs related to revolving credit facilities is included in other noncurrent assets in our consolidated balance sheets.

At March 31, 2026 and December 31, 2025, unamortized debt issuance costs on the unsecured revolving credit facility were $ 19.5 million and $ 20.7 million, respectively.

At March 31, 2026, future maturities of long-term debt (excluding finance lease liabilities) were as follows by year (in thousands):

At June 30, 2026 and December 31, 2025, unamortized debt issuance costs on the unsecured revolving credit facility were $ 18.3 million and $ 20.7 million, respectively.

At June 30, 2026, future maturities of long-term debt (excluding finance lease liabilities) were as follows by year (in thousands):

Year Ending December 31,

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

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

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

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

The debt issuance was completed in connection with the Worldpay Acquisition.

Convertible Notes

8 unchanged sentences

The notes, which are currently convertible, are presented within long-term debt in our consolidated balance sheets based on our intent and ability to refinance on a long-term basis should a conversion event occur.

Term Loan Facility

On April 21, 2026, we entered into a term loan agreement with a syndicate of financial institutions as lenders and agents.

The term loan agreement provides for a senior unsecured $ 1.0 billion term loan facility due April 21, 2028 bearing interest at a one-month Secured Overnight Financing Rate plus 1.05 %.

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

As of June 30, 2026, there were borrowings of $ 1.0 billion outstanding under the term loan facility with an interest rate of 4.7 %, and no available commitments under the term loan facility.

Revolving Credit Facility

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.

Commitments under the Revolving Credit Facility may be increased to an aggregate amount not to exceed $ 7.5 billion.

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

As of March 31, 2026, there were borrowings of $ 1.6 billion outstanding under the revolving credit facility with an interest rate of 5.1 %, and the total available commitments under the revolving credit facility were $ 4.6 billion.

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

Outstanding letters of credit under the Revolving Credit Facility reduce the amount of borrowings available to us.

The amounts available to borrow under the Revolving Credit Facility are also determined by a financial leverage covenant.

As of June 30, 2026, there were borrowings of $ 1.6 billion outstanding under the Revolving Credit Facility with an interest rate of 5.0 %, and the total available commitments under the Revolving Credit Facility were $ 5.0 billion.

Committed Bridge Financing

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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.

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

As such, we could draw on the Revolving Credit Facility to repay commercial paper notes that cannot be rolled over or refinanced with similar debt.

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 March 31, 2026, we had net borrowings under our commercial paper program of $ 1,077.5 million outstanding, presented within long-term debt in our consolidated balance sheet based on our intent and ability to continually refinance on a long-term basis, with a weighted average annual interest rate of 4.3 %.

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

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

As of June 30, 2026, we had borrowings under our commercial paper program of $ 674.8 million outstanding, presented within long-term debt in our consolidated balance sheet based on our intent and ability to continually refinance on a long-term basis, with a weighted average annual interest rate of 4.3 %.

Fair Value of Long-Term Debt

As of March 31, 2026, our senior notes had a total carrying amount of $ 16.2 billion and an estimated fair value of $ 14.7 billion.

As of March 31, 2026, our 1.500 % convertible notes due March 1, 2031 had a total carrying amount of $ 2.0 billion and an estimated fair value of $ 1.8 billion.

As of June 30, 2026, our senior notes had a total carrying amount of $ 15.5 billion and an estimated fair value of $ 14.9 billion.

As of June 30, 2026, our 1.500 % convertible 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 values of our senior notes and 1.500 % convertible senior notes were based on quoted market prices in active markets and are considered to be Level 1 measurements of the fair value hierarchy.

As of March 31, 2026, our 1.000 % convertible notes due August 15, 2029 had a total carrying amount of $ 1.5 billion and an estimated fair value of $ 1.4 billion.

As of June 30, 2026, our 1.000 % convertible notes due August 15, 2029 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 fair value hierarchy.

The fair value of other long-term debt approximated its carrying amount at March 31, 2026.

The fair value of other long-term debt approximated its carrying amount at June 30, 2026.

Compliance with Covenants

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

The revolving credit facility 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.

As of March 31, 2026, the required leverage ratio was 4.50 to 1.00.

We were in compliance with all applicable covenants as of March 31, 2026.

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.

As of June 30, 2026, the required leverage ratio was 4.50 to 1.00.

We were in compliance with all applicable covenants as of June 30, 2026.

Interest Expense

Interest expense was $ 239.2 million and $ 144.8 million for the three months ended March 31, 2026 and 2025, respectively.

Subsequent Event

On April 21, 2026, we entered into a term loan agreement with a syndicate of financial institutions as lenders and agents.

The term loan agreement provides for a senior unsecured $ 1.0 billion term loan facility due April 21, 2028 bearing interest at a one-month Secured Overnight Financing Rate ("SOFR") plus 1.05 %.

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

Interest expense was $ 261.1 million and $ 151.4 million for the three months ended June 30, 2026 and 2025, respectively.

Interest expense was $ 500.3 million and $ 296.2 million for the six months ended June 30, 2026 and 2025, respectively.

NOTE 7— DERIVATIVES AND HEDGING INSTRUMENTS

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Under net investment hedge accounting, the foreign currency remeasurement gains and losses associated with our Euro-denominated senior notes are presented within the same components of other comprehensive income (loss) and accumulated other comprehensive loss, partially offsetting the foreign currency translation adjustment for our foreign subsidiaries.

We recognized a loss on the net investment hedge of $ 68.0 million and $ 9.5 million within foreign currency translation adjustments in other comprehensive income (loss) in our consolidated statements of comprehensive income during the three months ended March 31, 2026 and 2025, respectively.

We recognized a gain (loss) on the net investment hedge of $ 11.1 million and $( 81.3 ) million within foreign currency translation adjustments in other comprehensive income (loss) in our consolidated statements of comprehensive income during the three months ended June 30, 2026 and 2025, respectively, and $( 56.8 ) million and $( 90.7 ) million during the six months ended June 30, 2026 and 2025, respectively.

Interest Rate Swaps

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The table below presents information about our interest rate swaps, designated as cash flow hedges, included in our consolidated balance sheets:

Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at March 31, 2026 Range of Maturity Dates at March 31, 2026 March 31, 2026 December 31, 2025

Derivative Financial Instruments Balance Sheet Location Weighted-Average Fixed Rate of Interest at June 30, 2026 Range of Maturity Dates at June 30, 2026 June 30,

2026 December 31, 2025

(in thousands)

Interest rate swaps (Notional of $ 1.5 billion at March 31, 2026 and December 31, 2025)

Other noncurrent liabilities 4.26 % April 17, 2027 - August 17, 2027 $ 10,145 $ 18,872

The table below presents the effects of our interest rate swaps on our consolidated statements of income and statements of comprehensive income for the three months ended March 31, 2026 and 2025:

Three Months Ended

March 31, 2026 March 31, 2025

Interest rate swaps (Notional of $ 1.25 billion at June 30, 2026 and December 31, 2025)

Accounts payable and accrued liabilities 4.27 % April 17, 2027 $ 3,813 $ —

Interest rate swaps (Notional of $ 250 million at June 30, 2026 and December 31, 2025)

Other noncurrent liabilities 4.20 % August 17, 2027 $ 720 $ 18,872

The table below presents the effects of our interest rate swaps in our consolidated statements of income and statements of comprehensive income for the three and six months ended June 30, 2026 and 2025:

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands)

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Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense ( 3,393 ) ( 841 ) $ ( 7,289 ) $ ( 1,693 )

As of June 30, 2026, the amount of net unrealized losses in accumulated other comprehensive loss related to our interest rate swaps expected to be reclassified into interest expense during the next 12 months was $ 8.9 million.

Treasury Locks

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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 $ 53.7 million and $ 53.1 million at March 31, 2026 and December 31, 2025, respectively.

The settlement liability was $ 54.3 million and $ 53.1 million at June 30, 2026 and December 31, 2025, respectively.

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

Three Months Ended

March 31, 2026

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands)

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Net unrealized losses reclassified out of other comprehensive income (loss) to interest expense ( 1,236 ) — ( 2,471 ) —

As of March 31, 2026, the amount of net unrealized losses in accumulated other comprehensive loss related to our interest rate swaps and treasury locks that is expected to be reclassified into interest expense during the next 12 months was $ 18.7 million.

As of June 30, 2026, the amount of net unrealized losses in accumulated other comprehensive loss related to our treasury locks expected to be reclassified into interest expense during the next 12 months was $ 4.9 million.

NOTE 8— INCOME TAX

For the three months ended March 31, 2026, our effective income tax rate of 5.3 % was lower than the U.S.

For the three and six months ended June 30, 2026, we recognized an income tax benefit of $ 4.9 million and $ 16.8 million, respectively, resulting in an effective income tax rate of ( 4.7 )% and 13.9 %, respectively.

The effective income tax rate was lower than the U.S.

statutory rate primarily as a result of tax credits, foreign branch operations, and taxes on foreign earnings, partially offset by the impact of Base Erosion Anti-Abuse Tax.

The Company anticipates realizing the income tax benefit recognized during the period as a result of projected full year income from continuing operations before income taxes and equity in income of equity method investments as well as reversing taxable temporary differences.

For the three months ended March 31, 2025, our effective income tax rate of 16.7 % differed favorably from the U.S.

statutory rate primarily as a result of tax credits and foreign branch operations.

For the three and six months ended June 30, 2025, our effective income tax rate of 14.8 % and 15.7 %, respectively, differed from the U.S.

statutory rate primarily as a result of deferred tax expense associated with legal entity restructuring in connection with the sale of our Issuer Solutions business, net of tax benefits from tax credits and foreign interest income not subject to tax.

NOTE 9— REDEEMABLE NONCONTROLLING INTERESTS

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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.

As of March 31, 2026, the option is not considered probable of becoming redeemable.

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

As of June 30, 2026, the option is not considered probable of becoming redeemable.

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

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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 June 30, 2026.

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.

Redemption price increases (decreases) recognized in net income attributable to noncontrolling interests in our consolidated statements of income were $ 15.5 million and $( 1.3 ) million for the three months ended March 31, 2026 and 2025, respectively.

The option held by the minority shareholder of our subsidiary in Greece is redeemable at a price other than fair value and is considered probable of becoming redeemable.

In determining the measurement method of redemption price, we have elected to recognize 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.

Redemption price increases (decreases) recognized in net income attributable to noncontrolling interests in our consolidated statements of income were $ 0.2 million and $( 9.3 ) million for the three months ended June 30, 2026 and 2025, respectively.

Redemption price increases (decreases) recognized in net income attributable to noncontrolling interests in our consolidated statements of income were $ 15.7 million and $( 10.6 ) million for the six months ended June 30, 2026 and 2025, respectively.

NOTE 10— SHAREHOLDERS’ EQUITY

We repurchase our common stock mainly through open market repurchase plans and, at times, through accelerated share repurchase ("ASR") programs.

During the three months ended March 31, 2026 and 2025, we repurchased and retired 7,262,557 and 4,218,350 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 555.8 million and $ 449.0 million, or $ 76.53 and $ 106.45 per share, respectively.

The share repurchase activity for the three months ended March 31, 2026, included the repurchase of 7,262,557 shares at an average price of $ 75.73 per share under an ASR agreement we entered into on February 18, 2026 with a financial institution to repurchase an aggregate of $ 550.0 million of our common stock during the ASR program purchase period.

During the three months ended June 30, 2026 and 2025, we repurchased and retired 7,958,297 and 3,043,484 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 555.5 million and $ 231.4 million, or $ 69.80 and $ 76.02 per share, respectively.

During the six months ended June 30, 2026 and 2025, we repurchased and retired 15,220,854 and 7,261,834 shares of our common stock, respectively, at a cost, including commissions and applicable excise taxes, of $ 1,111.3 million and $ 680.4 million, or $ 73.01 and $ 93.70 per share, respectively.

The share repurchase activity for the three months ended June 30, 2026 included the repurchase of 7,215,492 shares at an average price of $ 69.30 per share under an ASR agreement we entered into on May 6, 2026 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 June 8, 2026.

The share repurchase activity for the six months ended June 30, 2026 also included the repurchase of 7,262,557 shares at an average price of $ 75.73 per share under an ASR agreement we entered into on February 18, 2026 with a financial institution to repurchase an aggregate of $ 550.0 million of our common stock during the ASR program purchase period.

This ASR program was completed on March 17, 2026.

The share repurchase activity for the three months ended March 31, 2025, 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.

The share repurchase activity for the six months ended June 30, 2025 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.

As of March 31, 2026, the remaining amount available under our share repurchase program was $ 1,950.0 million.

On April 30, 2026, our board of directors declared a dividend of $ 0.25 per share payable on June 26, 2026 to common shareholders of record as of June 12, 2026.

On May 6, 2026, we entered into an ASR program to repurchase an aggregate $ 500.0 million of shares of common stock during the program purchase period, which will end prior to June 30, 2026.

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.

As of June 30, 2026, the remaining amount available under our share repurchase program was $ 1,400.0 million.

On July 28, 2026, our board of directors declared a dividend of $ 0.25 per share payable on September 25, 2026 to common shareholders of record as of September 11, 2026.

NOTE 11— SHARE-BASED AWARDS AND STOCK OPTIONS

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

Three Months Ended

March 31, 2026 March 31, 2025

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands)

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Share-Based Awards

The following table summarizes the changes in unvested restricted stock and performance awards for the three months ended March 31, 2026:

The following table summarizes the changes in unvested restricted stock and performance awards for the six months ended June 30, 2026:

Shares Weighted-Average

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Forfeited ( 270 ) 105.25

Unvested at March 31, 2026 2,189 $ 93.39

The total fair value of restricted stock and performance awards vested during the three months ended March 31, 2026 and 2025 was $ 129.7 million and $ 132.1 million, respectively.

For restricted stock and performance awards, we recognized compensation expens e of $ 18.9 million and $ 35.9 million during the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, there was $ 158.2 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 1.9 years.

Unvested at June 30, 2026 2,473 $ 89.70

The total fair value of restricted stock and performance awards vested during the six months ended June 30, 2026 and 2025 was $ 139.4 million and $ 136.1 million, respectively.

For restricted stock and performance awards, we recognized compensation expens e of $ 33.2 million and $ 36.8 million during the three months ended June 30, 2026 and 2025, respectively, and $ 52.1 million and $ 72.7 million during the six months ended June 30, 2026 and 2025, respectively.

As of June 30, 2026, there was $ 152.0 million of unrecognized compensation expense related to unvested restricted stock and performance awards that we expect to recognize over a weighted-average period of 1.9 years.

Stock Options

The following table summarizes stock option activity for the three months ended March 31, 2026:

The following table summarizes stock option activity for the six months ended June 30, 2026:

Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value

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Exercised ( 16 ) 66.19

Outstanding at March 31, 2026 929 $ 113.47 5.5 $ —

Options vested and exercisable at March 31, 2026 712 $ 115.76 4.5 $ —

We recognized compensation expense for stock options of $ 1.8 million and $ 2.5 million during the three months ended March 31, 2026 and 2025, respectively.

The aggregate intrinsic value of stock options exercised during the three months ended March 31, 2026 and 2025 was zero and $ 0.8 million, respectively.

As of March 31, 2026, we had $ 6.6 million o f unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 1.4 years.

There were no stock options granted during the three months ended March 31, 2026.

The weighted-average grant-date fair value of stock options granted during the three months ended March 31, 2025, was $ 44.76 .

Outstanding at June 30, 2026 776 $ 112.77 5.5 $ 0.1

Options vested and exercisable at June 30, 2026 599 $ 114.39 4.6 $ 0.1

We recognized compensation expense for stock options of $ 1.7 million and $ 1.9 million during the three months ended June 30, 2026 and 2025, respectively, and $ 3.5 million and $ 4.4 million during the six months ended June 30, 2026 and 2025, respectively.

The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2026 and 2025 was $ 0.1 million and $ 1.2 million, respectively.

As of June 30, 2026, we had $ 5.0 million o f unrecognized compensation expense related to unvested stock options that we expect to recognize over a weighted-average period of 1.2 years.

There were no stock options granted during the six months ended June 30, 2026.

The weighted-average grant-date fair value of stock options granted during the six months ended June 30, 2025 was $ 43.20 .

Fair value was estimated on the date of grant using the Black-Scholes valuation model with the following weighted-average assumptions:

Three Months Ended

March 31, 2025

Six Months Ended

June 30, 2025

Risk-free interest rate 4.01 %

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Diluted EPS is computed by dividing net income (loss) attributable to Global Payments by the weighted-average number of shares outstanding during the period, including the effect of share-based awards, convertible notes or other potential securities that would have a dilutive effect on EPS.

All stock options with an exercise price lower than the average market share price of our common stock for the three months ended March 31, 2025 are assumed to have a dilutive effect on EPS.

Due to a net loss for the three months ended March 31, 2026, no incremental shares are included in the computation of diluted loss per share because the effect would be antidilutive.

The dilutive share base for the three months ended March 31, 2026 excluded approximately 0.9 million shares related to stock options that would have an antidilutive effect on the computation of diluted EPS.

The dilutive share base for the three months ended March 31, 2025, excluded approximately 0.8 million shares related to stock options that would have an antidilutive effect on the computation of diluted EPS.

All stock options with an exercise price lower than the average market share price of our common stock for the three months ended June 30, 2026 and for the three and six months ended June 30, 2025 are assumed to have a dilutive effect on EPS.

Due to a net loss for the six months ended June 30, 2026, no incremental shares are included in the computation of diluted loss per share because the effect would be antidilutive.

The dilutive share base for the three and six months ended June 30, 2026 excluded approximately 0.7 million shares related to stock options that would have an antidilutive effect on the computation of diluted EPS.

The dilutive share base for the three and six months ended June 30, 2025 excluded approximately 0.9 million shares related to stock options that would have an antidilutive effect on the computation of diluted EPS.

The effect of the potential shares needed to settle the conversion spread on our convertible notes is included in diluted EPS if the effect is dilutive.

The effect depends on the market share price of our common stock at the time of conversion and would be dilutive if the average market share price of our common stock for the period exceeds the conversion price.

For the three months ended March 31, 2026, the convertible notes were not included in the computation of diluted loss per share as the effect would have been anti-dilutive.

For the three and six months ended June 30, 2026, the convertible notes were not included in the computation of diluted loss per share as the effect would have been anti-dilutive.

Further, 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 computations of basic and diluted EPS for continuing and discontinued operations for the three months ended March 31, 2026 and 2025:

Three Months Ended

March 31, 2026 March 31, 2025

The following table sets forth the computations of basic and diluted EPS for continuing and discontinued operations for the three and six months ended June 30, 2026 and 2025:

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

(in thousands, except per share data)

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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 March 31, 2026, approximately 75 % of our cash and cash equivalents was held within a small group of financial institutions, primarily large money center banks.

As of June 30, 2026, approximately 75 % of our cash and cash equivalents 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.

We have not experienced any losses associated with our balances in such accounts for the three months ended March 31, 2026 and 2025.

We have not experienced any losses associated with our balances in such accounts for the three and six months ended June 30, 2026 and 2025.

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

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A reconciliation of the amounts of cash and cash equivalents and restricted cash in our consolidated balance sheets to the amount in our consolidated statements of cash flows is as follows:

March 31, 2026 March 31, 2025

June 30, 2026 June 30, 2025

(in thousands)

1 unchanged sentence

Restricted cash of continuing operations 283,932 6,853

Cash included in assets held for sale — 255,339

Cash, cash equivalents and restricted cash of discontinued operations — 466,034

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

We recognized interest income of $ 25.2 million and $ 23.5 million on the notes during the three months ended March 31, 2026 and 2025, respectively, as a component of interest and other income in our consolidated statements of income.

As of March 31, 2026 and December 31, 2025 , there was an aggregate principal amount of $ 864.0 million and $ 852.0 million , respectively, outstanding on the notes, including paid-in-kind interest, and the notes are presented net of the allowance for credit losses o f $ 15.2 million wi thin notes receivable in our consolidated balance sheets.

We recognized interest income of $ 26.0 million and $ 24.2 million on the notes during the three months ended June 30, 2026 and 2025, respectively, and $ 51.2 million and $ 47.7 million during the six months ended June 30, 2026 and 2025, respectively, as a component of interest and other income in our consolidated statements of income.

As of June 30, 2026 and December 31, 2025 , there was an aggregate principal amount of $ 876.7 million and $ 852.0 million , respectively, outstanding on the notes, including PIK interest, and the notes are presented net of the allowance for credit losses o f $ 15.2 million wi thin notes receivable in our consolidated balance sheets.

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

The estimated fair value of the notes receivable was $ 850.1 million an d $ 849.8 million as of March 31, 2026 and December 31, 2025, respectively .

The estimated fair value of the notes receivable was $ 842.3 million an d $ 849.8 million as of June 30, 2026 and December 31, 2025, 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 fair value hierarchy.

Visa Preferred Shares

Through the acquisition of Worldpay, we obtained additional Series B convertible preferred shares of Visa related to the disposal of its ownership interest in Visa Europe to Visa Inc.

Through the Worldpay Acquisition, we obtained additional Series B convertible preferred shares of Visa related to the disposal of its ownership interest in Visa Europe to Visa Inc.

in 2016 ("Visa Disposal").

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Also, in connection with the Visa Disposal, Worldpay agreed to pay former Worldpay owners in 2027 90 % of the net-of-tax proceeds from the disposal.

The obligation to pay the contingent value rights ("CVR") to the former Worldpay owners for shares previously sold is presented in noncurrent liabilities in our consolidated balance sheet.

The carrying amount of the CVR liability was $ 354.9 million at March 31, 2026.

The obligation to pay the contingent value rights ("CVR") to the former Worldpay owners for shares previously sold is presented in other noncurrent liabilities in our consolidated balance sheet.

The carrying amount of the CVR liability was $ 358.6 million at June 30, 2026.

We remeasure the carrying amount of the CVR liability each reporting period to accrete to the amount due in 2027.

The net change in carrying amount was an increase of $ 3.2 million from the acquisition date of Worldpay through March 31, 2026, and is included in interest and other expense in our consolidated statements of income.

The net change in carrying amount was an increase of $ 3.7 million for the three months ended June 30, 2026 and an increase of $ 6.9 million from the acquisition date of Worldpay through June 30, 2026, and is included in interest and other expense in our consolidated statements of income.

The carrying amount of the CVR liability is determined utilizing a discount rate based on the Company's borrowing rate.

Noncash Investing Activity

For certain business combinations and other acquisitions completed during the three months ended March 31, 2026, consideration of $ 15.0 million is payable in the remainder of 2026 and $ 69.8 million is payable in 2027.

For certain business combinations and other acquisitions completed during the six months ended June 30, 2026, consideration of $ 15.0 million is payable in the remainder of 2026 and $ 69.8 million is payable in 2027.

NOTE 14— ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three months ended March 31, 2026 and 2025:

The changes in the accumulated balances for each component of other comprehensive income (loss) were as follows for the three and six months ended June 30, 2026 and 2025:

Foreign Currency Translation Gains (Losses) Net Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss

(in thousands)

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

Balance at March 31, 2026 $ ( 136,918 ) $ ( 58,249 ) $ ( 87 ) $ ( 195,254 )

Other comprehensive income (loss) ( 119,516 ) 5,543 70 ( 113,903 )

Balance at June 30, 2026 $ ( 256,434 ) $ ( 52,706 ) $ ( 17 ) $ ( 309,157 )

Balance at March 31, 2025 $ ( 419,337 ) $ ( 27,924 ) $ ( 2,385 ) $ ( 449,646 )

Other comprehensive income (loss) 373,520 ( 27,759 ) ( 87 ) 345,674

Balance at June 30, 2025 $ ( 45,817 ) $ ( 55,683 ) $ ( 2,472 ) $ ( 103,972 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 7.5 ) million and $ 67.6 million for the three months ended June 30, 2026 and 2025, respectively.

Foreign Currency Translation Gains (Losses) Net Unrealized Gains (Losses) on Hedging Activities Other Accumulated Other Comprehensive Loss

(in thousands)

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

Other comprehensive income (loss) ( 198,585 ) 13,507 2,128 ( 182,950 )

Balance at March 31, 2025 $ ( 419,337 ) $ ( 27,924 ) $ ( 2,385 ) $ ( 449,646 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 23.3 ) million and $ 43.6 million for the three months ended March 31, 2026 and 2025, respectively.

Balance at June 30, 2026 $ ( 256,434 ) $ ( 52,706 ) $ ( 17 ) $ ( 309,157 )

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

Other comprehensive income (loss) 543,372 ( 34,265 ) ( 87 ) 509,020

Balance at June 30, 2025 $ ( 45,817 ) $ ( 55,683 ) $ ( 2,472 ) $ ( 103,972 )

Other comprehensive income (loss) attributable to noncontrolling interests, which relates only to foreign currency translation, was $( 30.8 ) million and $ 111.2 million for the six months ended June 30, 2026 and 2025, respectively.

NOTE 15— SEGMENT INFORMATION

Our segment structure reflects the financial information and reports used by our chief operating decision maker (“CODM”) to make decisions regarding the business, including resource allocations and performance assessments.

As part of our Worldpay integration, in the second quarter of 2026, we realigned into three reportable segments:

Enterprise, Platforms and SMB.

These reportable segments reflect how our chief operating decision maker ("CODM") manages the business, allocates resources and evaluates operating performance.

Corporate activities, including centralized administrative and shared functions, are not managed as an operating segment and are presented separately as reconciling items to consolidated results.

All prior segment information has been recast to reflect our new segment structure and current period presentation.

Through our Enterprise segment, we provide payment and related commerce solutions to large enterprises and multinational clients.

Our offerings include card-present and card-not-present payment acceptance, solutions that help businesses accept payments across channels, emerging AI-driven commerce platforms, and other value-added software and service offerings designed to support complex payment environments.

Through our Platforms segment, we provide payment and embedded commerce solutions through software partners, integrated software vendors, PayFacs, marketplaces and other technology-enabled platforms across numerous vertical markets.

Our offerings include embedded payment acceptance, payment facilitation services, platform enablement technologies and other value-added commerce solutions.

Through our SMB segment, we provide payment, software and related commerce solutions to SMBs.

Our offerings include point-of-sale technologies, business management software and other value-added commerce solutions designed to help our SMB clients operate and grow their businesses.

Our Chief Executive Officer is the CODM.

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

Segment operating income includes externally generated revenues attributable to the segment less expenses directly related to those revenues.

Centrally-managed corporate costs, technology and operations costs, share-based compensation expense, corporate bonus costs, impairment of goodwill, gains or losses on business dispositions and other reconciling items are not included in determining segment operating income.

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

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.

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

Prior to the completion of the Worldpay Acquisition, we operated in one reportable segment, Merchant Solutions, and certain operating overhead, shared costs and share-based compensation costs were included in Corporate, separate from our measure of segment profitability.

As of March 31, 2026 we were still in the process of modifying the design of our operating structure to combine the operations of the acquired Worldpay business with our existing Merchant Solutions business.

Once this process is complete, we will finalize our segment reporting structure based on how our CODM assesses performance and allocates resources.

As a result, we have reported Corporate and the results of operations of Worldpay from the acquisition date to March 31, 2026 within our Merchant Solutions reportable segment.

We will report financial information for our new reportable segments, including prior periods, beginning in the period in which our CODM begins managing the business on the basis of the new structure.

The operating income of our reportable segment includes the revenues of the segment less expenses that are directly related to those revenues and corporate costs.

Impairment of goodwill and gains or losses on business dispositions are not included in determining segment operating income.

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

The accounting policies of the reportable operating segment are the same as those described in our Annual Report on Form 10-K for the year ended December 31, 2025, and our summary of significant accounting policies in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies."

Information on our Merchant Solutions segment, including significant segment expenses, and a reconciliation to consolidated operating income (loss) was as follows for the three months ended March 31, 2026 and 2025:

Three Months Ended

March 31, 2026 March 31, 2025

(in thousands)

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

The accounting policies of our reportable segments are the same as those described in our Annual Report on Form 10-K for the year ended December 31, 2025, and our summary of significant accounting policies in "Note 1—Basis of Presentation and Summary of Significant Accounting Policies."

Operating results for each reportable segment for the three and six months ended June 30, 2026 and 2025 were as follows:

Three Months Ended June 30, 2026

(in thousands) Enterprise Platforms SMB Total

Segment revenues (1)

$ 838,301 $ 652,768 $ 1,648,952 $ 3,140,021

Operating expenses (1) :

Less segment expenses:

Cost of service (2)

71,438 30,641 161,240 263,319

Selling, general and administrative (2)

Operating income (loss) (1) :

Merchant Solutions $ ( 15,646 ) $ 367,966

108,843 330,598 527,726 967,167

Depreciation and amortization (3)

410,427 98,735 331,526 840,688

Segment operating income $ 247,593 $ 192,794 $ 628,460 $ 1,068,847

Reconciliation of segment operating income

Other revenues (1)

Corporate and other expenses (4)

Technology, operations and product development expenses (5)

Operating income (6)

Three Months Ended June 30, 2025

(in thousands) Enterprise Platforms SMB Total

Segment revenues (1)

$ 149,022 $ 287,774 $ 1,333,423 $ 1,770,219

Less segment expenses:

Cost of service (2)

13,048 4,316 119,404 136,768

Selling, general and administrative (2)

21,754 144,974 342,622 509,350

Depreciation and amortization (3)

29,915 18,236 202,210 250,361

Segment operating income $ 84,305 $ 120,248 $ 669,187 $ 873,740

Reconciliation of segment operating income

Other revenues (1)

Corporate and other expenses (4)

Technology, operations and product development expenses (5)

Impairment of goodwill ( 33,218 )

Gain on business disposition 267

Consolidated operating income (loss) $ ( 15,646 ) $ 371,959

Operating income (6)

Six Months Ended June 30, 2026

(in thousands) Enterprise Platforms SMB Total

Segment revenues (1)

$ 1,560,690 $ 1,220,854 $ 3,152,293 $ 5,933,837

Less segment expenses:

Cost of service (2)

113,571 49,265 299,377 462,213

Selling, general and administrative (2)

223,509 616,251 1,019,627 1,859,387

Depreciation and amortization (3)

814,522 195,566 652,626 1,662,714

(1) Revenues, operating expenses, operating income (loss) and depreciation and amortization reflect the effects of acquired businesses, including the Worldpay Acquisition, from the respective acquisition dates.

See “Note 2—Acquisition” for further discussion.

Operating income (loss) and operating expenses included acq uisition, transformation, and transaction expenses of $ 387.3 million and $ 94.7 million for the three months ended March 31, 2026 and 2025, respectively, which were primarily included within selling, general and administrative expenses.

Segment operating income $ 409,088 $ 359,772 $ 1,180,663 $ 1,949,523

Reconciliation of segment operating income

Other revenues (1)

Corporate and other expenses (4)

( 1,093,550 )

Technology, operations and product development expenses (5)

Operating income (6)

Six Months Ended June 30, 2025

(in thousands) Enterprise Platforms SMB Total

Segment revenues (1)

$ 284,499 $ 561,906 $ 2,546,981 $ 3,393,386

Less segment expenses:

Cost of service (2)

27,326 9,611 229,992 266,929

Selling, general and administrative (2)

42,337 280,405 664,546 987,288

Depreciation and amortization (3)

60,001 36,439 399,807 496,247

Segment operating income $ 154,835 $ 235,451 $ 1,252,636 $ 1,642,922

Reconciliation of segment operating income

Other revenues (1)

Corporate and other expenses (4)

Technology, operations and product development expenses (5)

Impairment of goodwill ( 33,218 )

Gain on business disposition 4,260

Operating income (6)

(1) Consolidated revenues as reported in our consolidated statements of income for the three months ended June 30, 2026 and 2025 of $ 3,320.8 million and $ 1,969.3 million, respectively, is comprised of segment revenues of $ 3,140.0 million and $ 1,770.2 million, respectively, and other revenues of $ 180.8 million and $ 199.1 million, respectively.

Consolidated revenues as reported in our consolidated statements of income for the six months ended June 30, 2026 and 2025 of $ 6,290.5 million and $ 3,789.6 million, respectively, is comprised of segment revenues of $ 5,933.8 million and $ 3,393.4 million, respectively, and other revenues of $ 356.6 million and $ 396.2 million, respectively.

Other revenues primarily consist of revenues related to certain portfolios and relationships that are non-core and are not aligned to our go forward strategy.

(2) Excludes depreciation and amortization as it is presented separately.

(3) Consolidated depreciation and amortization for the three months ended June 30, 2026 and 2025 of $ 884.1 million and $ 297.2 million, respectively, is comprised of depreciation and amortization within the reportable segments of $ 840.7 million and $ 250.4 million, respectively, and depreciation and amortization not allocated to the segments of $ 43.4 million and $ 46.8 million, respectively.

Consolidated depreciation and amortization for the six months ended June 30, 2026 and 2025 of $ 1,748.8 million and $ 589.7 million, respectively, is comprised of depreciation and amortization within the reportable segments of $ 1,662.7 million and $ 496.2 million, respectively, and depreciation and amortization not allocated to the segments of $ 86.1 million and $ 93.5 million, respectively.

For the three months ended June 30, 2026, includes amortization of acquisition-related intangible assets within the reportable segments of $ 404.2 million, $ 90.8 million and $ 262.6 million for Enterprise, Platforms and SMB, respectively.

For the three months ended June 30, 2025, includes amortization of acquisition-related intangible assets within the reportable segments of $ 29.1 million, $ 13.4 million and $ 158.2 million for Enterprise, Platforms and SMB, respectively.

For the six months ended June 30, 2026, includes amortization of acquisition-related intangible assets within the reportable segments of $ 806.2 million, $ 180.6 million and $ 518.0 million for Enterprise, Platforms and SMB, respectively.

For the six months ended June 30, 2025, includes amortization of acquisition-related intangible assets within the reportable segments of $ 58.3 million, $ 26.7 million and $ 312.9 million for Enterprise, Platforms and SMB, respectively.

(4) Comprised of centrally managed corporate functions, including human resources, finance, legal and compliance.

(5) Technology, operations and product development expenses relate to functions managed at the corporate level, which support and benefit the overall business.

(6) Operating income includes acquisition, transformation and transaction expenses of $ 197.8 million and $ 133.7 million for the three months ended June 30, 2026 and 2025, respectively, which were primarily included within Corporate and other expenses.

For the six months ended June 30, 2026 and 2025, operating income included acquisition, transformation, and transaction expenses of $ 585.1 million and $ 228.3 million, respectively, which were primarily included within Corporate and other expenses.

NOTE 16— COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

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What changed 10-Q

Item 1. Financial Statements