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Georgia
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37-1490331
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(State or Other Jurisdiction of Incorporation or Organization)
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(IRS Employer Identification Number)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Trading
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Name of each exchange
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Title of each class
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Symbol(s)
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on which registered
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Common Stock, par value $0.01 per share
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FIS
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New York Stock Exchange
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0.400% Senior Notes due 2021
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FIS21A
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New York Stock Exchange
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Floating Rate Senior Notes due 2021
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FIS21B
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New York Stock Exchange
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0.125% Senior Notes due 2021
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FIS21C
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New York Stock Exchange
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1.700% Senior Notes due 2022
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FIS22B
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New York Stock Exchange
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0.750% Senior Notes due 2023
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FIS23A
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New York Stock Exchange
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1.100% Senior Notes due 2024
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FIS24A
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New York Stock Exchange
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2.602% Senior Notes due 2025
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FIS25A
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New York Stock Exchange
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1.500% Senior Notes due 2027
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FIS27
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New York Stock Exchange
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2.000% Senior Notes due 2030
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FIS30
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New York Stock Exchange
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3.360% Senior Notes due 2031
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FIS31
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New York Stock Exchange
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2.950% Senior Notes due 2039
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FIS39
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New York Stock Exchange
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1.
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FIS’ shareholders voted upon and approved the issuance of shares of common stock of FIS, in connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of March 17, 2019, as it may be amended from time to time, by and among FIS, Wrangler Merger Sub, Inc., a wholly-owned subsidiary of FIS, and Worldpay, Inc., which proposal we refer to as the FIS share issuance proposal, with 274,098,767 votes for, 341,999 votes against, and 249,045 abstentions.
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2.
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FIS’ shareholders voted upon and approved an amendment to the articles of incorporation of FIS to increase the number of authorized shares of common stock of FIS from 600,000,000 to 750,000,000, effective only immediately prior to consummation of the merger, which proposal we refer to as the FIS articles amendment proposal, with 273,389,971 votes for, 1,059,175 votes against, and 240,665 abstentions.
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3.
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The proposal to adjourn the Special Meeting was not necessary or appropriate because there were sufficient votes to approve the FIS share issuance proposal and FIS articles amendment proposal.
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Fidelity National Information Services, Inc.
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Date: July 24, 2019
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By:
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/s/ Charles H. Keller
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Name:
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Charles H. Keller
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Title:
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Senior Vice President, Deputy General Counsel and Corporate Secretary
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