Global Payments GPN · USD

SEGMENT INFORMATION Information About Profit and AssetsWe 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.Our Merchant Solutions payment technology is similar around the world in that we enable our customers to accept card and other digital-based payments. Through this segment, our offerings include, but are not limited to, authorization, settlement and funding services, customer support, chargeback resolution, terminal rental, sales and deployment, payment security services, consolidated billing and on-line reporting. In addition, we offer a wide array of enterprise software solutions that streamline business operations to customers in numerous vertical markets. 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 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. Our segment structure reflects the financial information and reports used by our chief operating decision maker to make decisions regarding the business, including resource allocations and performance assessments. Our Chief Executive Officer is the chief operating decision maker ("CODM"). 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.

REVENUESThe 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 31,202520242023(in thousands)Americas$6,143,825 $6,279,160 $5,893,573 Europe1,280,865 1,197,098 1,042,532 Asia Pacific281,188 259,712 260,939 $7,705,878 $7,735,970 $7,197,044 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 2023:202520242023(in thousands)Point-of-Sale and Software Solutions$1,321,636 $1,512,488 $1,395,553 Integrated and Embedded Solutions3,407,539 3,195,898 2,968,818 Core Payments Solutions2,976,703 3,027,584 2,832,673 $7,705,878 $7,735,970 $7,197,044 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 years ended December 31, 2025, 2024 and 2023, substantially all of our revenues were recognized over time.

COMMITMENTS AND CONTINGENCIES Purchase Obligations We have contractual obligations related to service arrangements with suppliers for fixed or minimum amounts. Future minimum payments at December 31, 2025 for purchase obligations were as follows (in thousands):Year ending December 31:2026$268,798 2027169,623 2028139,099 2029127,075 2030138,879 2031 and thereafter1,000 Total future minimum payments$844,474 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 MattersWe are party to a number of claims and lawsuits incidental to our business. In our opinion, the liabilities, if any, which may ultimately result from the outcome of such matters, individually or in the aggregate, are not expected to have a material adverse effect on our financial position, liquidity, results of operations or cash flows.Operating TaxesWe are subject to certain taxes that are not derived based on earnings (e.g., sales, gross receipts, property, value-added and other business taxes). During the course of operations, we must interpret the meaning of various operating tax regulations in the United States and in the foreign jurisdictions in which we do business. We are subject to ongoing audits in certain jurisdictions, and taxing authorities in those various jurisdictions may arrive at different interpretations of applicable tax laws and regulations which could result in the payment of additional taxes in those jurisdictions.BIN/ICA AgreementsIn certain markets, we enter into sponsorship or depository and processing agreements with banks. These agreements allow us to use the banks' identification numbers, referred to as Bank Identification Number ("BIN") for Visa transactions and an Interbank Card Association ("ICA") number for Mastercard transactions, to clear credit card transactions through Visa and Mastercard. Certain of these agreements contain financial covenants, and we were in compliance with all such covenants as of December 31, 2025.

LONG-TERM DEBT AND LINES OF CREDITAs of December 31, 2025 and 2024, long-term debt consisted of the following:December 31, 2025December 31, 2024(in thousands)Long-term Debt2.650% senior notes due February 15, 2025$— $999,791 1.200% senior notes due March 1, 20261,099,681 1,097,764 4.800% senior notes due April 1, 2026752,825 764,125 2.150% senior notes due January 15, 2027748,697 747,447 4.950% senior notes due August 15, 2027498,406 497,425 4.450% senior notes due June 1, 2028460,619 465,012 4.500% senior notes due November 15, 20281,738,918 — 3.200% senior notes due August 15, 20291,244,291 1,242,715 5.300% senior notes due August 15, 2029497,462 496,762 2.900% senior notes due May 15, 2030994,879 993,708 4.875% senior notes due November 15, 20301,685,351 — 2.900% senior notes due November 15, 2031745,072 744,233 5.400% senior notes due August 15, 2032744,552 743,730 5.200% senior notes due November 15, 2032990,181 — 5.550% senior notes due November 15, 20351,730,061 — 4.150% senior notes due August 15, 2049741,572 741,215 5.950% senior notes due August 15, 2052739,374 738,975 4.875% senior notes due March 17, 2031932,686 820,952 1.000% convertible senior notes due August 15, 20291,470,029 1,461,761 1.500% convertible senior notes due March 1, 20311,975,407 1,970,577 Revolving credit facility1,515,000 1,500,000 Finance lease liabilities21,267 10,921 Other borrowings135,974 60,667 Total long-term debt21,462,304 16,097,780 Less current portion1,920,792 1,018,327 Long-term debt, excluding current portion$19,541,512 $15,079,453 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 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. At December 31, 2024, the unamortized discount on senior notes and convertible notes was $38.5 million and unamortized debt issuance costs on senior notes and convertible notes were $92.8 million. The portion of unamortized debt issuance costs related to revolving credit facilities is included in other noncurrent assets. At December 31, 2025 and 2024, unamortized debt issuance costs on the unsecured revolving credit facility were $20.7 million and $13.4 million, respectively.

INCOME TAXThe income tax expense for the years ended December 31, 2025, 2024 and 2023 consisted of the following:Years Ended December 31,202520242023(in thousands)Current income tax expense (benefit): Federal$282,092 $289,893 $290,887 State73,817 60,358 78,459 Foreign179,523 191,762 196,384 535,432 542,013 565,730 Deferred income tax expense (benefit):Federal(174,619)(192,569)(253,489)State(10,388)(36,605)(38,131)Foreign(98,868)(71,326)(87,593) (283,875)(300,500)(379,213)$251,557 $241,513 $186,517 Income tax expense allocated to noncontrolling interests was $14.9 million, $15.4 million and $11.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.The following table presents income (loss) before income taxes for the years ended December 31, 2025, 2024 and 2023:Years Ended December 31,202520242023(in thousands)United States$884,390 $1,004,292 $251,396 Foreign375,729 526,024 530,266 $1,260,119 $1,530,316 $781,662 Approximately $66.7 million of our undistributed foreign earnings are considered to be indefinitely reinvested outside the United States as of December 31, 2025. Because those earnings are considered to be indefinitely reinvested, no deferred income taxes have been provided thereon. If we were to make a distribution of any portion of those earnings in the form of dividends or otherwise, any such amounts would be subject to withholding taxes payable to various foreign jurisdictions; however, the amounts would not be subject to any additional U.S. income tax. Our effective tax rates for the years ended December 31, 2025, 2024 and 2023 differ from the federal statutory rate for those periods as follows:Years Ended December 31,202520242023AmountRateAmountRateAmountRate(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 Federal U.S. statutory rate264,625 21.0 %321,366 21.0 %164,149 21.0 %Federal tax effects:Tax credits: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 compensation6,053 0.5 %6,470 0.4 %10,772 1.4 %Other4,985 0.4 %570 — %451 0.1 %Cross-border tax laws:Global intangible low-taxed income18,683 1.5 %25,261 1.7 %32,921 4.2 %Subpart F income12,790 1.0 %20,076 1.3 %19,800 2.5 %Foreign branches(92,447)(7.3)%(132,991)(8.7)%(98,592)(12.

SHARE-BASED AWARDS AND OPTIONSWe have granted nonqualified stock options, restricted stock and performance unit awards to key employees, officers and directors under a long-term incentive plan, which permits grants of equity to employees, officers, directors and consultants. 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:Years Ended December 31,202520242023(in thousands)Share-based compensation expense from continuing operations$121,131 $137,769 $178,138 Share-based compensation expense from discontinued operations32,516 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 StockRestricted stock awards vest in approximately equal annual installments, generally on each of the first three or four anniversaries of the grant date or, in some cases, in one installment on the third anniversary of the grant date, in either case subject to the holder's continued service on each applicable vesting date. Restricted shares cannot be sold or transferred until they have vested. The grant date fair value of restricted stock awards, which is based on the quoted market value of our common stock on the grant date, is recognized as share-based compensation expense on a straight-line basis over the vesting period. Our restricted stock agreements provide for accelerated vesting under certain conditions.

The following table summarizes changes in stock option activity for the years ended December 31, 2025, 2024 and 2023: OptionsWeighted-Average Exercise PriceWeighted-Average Remaining Contractual TermAggregate Intrinsic Value(in thousands)(years)(in millions)Outstanding at December 31, 20221,139 $111.755.4$17.3Replacement Awards142 98.44Granted233 110.83Forfeited(297)155.35Exercised(296)89.089.4Outstanding at December 31, 2023921 99.545.032.1Granted168 127.99Forfeited(77)150.55Exercised(234)59.1616.0Outstanding at December 31, 2024778 112.915.59.0Granted236 102.25Forfeited(24)112.05Exercised(59)62.431.4Outstanding at December 31, 2025931 $113.435.8$0.6Options vested and exercisable at December 31, 2025577 $115.864.0$0.

LEASESOur leases consist primarily of operating real estate leases for office space and data centers in the markets in which we conduct business. We also have operating and finance leases for computer and other equipment. Many of our leases include escalating rental payments and incentives, as well as termination and renewal options. Certain of our lease agreements provide that we pay the cost of property taxes, insurance and maintenance. As of December 31, 2025 and 2024, right-of-use assets and lease liabilities consisted of the following:Balance Sheet LocationDecember 31, 2025December 31, 2024(in thousands)Assets:Operating lease right-of-use assets:Real estateOther noncurrent assets$250,323 $247,386 OtherOther noncurrent assets32 116 Total operating lease right-of-use-assets$250,355 $247,502 Finance lease right-of-use assets:Computer equipmentProperty and equipment, net$259 $244 Other equipmentProperty and equipment, net90,174 52,365 90,433 52,609 Less accumulated depreciation:Computer equipmentProperty and equipment, net(212)(87)Other equipmentProperty and equipment, net(53,847)(39,021)Total accumulated depreciation(54,059)(39,108)Total finance lease right-of-use assets36,374 13,501 Total right-of-use assets(1)$286,729 $261,003 Liabilities:Operating lease liabilities (current)Accounts payable and accrued liabilities$58,065 $59,820 Operating lease liabilities (noncurrent)Other noncurrent liabilities305,797 330,206 Finance lease liabilities (current)Current portion of long-term debt8,598 5,953 Finance lease liabilities (noncurrent)Long-term debt12,669 4,968 Total lease liabilities$385,129 $400,947 (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. The weighted-average remaining lease term for operating and finance leases at December 31, 2024 was 8.2 years and 3.0 years, respectively. As of December 31, 2025, the weighted-average discount rate used in the measurement of operating and finance lease liabilities was 4.2% and 4.8%, respectively. As of December 31, 2024, the weighted-average discount rate used in the measurement of operating and finance lease liabilities was 4.0% and 4.0%, respectively.