UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): August 6, 2019
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FleetCor Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Delaware | 001-35004 | 72-1074903 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
5445 Triangle Parkway, Suite 400, Peachtree Corners, Georgia | 30092 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (770) 449-0479
Not Applicable
Former name or former address, if changed since last report
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 31, 2019, Kurt P. Adams informed FleetCor Technologies, Inc. (the “Company”) of his intention to resign from his position as Group President of the Corporate Payments division. On August 6, 2019, the Company announced that John S. Coughlin, the Company’s current Executive Vice President of Global Corporate Development, has been named Group President of the Corporate Payments division, effective immediately. Mr. Adams will work with the Company on the transition over the coming weeks.
The Company issued a press release on August 6, 2019, announcing the appointment of Mr. Coughlin. A copy of the press release is filed as Exhibit 99.1 to the Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. 99.1 FleetCor Technologies, Inc. press release, dated August 6, 2019.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
FleetCor Technologies, Inc. | ||||||
August 6, 2019 | By: /s/ Daniel S. Fishbein | |||||
Daniel S. Fishbein | ||||||
General Counsel | ||||||
Exhibit Index
Exhibit No. | Description | |
FleetCor Technologies, Inc. press release, dated August 6, 2019. | ||
Exhibit 99.1
FLEETCOR Announces Appointment of Veteran Leader to Group Operating Role
Company Announces Appointment of John Coughlin to Group President of Corporate Payments
PEACHTREE CORNERS, Ga., August 6, 2019 -- FLEETCOR Technologies, Inc. (NYSE: FLT), a leading global business payments company, today announced that John Coughlin, the Company’s Executive Vice President of Global Corporate Development, has been named group president of Corporate Payments.
“We want to congratulate John on his appointment. John had significant involvement in the Comdata, Nvoicepay, Sole, and Cambridge acquisitions- so he knows our corporate payments line of business quite well,” said Ron Clarke chairman and chief executive officer, FLEETCOR Technologies, Inc. “In addition, we have four outstanding line of business heads managing our core Comdata Corporate Payments, Payroll Card, Nvoicepay and Cambridge businesses, who will report into John.”
Mr. Coughlin joined FLEETCOR in 2010, and has been the Executive Vice President of Global Corporate Development since his hiring. He has led 37 FLEETCOR acquisitions, as well as spearheaded the integration and growth plans. Prior to joining FLEETCOR, John held senior roles in private equity, operations, and strategy consulting as managing director at PCG Capital Partners, chief executive officer of NCDR/Benevis, and senior partner at The Parthenon Group.
Kurt Adams, the former group President of Corporate Payments has accepted an opportunity outside the Financial Technology industry. “I have truly enjoyed my time at FLEETCOR and am extremely proud of what we have accomplished over the last four years,” said Adams. “I have an opportunity outside the FinTech industry that is attractive from both a career and family standpoint. I wish my fellow FLEETCOR colleagues all the best as they continue to grow the corporate payments businesses.”
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about FLEETCOR's beliefs, expectations, assumptions and future performance, are forward-looking statements. Forward-looking statements can be identified by the use of words such as "anticipate," "intend," "believe," "estimate," "plan," "seek," "project," "expect," "may," "will," "would," "could" or "should," the negative of these terms or other comparable terminology. Examples of forward-looking statements in this press release include statements relating to macroeconomic conditions, including fuel prices, fuel price spreads and foreign exchange rates, impact of the Tax Act, our expectations regarding future growth, including future revenue and earnings increases; our growth plans and opportunities, including future acquisitions, estimated returns on future acquisitions and future product expansion, and estimated impact of these conditions on our operations and financial results, revenue and earnings guidance and assumptions underlying financial guidance. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those contained in any forward-looking statement, such as fuel price and spread volatility; the impact of foreign exchange rates on operations, revenue and income; the effects of general economic and political conditions on fueling patterns and the commercial activity of fleets; changes in credit risk of customers and associated losses; the actions of regulators relating to payment cards or resulting from investigations; failure to maintain or renew key business relationships; failure to maintain competitive product offerings; failure to maintain or renew sources of financing; failure to complete, or delays in completing, anticipated new partnership and customer agreements or acquisitions and to successfully integrate or otherwise achieve anticipated benefits from such partnerships and customer arrangements or acquired businesses; failure to successfully expand business internationally, other risks related to our international operations, including the potential impact to our business as a result of the United Kingdom’s referendum to leave the European Union, risks related to litigation, the impact of new tax regulations and the resolution of tax contingencies resulting in additional tax liabilities; as well as the other risks and uncertainties identified under the caption "Risk Factors" in FLEETCOR's Annual Report on Form 10-K for the year ended December 31, 2018. These forward-looking statements are not a guarantee of performance, and undue reliance should
Exhibit 99.1
not be placed on such statements. The forward-looking statements included in this press release are made only as of the date hereof, and FLEETCOR does not undertake, and specifically disclaims, any obligation to update any such statements as a result of new information, future events or developments except as specifically stated in this press release or to the extent required by law.
About FLEETCOR
FLEETCOR Technologies (NYSE: FLT) is a leading global business payments company that simplifies the way businesses manage and pay their expenses. The FLEETCOR portfolio of brands help companies automate, secure, digitize and control payments to, or on behalf of, their employees and suppliers. FLEETCOR serves businesses, partners and merchants in North America, Latin America, Europe, and Asia Pacific. For more information, please visit www.FLEETCOR.com.
Contact
Investor Relations
Jim Eglseder, 770-417-4697
Jim.Eglseder@fleetcor.com