8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

________________________________________________________ 

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, 2020

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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 or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
3280 Peachtree Road, Suite 2400	Atlanta	30305
(Address of principal executive offices)	GA	(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbols(s)	Name of each exchange on which registered
Common Stock	FLT	New York Stock Exchange

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 August 6, 2020, FLEETCOR Technologies, Inc. announced the retirement of Eric R. Dey, as the Company’s Chief Financial Officer and Principal Accounting Officer and the appointment of Charles R. Freund, to serve as the Company’s Chief Financial Officer, effective September 1, 2020. Mr. Freund, age 47, joined FLEETCOR in December 2000 as director of business development and was most recently executive vice president for strategy. During his tenure with the Company, Mr. Freund has also served as executive vice president of global sales, president of developing markets, and vice president of UK card issuing. Prior to joining FLEETCOR, Mr. Freund was a consultant at Sibson Consulting, a member of The Segal Group. The terms of employment, including compensation, will be agreed to prior to Mr. Freund assuming his new position. Mr. Dey will will remain on as a senior advisor at the Company through the end of the year to ensure a smooth transition of responsibilities.

The Company issued a press release on August 6, 2020, announcing the retirement of Mr. Dey and the appointment of Mr. Freund. 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, 2020
104	Cover Page Interactive Data File (formatted as Inline XBRL)

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 12, 2020	By:   /s/ Eric R. Dey
		Eric R. Dey
		Chief Financial Officer

EX-99.1

Exhibit 99.1

FLEETCOR Appoints Tenured Executive as Chief Financial Officer

Eric Dey to Retire and will Remain a Senior Advisor through End of 2020

ATLANTA, Ga., August 6, 2020 -- FLEETCOR Technologies, Inc. (NYSE: FLT), a leading global business payments company, today announced that Charles Freund - executive vice president for strategy - has been named chief financial officer effective September 1, 2020. After 18 years with the Company, Eric Dey, the Company’s current chief financial officer, will retire but will remain on as a senior advisor at the Company through the end of the year to ensure a smooth transition of responsibilities.

“I want to congratulate Charles on his appointment. Over the last 20 years, he has held many roles which affords him great perspective along with many company-wide relationships. He’s worked on M&A, run lines of business, led our strategy development, and effectively served as my chief of staff. I am confident Charles will perform exceptionally well in his new role as CFO and lead FLEETCOR through its next phase of growth,” said Ron Clarke, chairman and chief executive officer of FLEETCOR Technologies, Inc.

Mr. Freund joined FLEETCOR in December 2000 as director of business development and was most recently executive vice president for strategy. During his tenure with the Company, Mr. Freund has also served as executive vice president of global sales, president of developing markets, and vice president of UK card issuing. Prior to joining FLEETCOR, Mr. Freund was a consultant at Sibson Consulting, a member of The Segal Group.

“Eric has been a terrific partner and friend in helping build FLEETCOR from our humble start into one of the world’s most valuable payment companies. He helped lead us through our successful IPO in 2010, assisted in closing over 70 acquisitions and has assembled a great financial team along the way. We greatly appreciate all he has done to make FLEETCOR such a successful company and I look forward to our continued friendship,” concluded Clarke.

“It’s been a real honor to have served as CFO of FLEETCOR for nearly two decades and I am extremely proud of what we have accomplished over the years,” said Mr. Dey. “I am confident Charles is the ideal candidate to lead our incredible finance team on the continuing journey.”

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 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

XML

Document and Entity Information Document	Aug. 06, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 06, 2020
Entity Registrant Name	FleetCor Technologies, Inc.
Entity Central Index Key	0001175454
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35004
Entity Tax Identification Number	72-1074903
Entity Address, Address Line One	3280 Peachtree Road, Suite 2400
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30305
City Area Code	770
Local Phone Number	449-0479
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	FLT
Security Exchange Name	NYSE
Entity Emerging Growth Company	false