0000899243-23-009854.txt : 20230328 0000899243-23-009854.hdr.sgml : 20230328 20230328210617 ACCESSION NUMBER: 0000899243-23-009854 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230324 FILED AS OF DATE: 20230328 DATE AS OF CHANGE: 20230328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KELLY JAMES G CENTRAL INDEX KEY: 0001226014 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38504 FILM NUMBER: 23771497 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EVO Payments, Inc. CENTRAL INDEX KEY: 0001704596 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 5164799000 MAIL ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-03-24 1 0001704596 EVO Payments, Inc. EVOP 0001226014 KELLY JAMES G 10 GLENLAKE PARKWAY, SOUTH TOWER, SUITE 950 ATLANTA GA 30328 1 1 0 0 CEO 0 Class A Common Stock 2023-03-24 4 D 0 321489 D 0 D Restricted Stock Units 2023-03-24 4 D 0 23487 D Class A Common Stock 23487 0 D Restricted Stock Units 2023-03-24 4 D 0 38099 D Class A Common Stock 38099 0 D Restricted Stock Units 2023-03-24 4 D 0 77797 D Class A Common Stock 77797 0 D Performance Stock Units 2023-03-24 4 D 0 72739 D Class A Common Stock 72739 0 D Performance Stock Units 2023-03-24 4 D 0 58347 D Class A Common Stock 58347 0 D Options (right to buy) 25.28 2023-03-24 4 D 0 73213 D 2024-02-28 2030-02-28 Class A Common Stock 73213 0 D Options (right to buy) 25.46 2023-03-24 4 D 0 95799 D 2031-02-26 Class A Common Stock 95799 0 D As of the Transaction Date and pursuant to a merger agreement between the Issuer and Global Payments Inc. (the "Merger Agreement"), RSUs were canceled in exchange for a total cash payment of $4,739,022.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $798,558.00 for 23,487 units (which would have vested on the fourth anniversary of 2/28/2020), $1,295,366.00 for 38,099 units, and $2,645,098.00 for 77,797 units (which would have ratably vested on the second and third anniversary of 2/24/2022). Vested shares were also canceled and provided consideration pursuant to the Merger Agreement. As of the Transaction Date and pursuant to the Merger Agreement, PSUs were canceled in exchange for a total cash payment of $4,456,924.00, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $2,473,126.00 for 72,739 units and $1,983,798.00 for 58,347 units. Upon vesting, restricted stock units and performance stock units convert to shares of Issuer common stock on a one-for-one basis. The RSU grant provided for vesting of 38,099 units on the third anniversary of 2/26/2021. The PSU grant provided for vesting of 72,739 units on 2/24/2025, subject to satisfying additional performance conditions. The PSU grant provided for vesting of 58,347 units on 3/31/2025, subject to satisfying additional performance conditions. The options grant provided for vesting of 95,799 units on the third anniversary of 2/26/2021, subject to satisfying additional performance conditions. As of the Transaction Date and pursuant to the Merger Agreement, option rights were canceled in exchange for a total cash payment of $1,456,540.82, representing the number of shares multiplied by the applicable consideration amount required in the Merger Agreement. The cash payment includes $638,417.36 for 73,213 units and $818,123.46 for 95,799 units. /s/ Steven J. de Groot, Attorney-in-Fact 2023-03-28