FLEETCOR enters cooperation with D.E. Shaw, appoints new director, initiates portfolio review

CORPAY, INC.

Appointed Rahul Gupta as independent director; agrees to add another mutually agreed director.
Formed ad hoc Strategic Review Committee to consider separation or disposition of businesses.
Portfolio review to be completed by end of 2023, complementing business simplification plan.
D.E. Shaw agrees to standstill, voting commitments, and ownership limit of 7.5% through certain deadlines.
Long-tenured director expected to retire upon addition of second new director.

item 1.01 item 5.02 item 8.01 item 9.01

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Appointed

Rahul Gupta

independent director

CPAY · CORPAY, INC.

Effective: 2023-03-15
Filed: March 20, 2023, 7:59 PM ET

On March 15, 2023, pursuant to the Cooperation Agreement, the Board appointed Mr. Gupta to serve as an independent director until the 2023 Annual Meeting.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Rahul Gupta was appointed as independent director at CORPAY, INC..

Action: appointed
Role: independent director

Exact text from the filing

On March 15, 2023, pursuant to the Cooperation Agreement, the Board appointed Mr. Gupta to serve as an independent director until the 2023 Annual Meeting.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

CORPAY, INC. entered into Cooperation Agreement with D.E. Shaw Oculus Portfolios, L.L.C. and D.E. Shaw Valence Portfolios, L.L.C. (effective 2023-03-15).

Action: entry
Counterparty: D.E. Shaw Oculus Portfolios, L.L.C. and D.E. Shaw Valence Portfolios, L.L.C.
Effective: 2023-03-15

Exact text from the filing

On March 15, 2023, FLEETCOR Technologies, Inc. (the “Company”) entered into a Cooperation Agreement (the “Cooperation Agreement”) with D.E. Shaw Oculus Portfolios, L.L.C. and D.E. Shaw Valence Portfolios, L.L.C. (collectively, “D.E. Shaw”) regarding the election of members to the Company’s Board of Directors (the “Board”) and certain other matters.

View on SEC.gov

281 material agreements filed in the last 30 days. Browse all material agreements →

CORPAY, INC. filing history →

Source: SEC EDGAR

accession 0001628280-23-008566

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