Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 27, 2022, the Compensation Committee of the Board of Directors of
Evertec, Inc. (the “Company”) approved special cash bonuses for certain
employees and executives of the Company in connection with their extraordinary
efforts on the transaction involving the sale to Banco Popular de Puerto Rico
and its parent, Popular, Inc., of certain of the Company’s technology services
assets and the extension of the main commercial agreements between the parties,
including a 10-year extension of the Merchant Acquiring Independent Sales
Organization Agreement, a 5-year extension of the ATH Network Participation
Agreement and a 3-year extension of the Master Services Agreement. This
transaction was previously reported in Current Reports on Form 8-K filed by the
Company on February 24, 2022 and July 1, 2022. The amounts to be paid to the
Company’s Named Executive Officers under this arrangement are: (i) $800,000 to
Morgan M. Schuessler, Jr., President and Chief Executive Officer; (ii) $400,000
to Joaquin A. Castrillo, Executive Vice President and Chief Financial Officer;
(iii) $400,000 to Miguel Vizcarrondo, Executive Vice President and Chief
Commercial Officer for Puerto Rico and the Caribbean; (iv) $200,000 to Diego
Viglianco, Executive Vice President and Chief Operating Officer; and (v) $40,000
to Guillermo Rospigliosi, Executive Vice President and Chief Product and
Item 7.01 Regulation FD Disclosure.
On July 28, 2022, the Company’s Board of Directors declared a regular quarterly
cash dividend of $0.05 per share on the Company’s outstanding shares of common
stock. The Board anticipates declaring this dividend in future quarters on a
regular basis; however future declarations of dividends are subject to Board of
Directors’ approval and may be adjusted as business needs or market conditions
change. The cash dividend of $0.05 per share will be paid on September 2, 2022
to stockholders of record as of the close of business on August 8, 2022.
A copy of the press release announcing the dividend discussed above is attached
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by
Note: The information contained in this Item 7.01 shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits. Number Exhibit 99.1 Press Release re: quarterly dividend issued by EVERTEC, Inc. dated July 28, 2022
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