Fidelity National Information Services (FIS) Proxy filing summary

Executive summary

• Achieved or exceeded all key financial targets for 2025, including 5% revenue growth, 5.8% adjusted revenue growth, $382M net income, and $4.331B adjusted EBITDA.

• Completed acquisition of Issuer Solutions business and sale of Worldpay equity, enhancing recurring revenue and cash flow profile.

• Returned $2.1B to shareholders through dividends and share repurchases, above original guidance.

• Board and management focused on strategic transformation, AI-driven innovation, and disciplined capital allocation.

• Shareholder engagement program reached over 40% of outstanding shares, with positive feedback on transformation and compensation changes.

Voting matters and shareholder proposals

• Proposal 1: Election of nine directors, including five appointed in the last five years.

• Proposal 2: Advisory vote on executive compensation, with 93.6% support in 2025.

• Proposal 3: Ratification of KPMG LLP as independent auditor for 2026.

• Shareholders may submit director nominations and proposals for the 2027 meeting per bylaw deadlines.

Board of directors and corporate governance

• Board comprises eight independent directors and one management director, with diverse skills in technology, finance, and global business.

• Annual election of directors, majority vote standard, and mandatory retirement age of 75.

• Board committees (Audit, Compensation, Governance, Risk/Technology, Executive) are fully independent.

• Robust director succession planning, annual self-evaluations, and ongoing education.

• Independent Chair leads the Board, separate from CEO role.