--- ticker: GPN company: Global Payments Inc. filing_type: 10-K year_current: 2026 year_prior: 2025 risks_added: 2 risks_removed: 2 risks_modified: 7 risks_unchanged: 33 source: SEC EDGAR url: https://riskdiff.com/gpn/2026-vs-2025/ markdown_url: https://riskdiff.com/gpn/2026-vs-2025/index.md generated: 2026-05-10 --- # Global Payments Inc.: 10-K Risk Factor Changes 2026 vs 2025 > Source: U.S. Securities and Exchange Commission (EDGAR) > Generated: 2026-05-10 > All data extracted directly from official filings. No hallucinated content. > **[AI-Generated Summary]** The paragraph below was produced by a language > model and may contain errors. All other content on this page is deterministically > extracted from the original SEC filing. > Global Payments shifted its risk disclosure focus from customer retention and portfolio stability in the Issuer Solutions segment toward integration challenges and competitive pressures related to the Worldpay Acquisition, adding two acquisition-related and merchant competition risks while removing two customer-concentration risks. The company retained 33 unchanged risks while substantively modifying 7 core risk disclosures, including those addressing market expansion, digital payment adoption trends, and tax regulatory changes, indicating a material reorientation of strategic priorities and operational concerns. --- ## Summary | Status | Count | |--------|-------| | New risks added | 2 | | Risks removed | 2 | | Risks modified | 7 | | Unchanged | 33 | --- ## New in Current Filing: We may be unable to integrate the business of Worldpay successfully or realize the anticipated benefits of the Worldpay Acquisition, which could adversely affect our business, financial condition, results of operations and cash flows. The acquisition and integration of Worldpay involves a number of risks. The combination of two independent businesses is complex, costly and time consuming, and we will be required to devote significant management attention and resources to integrating the business practices and operations of Worldpay. Potential difficulties that we may encounter as part of the integration process include the following: •The inability to successfully combine the business of Worldpay in a manner that permits us to achieve, on a timely basis, or at all, the enhanced revenue opportunities and cost savings and other benefits anticipated to result from the acquisition; •Complexities associated with managing the combined businesses, including difficulty addressing possible differences in corporate cultures and management philosophies and the challenge of integrating complex systems, technology, networks and other assets in a seamless manner that minimizes any adverse impact on customers, suppliers, employees and other stakeholders (with such complexities heightened because we are managing the separation of our Issuer Solutions business, which was recently divested to FIS, at the same time we are managing the integration of Worldpay); 21 21 21 Table of Contents Table of Contents •Our ability to retain personnel after the Worldpay Acquisition, including Worldpay's key management, who may be critical to our future operations, which could disrupt our operations, loss of existing customers, loss of key information, expertise or know-how and unanticipated additional recruitment and training costs; •Our ability to manage the combined, now significantly larger, Merchant Solutions business, including challenges related to management and monitoring of new operations and the associated increased costs and complexity of the combined business; •Our ability to realize the expected operating efficiencies, cost savings, revenue enhancements or other benefits currently anticipated from the Worldpay Acquisition; •Potential adverse reactions or changes to business relationships resulting from the Worldpay Acquisition, including as it relates to our or Worldpay's ability to successfully renew existing client contracts on favorable terms or at all and obtain new clients; •Potential unknown liabilities and unforeseen increased expenses or delays associated with the acquisition; and •Diversion of the attention of management and the disruption of, or the loss of momentum in, our ongoing businesses or inconsistencies in standards, controls, procedures and policies. Any of these factors could affect our ability to maintain relationships with customers, suppliers, employees and other stakeholders or achieve the anticipated benefits of the Worldpay Acquisition, which could adversely affect our business, financial condition, results of operations and cash flows. --- ## New in Current Filing: If our enterprise segment merchants direct significant transaction volume away from us to other providers, it could adversely affect our business, financial condition, results of operations and cash flows. Many merchants in our enterprise merchant segment have non-exclusive agreements with multiple providers of payment processing services and receive services simultaneously from multiple providers. These large merchants frequently have the contractual right and the technical capabilities to redirect and reallocate transaction volume between payment processors at any time and in their discretion. There are many reasons why an enterprise merchant may decide to direct transaction volume away from us including a failure by us to provide services in accordance with merchants' expectations and an offer for more competitive pricing by another provider. If our enterprise customers shift significant transaction volume to other providers, it will adversely affect our business, financial condition, results of operations and cash flows. --- ## No Match in Current: Consolidation among financial institutions or among retail customers, including the merger of our customers with entities that are not our customers or the sale of portfolios by our customers to entities that are not our customers, could materially affect our business, financial condition, results of operations and cash flows. *This section from the 2025 filing does not have a high-confidence textual match in 2026. It may have been removed, merged, or substantially reworded.* Consolidation among financial institutions, particularly in the area of credit card operations and consolidation in the retail industry, is a risk that could negatively affect our existing customer agreements and future revenues. In addition, consolidation among financial institutions has led to an increasingly concentrated customer base, which results in a changing mix toward larger customers. Continued consolidation among financial institutions could increase the bargaining power of our current and future customers and further increase our customer concentration. Consolidation among financial institutions and retail customers and the resulting loss of any significant number of customers by us could have a material adverse effect on our business, financial condition, results of operations and cash flows. --- ## No Match in Current: If we do not renew or renegotiate our agreements on favorable terms with our customers within the Issuer Solutions segment, our business will suffer. The timing of the conversions or deconversions of card portfolios could also affect the amount and timing of our revenues and expenses. *This section from the 2025 filing does not have a high-confidence textual match in 2026. It may have been removed, merged, or substantially reworded.* A significant amount of our Issuer Solutions segment revenues is derived from long-term contracts with large financial institutions and other financial service providers. The financial position of these customers and their willingness to pay for our services are affected by general market conditions, competitive pressures and operating margins within their industries. When our long-term contracts near expiration, the renewal or renegotiation of the contract presents our customers with the opportunity to consider other providers, transition all or a portion of the services we provide in-house or seek lower rates for our services. Additionally, as we modernize the technology platform we use to deliver services, some Issuer Solutions customers may not be agreeable to our modernization efforts and may choose to end their contracts prematurely, or not renew their contracts as a result. The loss of our contracts with existing customers or renegotiation of contracts at reduced rates or with fewer services could have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, the timing of the conversion of card portfolios of new payment processing customers to our processing systems and the deconversion of existing customers to other systems could affect the amount and timing of our revenues and expenses. Due to a variety of factors, conversions and deconversions may not occur as scheduled, and this may have a material adverse effect on our business, financial condition, results of operations and cash flows. 24 24 24 Table of Contents Table of Contents --- ## Modified: Our future growth depends, in part, on the continued expansion within the markets in which we already operate, the emergence of and our successful entry into new markets and the continued availability of alliance relationships as well as strategic acquisition and joint venture opportunities. **Key changes:** - Reworded sentence: "Our future growth and profitability also depend on our ability to deepen our presence in our existing markets, benefit from the further development of these markets, and capitalize on the emergence of new markets for payment technology and software solutions." - Reworded sentence: "We may not have the financial or technological resources necessary to develop effective and secure services and distribution channels that will satisfy the demands of these new markets." - Reworded sentence: "Our ability to acquire other businesses or technologies, make strategic investments or integrate acquired businesses effectively may also be impaired by a variety of factors, including adverse financial conditions, trade tensions and increased global scrutiny of foreign investments." **Prior (2025):** Our future growth and profitability depend upon our continued expansion within the markets in which we currently operate, the further expansion of these markets, the emergence of other markets for payment technology and software solutions and our ability to penetrate these markets. As part of our strategy to achieve this expansion, we look for acquisition and joint venture opportunities, investments and alliance relationships with other businesses, including referral partners, ISOs and other financial institutions, that will allow us to increase our market penetration, technological capabilities, service offerings and distribution capabilities. We may not be able to successfully identify suitable acquisition, joint venture, investment and alliance candidates in the future, and if we do, they may not provide us with the value and benefits we anticipate, which may inhibit our growth prospects and adversely affect our business, financial condition and results of operations. Our expansion into new markets is also dependent upon our ability to apply our existing technology or to develop new applications to meet the particular service needs of each new market. We may not have adequate financial or technological resources to develop effective and secure services and distribution channels that will satisfy the demands of these new markets. If we fail to expand into new and existing markets for payment technology and software solutions, we may not be able to continue to grow our revenues and earnings. 23 23 23 Table of Contents Table of Contents Our ability to acquire other businesses or technologies, make strategic investments or integrate acquired businesses effectively may also be impaired by a variety of factors including adverse financial conditions, trade tensions and increased global scrutiny of foreign investments. A number of countries, including the U.S. and countries in Europe and the Asia-Pacific region, are considering or have adopted restrictions on foreign investments. Governments may continue to adopt or tighten economic sanctions, tariffs or trade restrictions of this nature, and such restrictions could adversely affect our business, financial condition and results of operations. Furthermore, our future success will depend, in part, upon our ability to integrate and manage our expanded business, which could pose substantial challenges for our management team, including challenges related to the management and monitoring of new operations and associated costs and complexity. We may also face increased scrutiny from governmental authorities if we become a larger business. **Current (2026):** Our future growth and profitability also depend on our ability to deepen our presence in our existing markets, benefit from the further development of these markets, and capitalize on the emergence of new markets for payment technology and software solutions. As part of our strategy, we look for acquisition and joint venture opportunities, investments and alliance relationships with other businesses, including referral partners, ISOs and other financial institutions, that will allow us to increase our market penetration, technological capabilities, service offerings and distribution capabilities. We may not be able to successfully identify suitable acquisition, joint venture, investment and alliance candidates in the future; and if we do, they may not provide us with the value and benefits we anticipate, which may inhibit our growth prospects and adversely affect our business, financial condition and results of operations. Our expansion into new markets is also dependent upon our ability to apply our existing technology or to develop new applications to meet the particular service needs of each new market. We may not have the financial or technological resources necessary to develop effective and secure services and distribution channels that will satisfy the demands of these new markets. If we fail to expand into new and existing markets for payment technology and software solutions, we may not be able to continue to grow our revenues and earnings. Our ability to acquire other businesses or technologies, make strategic investments or integrate acquired businesses effectively may also be impaired by a variety of factors, including adverse financial conditions, trade tensions and increased global scrutiny of foreign investments. A number of countries, including countries in Europe and the Asia-Pacific region, have implemented or are considering restrictions on foreign investments. Governments may continue to tighten or expand economic sanctions, tariffs or trade restrictions of this nature, and such restrictions could adversely affect our business, financial condition and results of operations. Furthermore, our future success will depend, in part, upon our ability to integrate and manage our expanded business, which could pose substantial challenges for our management team, including managing and monitoring new operations and the associated costs and complexity. --- ## Modified: There may be a decline in the use of cards and other digital payments as a payment mechanism for consumers, or other adverse developments affecting the card industry in general. **Key changes:** - Reworded sentence: "If consumers do not continue to use credit, debit or other digital payment methods of the type we process as a payment mechanism for their transactions, or if there is a change in the mix of payments between cash, checks, credit cards and debit cards that is adverse to us, it could have a material adverse effect on our business, financial condition, results of operations and cash flows." **Prior (2025):** If consumers do not continue to use credit, debit or other digital payment methods of the type we process as a payment mechanism for their transactions or if there is a change in the mix of payments between cash, checks, credit cards and debit cards that is adverse to us, it could have a material adverse effect on our business, financial condition, results of operations and cash flows. Consumer credit risk may make it more difficult or expensive for consumers to gain access to credit facilities such as credit cards. Regulatory changes may result in financial institutions seeking to charge their customers additional fees for use of credit or debit cards. Such fees may result in decreased use of credit or debit cards by cardholders. In each case, our business, financial condition, results of operations and cash flows could be adversely affected. **Current (2026):** If consumers do not continue to use credit, debit or other digital payment methods of the type we process as a payment mechanism for their transactions, or if there is a change in the mix of payments between cash, checks, credit cards and debit cards that is adverse to us, it could have a material adverse effect on our business, financial condition, results of operations and cash flows. Consumer credit risk may make it more difficult or expensive for consumers to access credit facilities such as credit cards. In addition, regulatory changes may lead financial institutions to impose additional fees on the use of credit or debit cards, which could reduce card usage. In each case, our business, financial condition, results of operations and cash flows could be adversely affected. --- ## Modified: New or revised tax regulations, unfavorable resolution of tax contingencies or changes to enacted tax rates could adversely affect our tax expense. **Key changes:** - Reworded sentence: "On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted in the U.S." **Prior (2025):** Changes in tax laws or their interpretations could result in changes to enacted tax rates and may require complex computations to be performed that were not previously required, significant judgments to be made in interpretation of the new or revised tax regulations and significant estimates in calculations, as well as the preparation and analysis of information not previously relevant or regularly produced. Future changes in enacted tax rates could adversely affect our business, financial condition, results of operations and cash flows. In 2024, additional jurisdictions globally enacted local legislation formally adopting the Global Anti-Base Erosion Model Rules ("Pillar Two"), which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development ("OECD") Pillar Two Framework. The effective dates are generally January 1, 2024, and January 1, 2025, for different aspects of the rules and vary by jurisdiction. Additional jurisdictions are expected to implement the model rules under local law in the future, with varying effective dates. We are continuing to evaluate the potential effect on future periods of the Pillar Two implementation, pending legislative adoption by additional individual countries and the ongoing issuance of additional administrative guidance by the OECD. Our tax returns and positions are subject to review and audit by federal, state, local and international taxing authorities. An unfavorable outcome to a tax audit could result in higher tax expense, thereby adversely affecting our business, financial condition, results of operations and cash flows. We exercise significant judgment and make estimates that we believe to be reasonable in calculating our worldwide provision for income taxes and other tax liabilities. However, relevant tax authorities may disagree with our estimates, interpretations or tax treatment of certain material items. Failure to sustain our position in these matters could adversely affect our business, financial condition, results of operations and cash flows. **Current (2026):** Changes in tax laws or their interpretations could result in changes to enacted tax rates and may require complex computations to be performed that were not previously required, significant judgments to be made in interpretation of the new or revised tax regulations and significant estimates in calculations, as well as the preparation and analysis of information not previously relevant or regularly produced. Future changes in enacted tax rates could adversely affect our business, financial condition, results of operations and cash flows. On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted in the U.S. The OBBBA includes provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates beginning in 2025. Various foreign taxing jurisdictions enacted local legislation formally adopting the Global Anti-Base Erosion Model Rules ("Pillar Two"), which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development ("OECD") Pillar Two Framework. The Group of Seven (G7) countries have agreed that U.S. Multi-National Entities ("MNEs") should be excluded from certain aspects of the Pillar Two global minimum tax rules in exchange for the U.S. not imposing retaliatory taxes. On January 5, 2026, the OECD released additional guidance and announced the Side-by-Side package which introduces simplifications and new safe harbors for U.S. MNEs. The OBBBA and Pillar Two did not have a material effect on our financial statements for the year ended December 31, 2025, and we are continuing to evaluate the potential effect on future periods. Our tax returns and positions are subject to review and audit by federal, state, local and international taxing authorities. An unfavorable outcome to a tax audit could result in higher tax expense, thereby adversely affecting our business, financial condition, results of operations and cash flows. We exercise significant judgment and make estimates that we believe to be reasonable in calculating our worldwide provision for income taxes and other tax liabilities. However, relevant tax authorities may disagree with our estimates, interpretations or tax treatment of certain material items. Failure to sustain our position in these matters could adversely affect our business, financial condition, results of operations and cash flows. --- ## Modified: Intellectual Property Risks **Key changes:** - Removed sentence: "18 18 18 Table of Contents Table of Contents" **Prior (2025):** •We may not be able to successfully manage our intellectual property and may be subject to infringement claims. 18 18 18 Table of Contents Table of Contents **Current (2026):** •We may not be able to successfully manage our intellectual property and may be subject to infringement claims. --- ## Modified: Risks Related to General Economic Conditions **Key changes:** - Reworded sentence: "•We are subject to changes to the macroeconomic and geopolitical environment, health and social events or conditions, the business cycles and credit risk of our customers and the overall level of consumer, business and government spending, which we cannot control and could adversely affect our business, financial condition, results of operations and cash flows." **Prior (2025):** •We are subject to economic and geopolitical risk, health and social events or conditions, the business cycles and credit risk of our customers and the overall level of consumer, business and government spending, which could adversely affect our business, financial condition, results of operations and cash flows. •Investor and other stakeholder scrutiny related to our sustainability practices, and our disclosed performance and aspirations for these practices, may increase costs and expose us to numerous risks. **Current (2026):** •We are subject to changes to the macroeconomic and geopolitical environment, health and social events or conditions, the business cycles and credit risk of our customers and the overall level of consumer, business and government spending, which we cannot control and could adversely affect our business, financial condition, results of operations and cash flows. •Investor and other stakeholder interest in our sustainability practices, and our disclosed performance and aspirations for these practices, may, from time to time, result in additional considerations or expectations and expose us to risks. --- ## Modified: Our business may be affected by current and future laws and regulations governing the development, use and deployment of AI technologies, as well as potentially related private litigation. **Key changes:** - Reworded sentence: "Our development and use of AI technology is ongoing." - Added sentence: "For example, any direct or indirect use of AI and machine learning is subject to risks that algorithms and datasets are flawed or may be insufficient or contain biased information." - Added sentence: "In addition, the models and processes relating to AI and machine learning are not always transparent, which could increase the risk of unintended deficiencies." - Added sentence: "These deficiencies could result in inaccurate and ineffective decisions, predictions or analysis, which could subject us to competitive harm, legal liability, increased regulatory scrutiny, reputational harm or other consequences that we may not be able to predict, any of which could adversely affect our business, financial condition and results of operations." - Added sentence: "See " - Legal, Regulatory Compliance and Tax Risks - Our business is subject to government regulation and oversight." **Prior (2025):** Our development and use of AI technology in our operations remains in the early phases. While we intend to develop and use AI responsibly and attempt to mitigate ethical and legal issues presented by its use, we may ultimately be unsuccessful in identifying or resolving these issues before they arise. AI technologies are complex and rapidly evolving, and the technologies that we develop or use may ultimately be flawed. Moreover, AI technology is subject to rapidly evolving domestic and international laws and regulations, which could impose significant costs and obligations on us. As a result, our ability to leverage AI could be restricted by significant costs and costly legal requirements, which could adversely affect our business, financial condition and results of operations. **Current (2026):** Our development and use of AI technology is ongoing. While we intend to develop and use AI responsibly and attempt to mitigate ethical and legal issues presented by its use, we may ultimately be unsuccessful in identifying or resolving these issues before they arise. AI technologies are complex and rapidly evolving, and the technologies that we develop or use may ultimately be flawed. For example, any direct or indirect use of AI and machine learning is subject to risks that algorithms and datasets are flawed or may be insufficient or contain biased information. In addition, the models and processes relating to AI and machine learning are not always transparent, which could increase the risk of unintended deficiencies. These deficiencies could result in inaccurate and ineffective decisions, predictions or analysis, which could subject us to competitive harm, legal liability, increased regulatory scrutiny, reputational harm or other consequences that we may not be able to predict, any of which could adversely affect our business, financial condition and results of operations. Moreover, AI technology is subject to rapidly evolving domestic and international laws and regulations, which could impose significant costs and obligations on us. See " - Legal, Regulatory Compliance and Tax Risks - Our business is subject to government regulation and oversight. Any new implementation of or changes made to laws, regulations or other industry standards affecting our business in any of the geographic regions in which we operate may require significant development and compliance efforts or have an unfavorable effect on our ability to continue to offer certain services, which could adversely affect our business, financial condition, results of operations and cash flows" for further information about the government regulation and oversight of AI technologies. As a result, our ability to leverage AI could be restricted by significant costs and costly legal requirements, which could adversely affect our business, financial condition and results of operations. --- ## Modified: Investor and other stakeholder interest in our sustainability practices, and our disclosed performance and aspirations for these practices, may, from time to time, result in additional considerations or expectations and expose us to risks. **Key changes:** - Reworded sentence: "Our shareholders, customers and other stakeholders may periodically consider how corporations are addressing sustainability matters, which include environmental and corporate responsibility issues." **Prior (2025):** Climate-related events, including extreme weather events and natural disasters and their effects on critical infrastructure in the U.S. or internationally, could have adverse effects on our operations, customers or third-party suppliers. Furthermore, our shareholders, customers and other stakeholders have begun to consider how corporations are addressing sustainability matters, which include environmental and corporate responsibility issues. Government regulators, investors, customers and the general public are increasingly focused on sustainability practices and disclosures, and views on this topic are diverse and rapidly changing. Furthermore, developing and acting on these initiatives, and collecting, measuring and reporting related information and metrics can be costly, difficult and time consuming, and are subject to evolving reporting standards and/or contractual obligations. The standards and laws by which sustainability efforts are tracked and measured are in many cases new, have not been harmonized, and continue to evolve. 32 32 32 Table of Contents Table of Contents We could also face potential negative publicity if shareholders, customers, partners, government entities or other stakeholders determine that we have not adequately considered or addressed sustainability and governance matters or to the extent we are perceived to have not responded appropriately to their concerns or take positions that are contrary to their views or expectations. We have been the recipient of proposals from shareholders to promote their corporate responsibility positions, and we may receive other such proposals in the future. Such proposals may not be in our long-term interests or the interests of our shareholders and may divert management's and our employees' attention away from operational or other strategic matters or create the impression that our practices are inadequate. **Current (2026):** Our shareholders, customers and other stakeholders may periodically consider how corporations are addressing sustainability matters, which include environmental and corporate responsibility issues. Government regulators, investors, customers and the general public have shown varying degrees of focus on sustainability practices and disclosures, and views on these topics are diverse and subject to change. Developing and acting on initiatives to address sustainability matters may be costly, difficult and time consuming, and are subject to evolving reporting standards and/or contractual obligations. We could also face potential negative publicity or receive feedback or proposals from shareholders, customers, partners, government entities or other stakeholders regarding our sustainability and governance matters. We have been the recipient of proposals from shareholders to promote their corporate responsibility positions, and we may receive other such proposals in the future. Such proposals may not be in our long-term interests or the interests of our shareholders and may divert management's and our employees' attention away from operational or other strategic matters or create the impression that our practices are inadequate. --- *Data sourced from SEC EDGAR. Last updated 2026-05-10.*