Form: 8-K

Current report

April 25, 2025

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2025


DELUXE CORPORATION
(Exact name of registrant as specified in its charter)

MN 1-7945 41-0216800
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)

801 S. Marquette Ave., Minneapolis, MN
55402-2807
(Address of principal executive offices) (Zip Code)

(651) 483-7111
Registrant's telephone number, including area code



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading symbol(s) Name of each exchange on which registered
Common stock, par value $1.00 per share DLX NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act.



Section 5 - Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its annual shareholders' meeting on April 24, 2025. 37,868,431 shares were represented (84.7% of the 44,717,410 shares outstanding and entitled to vote at the meeting). Four items were considered at the meeting, and the results of the voting were as follows:

(1) Election of Directors:

Shareholders were asked to elect nine directors to hold office until the 2026 annual meeting of shareholders. The nominees for director and the results of the voting were as follows:

For Withheld Broker non-vote
Angela L. Brown 34,203,338  604,589  3,060,504 
Hugh S. Cummins III 34,441,694  366,233  3,060,504 
Paul R. Garcia 34,137,774  670,153  3,060,504 
Cheryl E. Mayberry McKissack 33,042,408  1,765,519  3,060,504 
Barry C. McCarthy 34,333,089  474,838  3,060,504 
Thomas J. Reddin 33,074,399  1,733,528  3,060,504 
Morgan M. Schuessler, Jr. 34,478,758  329,169  3,060,504 
John L. Stauch 34,271,957  535,970  3,060,504 
Telisa L. Yancy 34,277,825  530,102  3,060,504 

(2) A non-binding resolution to approve the compensation of the named executive officers, as described in the proxy statement filed in connection with the annual meeting:

For 32,569,595 
Against 2,049,132 
Abstain 189,200 
Broker non-vote 3,060,504 

(3) Approval of Amendment No. 2 to the Deluxe Corporation Stock Incentive Plan:

For 31,445,723 
Against 3,181,080 
Abstain 181,124 
Broker non-vote 3,060,504 

(4) Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025:

For 36,619,583 
Against 1,102,156 
Abstain 146,692 

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Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
Description
101.INS XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH XBRL Taxonomy Extension Schema Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 25, 2025

DELUXE CORPORATION
/s/ Jeffrey L. Cotter
Jeffrey L. Cotter
Senior Vice President, Chief
Administrative Officer and
General Counsel

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