UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 4, 2022
JACK HENRY & ASSOCIATES, INC.
(Exact name of Registrant as specified in its Charter)
(State or other jurisdiction of incorporation)
|(Commission File Number)|
(IRS Employer Identification No.)
663 Highway 60, P.O. Box 807, Monett, MO 65708
(Address of Principle Executive Offices) (Zip Code)
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
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 communications 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||Ticker symbol(s)||Name of each exchange on which registered|
|Common Stock, $0.01 par value||JKHY||Nasdaq Global Select Market|
Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On November 3, 2021, Jack Henry & Associates, Inc. (the “Company”) filed a Current Report on Form 8-K reporting the announcement of the pending retirement of Kevin D. Williams as the Chief Financial Officer and Treasurer of the Company. On July 29, 2022, Mr. Williams notified the Board of Directors (the “Board”) of the Company that he would step down as Chief Financial Officer, Treasurer and an executive officer of the Company, effective on the effective date of the appointment of his successor by the Board. On August 4, 2022, the Board appointed Mimi L. Carsley to the role of Chief Financial Officer and Treasurer, to be effective September 1, 2022. Mr. Williams will remain Chief Financial Officer and Treasurer of the Company until September 1, 2022, and will remain with the Company in a transitional advisor role for a short time thereafter.
Mr. Williams has served as Chief Financial Officer and Treasurer of the Company since 2001.
(c) On August 4, 2022, the Board appointed Mimi L. Carsley to the role of Chief Financial Officer and Treasurer, to be effective September 1, 2022. Upon the effectiveness of the appointment, Ms. Carsley will serve as the principal financial officer of the Company.
Ms. Carsley, age 52, joined the Company as the Executive Vice President of Finance on July 1, 2022. Prior to joining the Company, Ms. Carsley served in various roles for Blucora, Inc. (Nasdaq: BCOR), including as Treasurer and Senior Vice President of Financial Planning & Analysis and Procurement from 2020 to 2022, as Interim Chief Financial Officer in 2020, and as a Financial Consultant contractor from 2018 to 2020. Ms. Carsley also served as Treasurer and Executive Vice President of Corporate Development at LPL Financial Holdings, Inc. (Nasdaq: LPLA) from 2015 to 2017.
In her role as Chief Financial Officer and Treasurer, Ms. Carsley will receive a base annual salary of $475,000, an annual cash incentive bonus target for fiscal year 2023 of 100% of her annual base salary, and long-term equity incentive compensation target grant value for fiscal year 2023 of 200% of her annual base salary. Ms. Carsley also received a one-time equity grant of restricted stock units equal to $400,000.
Ms. Carsley has no family relationship with any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. Ms. Carsley is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Additional information regarding Ms. Carsley’s appointment is detailed in the Company’s press release dated August 8, 2022, the text of which is attached hereto as Exhibit 99.1.
Financial Statements and Exhibits.
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.
JACK HENRY & ASSOCIATES, INC.
|Date:||August 8, 2022||/s/ Kevin D. Williams|
|Kevin D. Williams|
|Chief Financial Officer and Treasurer|
|Company:||Jack Henry & Associates, Inc.||Analyst Contact:||Vance Sherard, CFA|
|663 Highway 60, P.O. Box 807||Sr. Director - Corporate Development & Investor Relations|
|Monett, MO 65708|
|Press Contact:||Mark Folk|
|Sr. Manager Corporate Comm.|
Mimi Carsley Joins Jack Henry & Associates as Chief Financial Officer
Industry veteran brings 30 years of experience in financial technology, planning and corporate finance
Monett, Mo., August 8, 2022 – Jack Henry & Associates, Inc.â (Nasdaq: JKHY) announced today that Mimi Carsley has been named as the company’s chief financial officer (CFO) and treasurer, effective September 1, 2022.
Carsley is an accomplished global business executive who brings a strong combination of financial acumen, strategic perspective, operational expertise and customer service, with more than 30 years of financial industry experience. She will succeed Kevin Williams, who previously announced plans to retire. Williams will continue in his role until September 1, 2022 and will assist with the transition.
“Kevin has made a tremendous impact on Jack Henry for nearly 25 years, and I thank him for his dedicated service and valuable contributions to the company,” said Jack Henry Board Chair and CEO David Foss. “I’m extremely pleased we were able to find someone of Mimi’s caliber to take over as CFO. She is a proven leader with deep financial experience and a successful track record of driving strategy and delivering results while maintaining a strong focus on customers.”
Most recently, Carsley worked for Blucora, a provider of data and technology-driven solutions that empower people to improve their financial wellness. She served as Interim CFO for Blucora, as well as treasurer and SVP, during which time she was responsible for enterprise reporting, planning, corporate finance, and procurement functions. She previously served Blucora in a consultant capacity helping to lead M&A activity, corporate finance transactions, and data analytics operations.
Prior to Blucora, Carsley served as treasurer, EVP of corporate development for LPL Financial, the nation’s largest independent broker-dealer, and CFO and COO at Bluewater Global, Ltd., a private equity investment company and business consulting firm. Carsley also spent 10 years with Microsoft in a number of financial roles, including corporate development and as a divisional CFO.
“I am thrilled about this new opportunity,” Carsley said. “Jack Henry is respected throughout the financial services industry for its long history of outstanding performance, its company culture, customer-centric approach, and ability to address financial institutions’ most pressing needs with innovative solutions. I look forward to joining this leadership team, bringing my experience and insight to the table and continuing to help the company serve the needs of its clients.”
About Jack Henry & Associates, Inc.
Jack Henry (Nasdaq: JKHY) is a well-rounded financial technology company that strengthens connections between financial institutions and the people and businesses they serve. We are an S&P 500 company that prioritizes openness, collaboration, and user centricity – offering banks and credit unions a vibrant ecosystem of internally developed modern capabilities as well as the ability to integrate with leading fintechs. For more than 45 years, Jack Henry has provided technology solutions to enable clients to innovate faster, strategically differentiate, and successfully compete while serving the evolving needs of
their accountholders. We empower approximately 8,000 clients with people-inspired innovation, personal service, and insight-driven solutions that help reduce the barriers to financial health. Additional information is available at www.jackhenry.com.
Statements made in this news release that are not historical facts are “forward-looking statements.” Because forward-looking statements relate to the future, they are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to, those discussed in the Company’s Securities and Exchange Commission filings, including the Company’s most recent reports on Form 10-K and Form 10-Q, particularly under the heading “Risk Factors.” Any forward-looking statement made in this news release speaks only as of the date of the news release, and the Company expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether because of new information, future events or otherwise.