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) September 20, 2004
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EURONET WORLDWIDE, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 0-22167 74-2806888
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(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification Number)
4601 College Boulevard, Suite 300
Leawood, Kansas 66211
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(Address of Principal Executive Offices) (Zip Code)
(913) 327-4200
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Item 1.01 Entry into a Material Definitive Agreement
On September 20, 2004, the Registrant entered into individual restricted
share award agreements with Michael J. Brown, Daniel R. Henry, Rick L. Weller
and Jeffrey B. Newman to consummate the award of restricted shares made by the
Registrant's Board of Directors on September 15, 2004. Mr. Brown received 27,473
restricted shares. Mr. Henry received 21,245 restricted shares. Messrs. Weller
and Newman each received 10,989 restricted shares.
Under the terms of the agreements, the restricted shares granted will be
earned and become non-forfeitable on March 31, 2005, provided such individual is
either a director, officer, employee or consultant of the Registrant at such
time. In the event the recipient voluntarily terminates his employment with the
Registrant for any reason other than death or disability before the restricted
shares have been earned, or in the event that the recipient is terminated for
cause (as defined by the Registrant's compensation committee), the restricted
shares shall be forfeited and returned to the Registrant. If the event of death
or disability of the recipient, the restricted shares shall vest and become
nonforfeitable.
The restricted shares may not be sold, assigned, transferred, pledged,
hypothecated or otherwise disposed of by the recipient until they have become
fully vested. Each recipient shall be entitled to receive any dividends and
other distributions paid with respect to such shares that become payable from
the date of grant until the shares are earned and become non-forfeitable.
The form of Restricted Share Award Agreement is filed with this Current
Report on Form 8-K as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits
Exhibit Number Description
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10.1 Form of Restricted Share Award Agreement
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this to be signed on its behalf by the undersigned,
hereunto duly authorized.
EURONET WORLDWIDE, INC.
Dated: September 21, 2004
By: /s/ Jeffrey B. Newman
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Jeffrey B. Newman
Executive Vice President
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