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 ~~The~~Report ~~Securities~~(Date ~~Exchange~~of ~~Act~~earliest ofevent ~~1934~~reported): August 7, 2025

Date of Report (Date of earliest event reported): June 18, 2025

Commission File Number 0-25346

ACI WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Delaware

~~47-0772104~~

47-0772104

(State or other jurisdiction of incorporation or organization)

~~(I.R.S. EmployerIdentification No.)~~

(I.R.S. Employer Identification No.)

6060 Coventry Drive

Elkhorn,

Nebraska

68022

(Address of Principal Executive Offices)

(Zip Code)

6060 Coventry Drive, Elkhorn, Nebraska		68022
(Address of Principal Executive Offices)		(Zip Code)

(402) 390-7600

(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 ~~(see General Instruction A.2. below)~~:

☐ 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

~~TradingSymbol(s)~~

~~Name of each exchangeon which registered~~

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.005 par value

~~ACIW~~

~~Nasdaq Global Select Market~~

ACIW

Nasdaq Global Select Market

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. ☐

Item 1 2.0102. Results ~~Entry~~of ~~into~~Operation aand ~~Material~~Financial ~~Definitive Agreement~~Condition.

On ~~June~~August 187, 2025, ~~ACI Worldwide, Inc. (~~the “Company~~”),~~ ~~ACI~~issued ~~Worldwide Corp. (“ACI Worldwide”) and ACI Payments, Inc. (“ACI Payments”) entered into~~ a ~~Lender~~press ~~Addition~~release ~~and~~announcing ~~Acknowledgement Agreement with Bank of America, N.A., as administrative agent and incremental term A-2 lender, and BofA Securities, Inc. (or any of~~ its ~~designated~~financial ~~affiliates),~~results asfor the ~~sole~~three ~~lead~~months ~~arranger~~ended ~~and sole bookrunner~~June 30, ~~(the~~2025. ~~“Agreement”)~~A tocopy ~~supplement the Second Amended and Restated Credit Agreement, dated as~~ of ~~April 5,~~this ~~2019~~press ~~(as~~release ~~amended,~~is ~~restated,~~attached ~~supplemented~~hereto ~~or otherwise modified from time to time, including by the Agreement, the “Credit Agreement”) among the Company, ACI Worldwide, ACI Payments, Bank of America, N.A.,~~ as ~~administrative~~Exhibit ~~agent and the lenders party thereto from time to time~~99. 1.

The ~~Agreement~~foregoing ~~supplements~~information (including the ~~Credit~~exhibits ~~Agreement~~hereto) ~~to,~~is ~~amongst~~being ~~other~~furnished ~~things,~~under ~~provide~~“Item 2.02 ~~for~~– ~~incremental~~Results ~~term~~of ~~loans~~Operations inand anFinancial ~~aggregate~~Condition” ~~principal~~and ~~amount of $200,000,000 (the~~ “~~Incremental~~Item ~~Term Loan”)~~7.01 ~~The~~– ~~proceeds~~Regulation ofFD ~~the~~Disclosure.” ~~Incremental~~Such ~~Term~~information ~~Loan~~(including ~~borrowing under~~ the ~~Credit~~exhibits ~~Agreement,~~hereto) ~~together~~shall ~~with~~not ~~cash~~be ondeemed ~~hand~~“filed” ~~and~~for ~~the~~purposes ~~proceeds~~ of aSection 18 ~~revolving~~of ~~loan borrowing under~~ the ~~Credit~~Securities ~~Agreement,~~Exchange ~~were~~Act ~~used~~of ~~to redeem in full~~1934, onas ~~June 20~~amended, ~~2025,~~nor ~~the~~shall ~~$400,000,000~~it ~~aggregate~~be ~~principal~~deemed ~~amount~~incorporated ofby ~~5.750%~~reference ~~Senior~~in ~~Notes~~any offiling under the ~~Company~~Securities ~~due~~Act ~~2026~~of ~~in accordance with the Indenture~~1933, ~~dated~~ as ~~of August 21~~amended, ~~2018,~~except ~~and~~as toshall ~~pay~~be ~~the~~expressly ~~fees~~set ~~and~~forth ~~expenses~~by ~~incurred~~specific reference in ~~connection with~~ such ~~redemption and the entry into the Agreement~~filing.

AThe ~~borrowing~~filing ~~under~~of ~~the~~this ~~Incremental~~report ~~Term~~and ~~Loan~~the ~~bears~~furnishing ~~interest~~of atthis ainformation ~~rate~~pursuant ~~per annum equal~~ to ~~Term~~Items 2.02 ~~SOFR~~and ~~for~~7.01 ~~the~~do ~~applicable~~not ~~interest~~mean ~~period~~that ~~relevant to~~ such ~~borrowing~~information ~~plus an applicable margin. The applicable margin for the borrowing under the Incremental Term Loan~~ is, ~~based~~material onor ~~the~~that ~~calculation~~disclosure of ~~the~~such ~~consolidated~~information ~~total~~is ~~leverage ratio, between 1~~required.~~5% and 2.5%.~~

~~The~~Item ~~foregoing description of the Agreement does not purport to be complete, and is qualified in its entirety by reference to the complete text of the Agreement, which is filed as Exhibit 10~~7.101. Regulation toFD ~~this Current Report on Form 8-K and is incorporated herein by reference~~Disclosure.

See “Item 2.~~03.~~02 ~~Creation~~– Results of aOperation ~~Direct~~and Financial ~~Obligation~~Condition” ~~or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~above.

The information included in Item 1.01 above is hereby incorporated by reference in its entirety into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNumber	Description
99.1		Press Release dated August 7, 2025
10.1	Lender Addition and Acknowledgement Agreement, dated June 18, 2025, by and among ACI Worldwide, Inc., ACI Worldwide Corp., ACI Payments, Inc., Bank of America, N.A. and BofA Securities, Inc.
99.2		Investor presentation materials dated August 7, 2025
104	~~Cover Page Interactive Data File (embedded within the Inline XBRL document).~~	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 thereunto duly authorized.

		ACI WORLDWIDE, INC. (Registrant)
	ACI WORLDWIDE, INC.(Registrant)
Date: June 20, 2025		By:	/s/ DENNIS P. BYRNES
Date: August 7, 2025	By:		/s/ ROBERT W. LEIBROCK
			Dennis P. Byrnes
			Robert W. Leibrock
			Executive Vice President and General Counsel
			Executive Vice President, Chief Financial Officer and Chief Accounting Officer(Principal Financial Officer)

Filing Compare · ACI WORLDWIDE, INC.