UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
_______________________________________
_______________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): April 28, 2016 | ||||
| _______________________________________ | ||||
MasterCard Incorporated (Exact name of registrant as specified in its charter) | ||||
| _______________________________________ | ||||
Delaware (State or other jurisdiction of incorporation) | 001-32877 (Commission File Number) | 13-4172551 (IRS Employer Identification No.) | ||
2000 Purchase Street Purchase, New York (Address of principal executive offices) | 10577 (Zip Code) | |||
(914) 249-2000 (Registrant's telephone number, including area code) | ||||
NOT APPLICABLE (Former name or former address, 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 (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
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Item 2.02 Results of Operations and Financial Condition
On April 28, 2016, MasterCard Incorporated (“MasterCard”) issued a press release announcing financial results for its first quarter 2016.
A copy of the press release is attached hereto as Exhibit 99.1. All information in the press release is furnished but not filed.
Non-GAAP Financial Information
In the attached press release, MasterCard presents growth rates on a currency-neutral basis, which is a non-GAAP financial measure. Currency-neutral growth rates are calculated by remeasuring the prior period’s results using the current period’s exchange rates for both the translational and transactional impacts on our operating results. The impact of foreign currency translation represents the effect of translating operating results where the functional currency is different than our U.S. dollar reporting currency. The impact of the transactional foreign currency represents the effect of converting revenue and expenses occurring in a currency other than the functional currency. MasterCard’s management believes the presentation of certain currency-neutral growth rates provides relevant information. MasterCard’s management uses non-GAAP financial measures to, among other things, evaluate its ongoing operations in relation to historical results, for internal planning and forecasting purposes and in the calculation of performance-based compensation. The presentation of non-GAAP financial measures should not be considered in isolation or as a substitute for MasterCard’s related financial results prepared in accordance with GAAP.
Item 7.01 Regulation FD Disclosure
On April 28, 2016, MasterCard will host a conference call to discuss its first-quarter 2016 financial results. A copy of the presentation to be used during the conference call is attached hereto as Exhibit 99.2. All information in the presentation is furnished but not filed.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit Number | Exhibit Description |
| 99.1 | Press Release issued by MasterCard Incorporated, dated April 28, 2016 |
| 99.2 | Presentation of MasterCard Incorporated, dated April 28, 2016 |
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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.
| MASTERCARD INCORPORATED | ||||
| Date: | April 28, 2016 | By: | /s/ Janet McGinness | |
| Janet McGinness | ||||
| Corporate Secretary | ||||
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EXHIBIT INDEX
| Exhibit Number | Exhibit Description |
| 99.1 | Press Release issued by MasterCard Incorporated, dated April 28, 2016 |
| 99.2 | Presentation of MasterCard Incorporated, dated April 28, 2016 |
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