1 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): May 25, 2000 S1 CORPORATION -------------- (Exact name of registrant as specified in its charter) DELAWARE 000-24931 58-2395199 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3390 PEACHTREE ROAD, NE, SUITE 1700, ATLANTA, GEORGIA 30326 ----------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (404) 812-6200 -------------- NOT APPLICABLE ----------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On May 25, 2000, S1 Corporation issued a press release announcing the sale of 244,000 shares of its Series D Convertible Preferred Stock to State Farm Mutual Automobile Insurance Company, ZG Investments, Ltd., Allianz Capital Partners GmbH, Fleet Private Equity Co., Inc. and J.P. Morgan Ventures Corporation for an aggregate purchase price of $244,000,000. A copy of the press release is attached at Exhibit 99. 3 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. 99 Press release dated May 25, 2000. 4 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. S1 CORPORATION (Registrant) /s/ Robert Stockwell ------------------------ Robert Stockwell Chief Financial Officer Date: May 25, 2000 5 Exhibit Index 99 Press release dated May 25, 2000.