Sec Form 4 Filing - Happach Shane @ Worldpay, Inc. - 2019-07-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Happach Shane 2. Issuer Name and Ticker or Trading Symbol Worldpay, Inc. [ WP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Exec. VP, Global eCommerce (Last) (First) (Middle) C/O WORLDPAY, INC., 25 WALBROOK 3. Date of Earliest Transaction (MM/DD/YY) 07/31/2019 (Street) LONDON, X0EC4N8AF 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 07/31/2019 D 12,796 ( 1 ) D $ 0 ( 2 ) 0 D Class A Common Stock 07/31/2019 D 3,984 D $ 0 ( 2 ) 0 I Held by a Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (right to buy) $ 82.07 07/31/2019 D 31,685 ( 3 ) 03/02/2028 Class A Common Stock 31,685 $ 0 ( 3 ) 0 I By The Athena Trust Employee Stock Option (right to buy) $ 82.07 07/31/2019 D 10,561 ( 3 ) ( 3 ) Class A Common Stock 10,561 $ 0 ( 3 ) 0 I By The Athena Trust Employee Stock Option (right to buy) $ 97.72 07/31/2019 D 26,068 ( 4 ) 03/01/2029 Class A Common Stock 26,068 $ 0 ( 4 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Happach Shane C/O WORLDPAY, INC. 25 WALBROOK LONDON, X0EC4N8AF Exec. VP, Global eCommerce Signatures /s/ Bryan A. Jacobs, attorney-in-fact for Shane Happach 07/31/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 7,799 restricted stock units. ( 2 )These shares of Class A common stock were disposed of pursuant to a merger agreement between the issuer and Fidelity National Information Services, Inc. ("FIS"). Upon the closing of the merger, the shares were converted into shares of FIS common stock pursuant to an exchange ratio that is designed to maintain the intrinsic value of the shares immediately prior to the closing of the merger. ( 3 )This option, which provided for vesting in three equal annual installments beginning March 2, 2019 and expires on March 2, 2028, was assumed by FIS in the merger and converted into an FIS option to purchase FIS shares of common stock on the same vesting schedule applicable to the original award pursuant to an exchange ratio designed to maintain the intrinsic value of the award immediately prior to the closing of the merger (the "Equity Award Exchange Ratio"). ( 4 )This option, which provided for vesting in three equal annual installments beginning March 1, 2020, was assumed by FIS in the merger and converted into an FIS option to purchase FIS shares of common stock on the same vesting schedule applicable to the original award pursuant to the Equity Award Exchange Ratio.

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