PAYO 8-K Filed 2026-08-06 Execution disclosure

Payoneer suspends buyback program in connection with Nuvei acquisition

Company repurchased $16M in stock during Q2 2026 before halting program pending deal closure

Avg price paid$4.91
MechanismRule 10b-18 open-market purcha

What the filing says

Payoneer Global Inc. (NASDAQ: PAYO) repurchased $16 million of its common stock during the second quarter of 2026 at a weighted average price of $4.91 per share, according to earnings disclosures filed August 6, 2026. The company suspended repurchases under its share repurchase program in connection with its pending acquisition by Canadian fintech Nuvei, announced June 15, 2026, and stated it does not intend to resume repurchases while the transaction remains pending.

The $16 million in Q2 buybacks represent execution under an existing authorization, though the specific dollar amount of the original program authorization is not disclosed in this filing. The repurchases occurred at an average price of $4.91 per share via open-market mechanisms, consistent with Rule 10b-18 safe-harbor practices, though the filing does not explicitly specify the execution mechanism.

Under the merger agreement with Nuvei, shareholders will receive $7.40 per share in cash, valuing the company at approximately $2.75 billion. The transaction is expected to close in mid-2027, subject to shareholder approval and receipt of required regulatory approvals. On July 28, 2026, the Federal Trade Commission granted early termination of the Hart-Scott-Rodino (HSR) waiting period for the deal. Upon completion, Payoneer will become a private company and cease trading on NASDAQ.

$16 million of share repurchases in Q2 2026 at a weighted average price of $4.91 per share. During Q2, Payoneer suspended repurchases under its share repurchase program in connection with the proposed transaction with Nuvei and does not intend to resume repurchases going forward while the transaction is still pending. — Payoneer Global Inc. 8-K filing  ·  View on SEC EDGAR →

What this means

Payoneer's Q2 buyback of $16 million occurred shortly after announcing the Nuvei acquisition in June 2026, but the company immediately suspended the program to avoid potential conflicts with deal execution and shareholder review. The $4.91 execution price sits substantially below the $7.40-per-share merger consideration, illustrating a typical buyback-before-deal scenario where prior repurchases reduce share count but the issuer ceases new purchases once material corporate events are announced. With the company transitioning to private ownership and no near-term resumption planned, this represents the tail end of repurchase activity for a public-market Payoneer.

Frequently asked questions

Why did Payoneer suspend its buyback program mid-quarter?
The company halted repurchases in Q2 2026 following its June 15 announcement of the pending Nuvei acquisition to avoid potential conflicts of interest and to allow shareholders to focus on evaluating the proposed $2.75 billion deal. Standard practice is to cease buybacks once a material transaction is disclosed publicly.
What was the weighted average price Payoneer paid in its Q2 buyback?
Payoneer repurchased $16 million of stock at an average price of $4.91 per share. This price is notably lower than the $7.40-per-share all-cash merger consideration Nuvei is offering, reflecting the market's perception of deal uncertainty at the time of repurchase.
Does Payoneer plan to resume buybacks after the Nuvei deal closes?
No. Payoneer explicitly stated in its earnings release that it does not intend to resume repurchases while the transaction is pending. Once the deal closes in mid-2027, Payoneer will be a private company owned by Nuvei and will no longer conduct open-market share repurchases.
How does the buyback impact share count before the acquisition closes?
The $16 million Q2 buyback reduced share count modestly, but the effect is small relative to the company's total outstanding shares (approximately 338.7 million as of June 30, 2026). The buyback occurred under an existing program, but details of the original authorization are not disclosed in this filing.
What is the status of Nuvei's regulatory approval?
On July 28, 2026, the FTC granted early termination of the Hart-Scott-Rodino Act waiting period, removing a significant regulatory hurdle. The transaction still requires approval from Payoneer shareholders and other customary closing conditions, with expected closure in mid-2027.
execution suspension pending-acquisition rule-10b-18 merger
Source. This editorial summary is based on the SEC filing linked above. BuybackStocks aggregates and editorializes publicly available SEC EDGAR filings. Not investment advice. Past authorization announcements do not guarantee future repurchase activity or share price performance. See our full disclosures policy.