8-K

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 Report (Date of earliest event reported):			September 9, 2021
_______________________________________
Mastercard Incorporated
(Exact name of registrant as specified in its charter)
_______________________________________
Delaware	001-32877			13-4172551
(State or other jurisdiction of incorporation)	(Commission File Number)			(IRS Employer Identification No.)
2000 Purchase Street			10577
Purchase,	NY
(Address of principal executive offices)			(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):

☐ 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	Trading Symbol	Name of each exchange of which registered
Class A Common Stock	MA	New York Stock Exchange
1.100% Notes due 2022	MA22	New York Stock Exchange
2.100% Notes due 2027	MA27	New York Stock Exchange
2.500% Notes due 2030	MA30	New York Stock Exchange

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).

1

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. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 9, 2021, the Board of Directors of Mastercard Incorporated (the “Company”) elected Candido Bracher to the Board of Directors. Mr. Bracher has served as a non-employee director on the board of directors of Itaú Unibanco Group (“Itaú“) since February 2021. He served as the CEO of Itaú from January 2017 through February 2021, and held various senior positions at Itaú since 2004, including General Director, Banco Wholesale (2015-2017) and Vice President (2004-2015).

A copy of the press release announcing Mr. Bracher’s election is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Mr. Bracher will receive benefits consistent with those received by non-employee directors, including director compensation, as described in our most recent Quarterly Report on Form 10-Q and proxy statement.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	Exhibit Description
99.1	Press Release issued by Mastercard Incorporated, dated September 10, 2021
104	Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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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:	September 10, 2021	By:	/s/ Janet McGinness
			Janet McGinness
			Corporate Secretary

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EX-99.1

     News Release

Mastercard Names Candido Botelho Bracher to Board of Directors

September 10, 2021 | PURCHASE, N.Y.

Mastercard Incorporated (NYSE: MA) today announced that its board of directors has named Candido Botelho Bracher as an independent director, effective immediately.

“Candido’s deep and sophisticated experience across the private sector in Brazil and the broader Latin America region make him a valuable addition to the board,” said Ajay Banga, executive chairman, Mastercard. “He is a thoughtful and innovative thinker, with a bias for action. In his four years at the helm of Itaú, Candido deepened the bank’s ties with key stakeholders, reinforced by the positive impact delivered to his customers and employees. We look forward to his guidance and contribution to the future of our company.”

Bracher brings more than 30 years of experience in global financial services to the Mastercard board. He is currently a member of the board of directors at Itaú Unibanco Group, the largest financial conglomerate in the southern hemisphere. He served as the company’s president and chief executive officer from 2017 to February 2021, a capstone to a 14-year career at Itaú. During his term, the bank ushered in a new digital transformation and deepened its focus on customer experience.

Bracher held positions at Banco Itamarati, Bahia Corretora, Banco da Bahia Investimentos and the Development Bank of the State of São Paulo. Early in his career, Bracher was part of the team that created BBA Creditanstal in 1988, helping to evolve it into a leading wholesale investment bank in Brazil. It merged with Itaú in 2003 to form Itaú BBA, the country’s leading investment bank.

Previously, he served as a member of the board of directors of B3 S.A. – Brasil, Bolsa, Balcão – and Companhia Brasileira de Distribuição.

Bracher holds a bachelor’s degree in Business Administration from the Fundação Getulio Vargas (FGV), São Paulo, Brazil.

About Mastercard (NYSE: MA)

Mastercard is a global technology company in the payments industry. Our mission is to connect and power an inclusive, digital economy that benefits everyone, everywhere by making transactions safe, simple, smart and accessible. Using secure data and networks, partnerships and passion, our innovations and solutions help individuals, financial institutions, governments and businesses realize their greatest potential. Our decency quotient, or DQ, drives our culture and everything we do inside and outside of our company.

Mastercard News Release – Page 2

With connections across more than 210 countries and territories, we are building a sustainable world that unlocks priceless possibilities for all.

www.mastercard.com

Media Contact

Seth Eisen, Global Communications, Mastercard

+1 (914) 249 3153 | Seth.Eisen@mastercard.com

Investor Contact

Seth Pruss, Investor Relations, Mastercard

+1 (914) 249 2264| Seth.Pruss@mastercard.com

XML

Cover	Sep. 09, 2021
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Sep. 09, 2021
Entity Registrant Name	Mastercard Incorporated
Entity Incorporation, State or Country Code	DE
Entity File Number	001-32877
Entity Tax Identification Number	13-4172551
Entity Address, Address Line One	2000 Purchase Street
Entity Address, Postal Zip Code	10577
Entity Address, City or Town	Purchase,
Entity Address, State or Province	NY
City Area Code	(914)
Local Phone Number	249-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001141391
Class A Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Class A Common Stock
Trading Symbol	MA
Security Exchange Name	NYSE
1.100% Notes due 2022
Entity Information [Line Items]
Title of 12(b) Security	1.100% Notes due 2022
Trading Symbol	MA22
Security Exchange Name	NYSE
2.100% Notes due 2027
Entity Information [Line Items]
Title of 12(b) Security	2.100% Notes due 2027
Trading Symbol	MA27
Security Exchange Name	NYSE
2.500% Notes due 2030
Entity Information [Line Items]
Title of 12(b) Security	2.500% Notes due 2030
Trading Symbol	MA30
Security Exchange Name	NYSE