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): November 26, 2013 (November 25, 2013)

CARDTRONICS, INC.

(Exact Name of Registrant as Specified in its Charter)

3250 Briarpark, Suite 400

Houston, Texas 77042

(Address of principal executive office) (Zip Code)

Registrant’s telephone number, including area code: 832-308-4000

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:

Indenture

On November 25, 2013, Cardtronics, Inc. (the “Company”), in connection with the closing of the Company’s private placement of its 1.00% Convertible Senior Notes due 2020 (the “Notes”), entered into an indenture (the “Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

The Notes will bear interest at a rate of 1.00% per annum until maturity. Interest will be payable in cash on June 1 and December 1 of each year, beginning on June 1, 2014. The Notes will mature on December 1, 2020, unless earlier purchased or converted. The Company may not redeem the Notes prior to their maturity.

The Notes will be convertible into cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s election, based on an initial conversion rate of 19.1022 shares of the Company’s common stock per $1,000 principal amount of Notes (which is equivalent to an initial conversion price of approximately $52.35 per share of the Company’s common stock). The conversion rate, and thus the conversion price, may be adjusted under certain circumstances as described in the Indenture.

Prior to the close of business on the business day immediately preceding September 1, 2020, holders may convert all or a portion of their Notes, in principal amounts equal to $1,000 or an integral multiple thereof, only under the following circumstances:

On and after September 1, 2020 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their Notes, in principal amounts equal to $1,000 or an integral multiple thereof, at any time, regardless of the foregoing circumstances.

If the Company elects to satisfy its conversion obligation solely in cash or a combination of cash and shares of its common stock, the amount of consideration that a holder of the Notes will receive upon conversion will be based upon the volume weighted average prices of the Company’s common stock for each trading day during a 60 trading day observation period. Upon any conversion of the Notes, the Company will pay cash in lieu of issuing fractional shares of its common stock as described in the Indenture.

Upon the occurrence of a fundamental change (as defined in the Indenture), subject to certain conditions, holders may require the Company to purchase all or a portion of their Notes, in principal amounts equal to $1,000 or an integral multiple thereof, for cash at a price equal to 100% of the principal amount of the Notes to be purchased plus any accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date.

If holders elect to convert their Notes in connection with a fundamental change, the Company will increase the conversion rate for the Notes so surrendered for conversion by a number of additional shares of its common stock determined by reference to the provisions contained in the Indenture.

The Notes will be the Company’s unsecured and unsubordinated obligations and will rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Notes; rank equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated; be effectively subordinated in right of payment to the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and be structurally subordinated to all indebtedness and liabilities of the Company’s subsidiaries.

The foregoing description of the Indenture does not purport to be complete and is qualified in its entirety by reference to the full text of the Indenture, a copy of which is filed as Exhibit 4.1 hereto and incorporated by reference herein.

(d) Exhibits.

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 thereunto duly authorized.

EXHIBIT INDEX