First Data 2007 Annual Report Download - page 156

Base Salary
Base salaries are set at market competitive levels (approximately 50th percentile) and reflect each executive's job responsibilities, individual skill sets and
overall value to the company. Another factor that may influence base salary levels is an executive's base salary level prior to employment by First Data and
the level required to recruit the executive.
In February 2007, the Committee reviewed executive officer base salaries in light of factors including peer group compensation data, individual performance,
scope of responsibilities and internal comparability among executives. As shown in the below table, base salaries were increased as of March 1, 2007 for all
Named Executive Officers ("NEOs") except for Mr. Duques and Mr. Labry. Mr. Duques was not considered for a salary increase based on his interim status
as Chief Executive Officer. Mr. Labry's salary was already positioned above the median target level and was held constant. All salary increases were in the
range of 2.9% to 5.9% and in amounts ranging from $15,000 to $25,000. These increases were in-line with or below salary increase levels for comparable
executive level positions based on external market data. The increases were made to maintain executive salaries in line with market median, per the
Company's compensation objectives.
Following the merger, the new Committee and the CEO reviewed the base salaries for all executive officers and established new salaries for all NEOs except
for Mr. Labry effective as of October 1, 2007. Factors such as changes in responsibilities, external competitiveness based on peer group data, the integration
of new executive officers and internal consistency and equity were all carefully considered. Changes made are reflected in the below table.
Base Salary as
of 12/31/06
Base Salary as of
3/1/07
%
increase
Base Salary as of
10/1/07
%
increase
Michael Capellas (1) n/a n/a n/a $ 1,200,000 n/a
Henry C. Duques (2) $ 250,000 $ 250,000 0% n/a n/a
Kimberly Patmore $ 550,000 $ 575,000 4.5% $ 600,000 4.3%
Peter Boucher $ 425,000 $ 450,000 5.9% $ 525,000 16.7%
David Dibble $ 525,000 $ 540,000 2.9% $ 575,000 6.5%
Edward A. Labry III $ 750,000 $ 750,000 0% $ 750,000 0%
David Bailis (3) $ 500,000 $ 525,000 5% n/a n/a
Pamela Patsley (3) $ 600,000 $ 620,000 3.3% n/a n/a
(1) Mr. Capellas began earning an annual base salary of $1,200,000 on the July 9, 2007 effective date of his Letter Agreement with New Omaha Holdings,
L.P. He became CEO of First Data on September 24, 2007 with an annual base salary of $1,200,000.
(2) Mr. Duques stepped down as CEO on September 24, 2007.
(3) Mr. Bailis and Ms. Patsley did not perform executive officers duties following September 24, 2007.
Annual Cash Incentive
Plan Design and Mechanics
Executive officers are eligible to receive a performance-based annual cash incentive under the First Data Senior Executive Incentive Plan ("SEIP"). SEIP
payouts to executive officers are based on target bonus levels established by the Committee, company and business unit financial performance and individual
performance in areas such as attainment of company or business unit strategic objectives, teamwork and company leadership efforts.
As a public company at the beginning of 2007, the Committee established an objective performance-based funding threshold with substantial uncertainty of
achievement for funding the SEIP for executive officers to ensure compliance with IRS code 162m. The post-merger Committee certified that this threshold
was met for 2007 which triggered the creation of a potential maximum payout pool of $15,000,000 for all executive officers. This pool can be discretionarily
decreased by the Committee, but not increased.
Financial performance for 2007 SEIP executive officer payouts was evaluated based on the following matrix which takes into consideration both attainment of
revenue and net income targets for 2007, with a heavier weighting placed on net income. Management recommended the fiscal year financial targets for each
of these metrics to the Committee which approved the targets for 2007. Specific financial targets are not disclosed as the Company's business plan is highly
confidential. However, the Company's financial targets were set at a level consistent with the Company's publicly disclosed goal of 8% to 10% annual growth
in both revenue and operating income.
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