Western Union 2014 Annual Report Download - page 102

The Western Union Company – Proxy Statement | 84
Proposal 3 PROXY STATEMENT
NOTICE OF 2015 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT
Performance Grants
A participant will not recognize taxable income at the
time performance grants are made and the Company
will not be entitled to a tax deduction at that time. Upon
settlement of performance grants, the participant will
recognize compensation taxable as ordinary income
(and subject to income tax withholding in respect of an
employee) in an amount equal to the fair market value of
any shares delivered and the amount of cash paid by the
Company. This amount is deductible by the Company as
compensation expense, except to the extent the deduction
limits of Section 162(m) of the Code apply.
Required Vote
The affirmative vote of the holders of a majority of shares
of the Company’s Common Stock present in person
or represented by proxy at the meeting and entitled
to vote on the subject matter is required to approve
this Proposal 3.
THE BOARD OF DIRECTORS RECOMMENDS
THAT YOU VOTE FOR PROPOSAL 3.