Western Union 2014 Annual Report Download - page 115

97 | The Western Union Company – Proxy Statement
NOTICE OF 2015 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT
Stock Beneficially Owned by Directors,
Executive Officers and Our Largest Stockholders PROXY STATEMENT
(1) The number of shares held and percentage of outstanding shares were obtained from the holder’s Amendment
No. 2 to Schedule 13G filing with the Securities and Exchange Commission dated February 13, 2015, which reports
ownership as of December 31, 2014. The Schedule 13G filing indicates that the holder had sole power to vote or
direct the vote of, and sole power to dispose or to direct the disposition of, 66,309,190 shares, and shared power to
vote or direct the vote of, and shared power to dispose or to direct the disposition of, no shares.
(2) The number of shares held and percentage of outstanding shares were obtained from the holder’s Amendment
No. 1 to Schedule 13G filing with the Securities and Exchange Commission dated February 13, 2015 which reports
ownership as of December 31, 2014. The Schedule 13G filing indicates that the holder had sole power to vote or
direct the vote of 1,072,118 shares, sole power to dispose or to direct the disposition of 43,250,394 shares, and
shared power to vote or direct the vote of, and shared power to dispose of or to direct the disposition of, no shares.
(3) The number of shares held and percentage of outstanding shares were obtained from the holder’s Amendment No. 1
to Schedule 13G filing with the Securities and Exchange Commission dated February 10, 2015, which reports ownership
as of December 31, 2014. The Schedule 13G filing indicates that the holder had sole power to vote or direct the vote of
927,501 shares, sole power to dispose or to direct the disposition of 41,599,307 shares, shared power to vote or direct
the vote of no shares, and shared power to dispose of or to direct the disposition of 871,989 shares.
(4) The number of shares held and percentage of outstanding shares were obtained from the holder’s Amendment
No. 4 to Schedule 13G filing with the Securities and Exchange Commission dated February 9, 2015, which reports
ownership as of December 31, 2014. The Schedule 13G filing indicates that the holder had sole power to vote or
direct the vote of 27,725,115, sole power to dispose or to direct the disposition of 32,318,450 shares, and shared
power to vote or direct the vote of, and shared power to dispose or to direct the disposition of, no shares.
(5) The number of shares held and percentage of outstanding shares were obtained from the holder’s Schedule
13G filing with the Securities and Exchange Commission dated February 12, 2015, which reports ownership as of
December 31, 2014. The Schedule 13G filing indicates that the holder had sole power to vote or direct the vote of
11,366,515, sole power to dispose or to direct the disposition of 31,655,749 shares, and shared power to vote or
direct the vote of, and shared power to dispose or to direct the disposition of, no shares.
(6) The number of shares reported includes shares covered by options that are exercisable within 60 days of March 19,2015
as follows: Mr. Devitre, 149,196; Mr. Ersek, 1,882,693; Mr. Goodman, 36,814; Mr. Greenberg, 420,801; Ms. Holden,
53,980; Mr. Joerres 0; Ms. Fayne Levinson, 143,253; Mr. Mendoza, 171,347; Mr. Miles, 53,980; Mr. Selander, 26,818;
Ms. Fragos Townsend 39,883; Mr. Trujillo, 56,152; Mr. Almeida 144,591; Mr. Agrawal, 388,432; Mr. Dye, 101,796;
Mr. Thompson, 127,991; all directors and executive officers as a group, 4,312,385. The number of shares reported
includes RSUs that will vest within 60 days of March 19, 2015 as follows: Mr. Almeida, 6,940; Mr. Thompson, 34,281.
(7) Mr. Devitre shares with his spouse the power to vote or direct the vote of, and the power to dispose or direct the
disposition of, 23,800 shares.
(8) Mr. Trujillo shares with his spouse through a family trust the power to vote or direct the vote of, and the power to
dispose or direct the disposition of, 11,800 shares.
Certain Transactions and Other Matters PROXY STATEMENT
Certain Transactions and Other Matters
We or one of our subsidiaries may occasionally enter
into transactions with certain “related persons.” Related
persons include our executive officers, directors, nominees
for directors, 5% or more beneficial owners of our
Common Stock and immediate family members of these
persons. We refer to transactions involving amounts in
excess of $120,000 and in which the related person has
a direct or indirect material interest as “related person
transactions.” Each related person transaction must be
approved or ratified in accordance with the Company’s
written Related Person Transactions Policy by the
Corporate Governance and Public Policy Committee of
the Board of Directors or, if the Corporate Governance
and Public Policy Committee of the Board of Directors
determines that the approval or ratification of such
related person transaction should be considered by all
disinterested members of the Board of Directors, by the
vote of a majority of such disinterested members.