Western Union 2014 Annual Report Download - page 85

67 | The Western Union Company – Proxy Statement
NOTICE OF 2015 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT
Executive Compensation PROXY STATEMENT
Incentive Savings Plan
We maintain a defined contribution retirement plan (the
“Incentive Savings Plan” or “ISP”) for our employees
on United States payroll, including each of our named
executive officers other than Mr. Ersek. The ISP is
structured with the intention of qualifying under Section
401(a) of the Internal Revenue Code. Under the ISP,
participants are permitted to make contributions up to the
maximum allowable amount under the Internal Revenue
Code. In addition, we make matching contributions
equal to 100% of the first 3% of eligible compensation
contributed by participants and 50% of the next 2% of
eligible compensation contributed by participants. For
2014, each participating named executive officer was
eligible to receive a Company contribution equal to 4%
of his eligible compensation. During 2014, Mr. Ersek
participated in the qualified retirement savings plan made
available to eligible employees in Austria.
Supplemental Incentive Savings Plan
We maintain a nonqualified supplemental incentive
savings plan (the “SISP”) for certain of our employees
on United States payroll, including each of our named
executive officers other than Mr. Ersek. Under the SISP,
participants may defer up to 80% of their salaries,
including commissions and incentive compensation (other
than annual bonuses), and may make a separate election
to defer up to 80% of any annual bonuses and up to
100% of any performance-based cash awards they may
earn. The SISP also provides participants the opportunity
to receive credits for matching contributions equal to
the difference between the matching contributions that
a participant could receive under the ISP but for the
contribution and compensation limitations imposed by the
Internal Revenue Code, and the matching contributions
allowable to the participant under the ISP. Participants are
generally permitted to choose from among the mutual
funds available for investment under the ISP for purposes
of determining the imputed earnings, gains, and losses
applicable to their SISP accounts. The SISP is unfunded.
Participants may specify the timing of the payment of their
accounts by choosing either a specified payment date or
electing payment upon separation from service (or a date
up to five years following separation from service), and in
either case may elect to receive their accounts in a lump
sum or in annual or quarterly installments over a period of
up to ten years. With respect to each year’s contributions
and imputed earnings, the participant may make a
separate distribution election. Subject to the requirements
of Section 409A of the Internal Revenue Code, applicable
Internal Revenue Service guidance, and the terms of the
SISP, participants may receive an early payment in the
event of a severe financial hardship and may make an
election to delay the timing of their scheduled payment by
a minimum of five years.
Potential Payments Upon Termination or Change-in-Control
Executive Severance Policy
We maintain an Executive Severance Policy for the
payment of certain benefits to senior executives, including
our named executive officers, upon termination of
employment from Western Union and upon a change-in-
control of Western Union. Under the Executive Severance
Policy, an eligible executive will become eligible for
benefits if (i) prior to a change-in-control, he or she is
involuntarily terminated by the Company other than on
account of death, disability or for cause, or (ii) after a
change-in-control, he or she is involuntarily terminated by
the Company other than on account of death, disability
or for cause or terminates his or her own employment
voluntarily for “good reason” (including a material
reduction in title or position, reduction in base salary
or bonus opportunity or an increase in the executive’s
commute to his or her current principal working location
of more than 50 miles without consent) within 24 months
after the date of the change-in-control. Under the
Executive Severance Policy, a change-in-control is generally
defined to include:
• Acquisitionbyapersonorentityof35%ormore
of either the outstanding shares of the Company
or the combined voting power of such shares, with
certain exceptions;