First Data 2008 Annual Report Download - page 212

If the shareholder's employment is terminated for Cause (as defined in the 2007 Equity Plan), call rights may be exercised on purchased shares at the
lesser of the fair market value share price or the original purchase price.
The Committee believes that allowing executive officers to make a personal investment in company stock with a long holding period, in addition to
making a significant one-time grant of stock options with a relatively long five-year vesting period and performance-based vesting on half the options is an
extremely effective design for promoting a long-term growth orientation within First Data's executive team and generating alignment between the executive
team and shareholders.
Going forward, the Committee does not anticipate granting equity such as stock options or restricted stock on an annual or other regular basis to
executive officers under the 2007 Equity Plan.
Grant Process
Equity grants made during 2008 under the 2007 Equity Plan were made at the then-current fair market value on the date of grant. Fair market value was
determined by the full Board at the time of grant. Equity grants were made on the date the grants were approved by the Committee.
Perquisites
As perquisites are not performance-based, First Data does not emphasize them in the Company's executive compensation program. The Company
believes that the competitiveness of its compensation programs comes from the target levels and upside potential in the Company's cash incentive and equity
programs.
Executive perquisites may include, on a rare occasion and upon approval by the CEO, the personal use of the corporate aircraft, personal use of tickets
to professional sporting events, automobile leases or apartment leases. Pursuant to local customs for senior executives, Mr. Yates was provided with an
automobile lease during 2008 and Mr. Wall was provided with one during the portion of 2008 when he resided in the United Kingdom.
Reimbursement for relocation and moving expenses and personal financial planning up to a specified annual dollar limit ($20,000 for the first year and
$10,000 for each subsequent year) are offered to First Data's executive officers. First Data's relocation program is required to attract and retain top talent in a
competitive environment. The program ensures a new or transferred executive can transition into their new work location as quickly and efficiently as
possible. Competitive analysis indicates that the financial planning benefit is comparable to what is offered by a majority of companies with whom the
Company competes for talent.
The Committee reviews the appropriateness of perquisites provided to executive officers on an annual basis.
Retirement Plans
In 2008, all employees in the U.S., including executive officers, were eligible to participate in the First Data Corporation Incentive Savings Plan
("ISP"). The ISP is a qualified 401(k) plan designed to comply with IRS Safe Harbor rules. First Data maintains the ISP to allow employees to save for their
retirement on a pre-tax basis and provides company contributions to help employees build retirement savings.
The Company matches 100% of employee deferrals up to 3% of eligible pay and 50% of employee deferrals on the next 1% of eligible pay. Eligible
pay includes base and incentive compensation and is capped by IRS limitations applicable to qualified plans. Company contributions become 100% vested
after 2 years of service and there is no service requirement to begin receiving company matching contributions.
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