First Data 2009 Annual Report Download - page 206

Grant Process
Equity grants made during 2009 under the 2007 Equity Plan were made at the then-current fair market value
on the date of grant, with the exception of 50% of Mr. Schultz’ options which were premium priced above fair
market value. 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, FDC 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.
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 FDC’s executive
officers. FDC’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. Executives were also
authorized to use the corporate aircraft for personal purposes in very limited instances.
The Committee reviews the appropriateness of perquisites provided to executive officers on an annual basis.
Retirement Plans
In 2009, 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. FDC 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. FDC offers the ISP not only because
it is a market competitive practice, but it is critical to provide a vehicle for its employees to save for retirement.
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.
FDC does not currently offer defined benefit plans to new employees. However, by virtue of formerly being
employed by FDC in the United Kingdom, Mr. Wall is eligible to receive benefits under the Defined Benefit
Section of the First Data Resources Limited Pension Scheme. These plans are fully described in the narrative
following the Pension Benefits table.
SEVERANCE AND CHANGE-IN-CONTROL AGREEMENTS
In general, FDC does not enter into employment agreements with employees, including the Company’s
executive officers, except in the case of Mr. Capellas and Mr. Labry. All current executive officers serve at the
will of the Board.
Mr. Capellas’ Letter Agreement outlines his rights to severance benefits which are the same as those for all
other executive officers—a payment of two times the sum of his base salary and his target annual bonus—with a
key difference being that for Mr. Capellas, this amount will be reduced on a dollar-for-dollar basis by the amount
of gain realized by him on his equity investment in the Company. These severance benefits would be paid upon
termination of Mr. Capellas’ employment by the Company without cause or by Mr. Capellas’ departure as a
result of good reason.
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