First Data 2009 Annual Report Download - page 208

DIRECTOR COMPENSATION
Name
Fees Earned or
Paid in
Cash ($)
Stock
Awards
($)
Option
Awards ($)
Non-Equity
Incentive Plan
Compensation
($)
Change in
Pension Value
and
Non-Qualified
Deferred
Compensation
Earnings ($)
All Other
Compensation
($) Total ($)
James R. Fisher ........ 40,000 0 0 0 0 0 40,000
Joe W. Forehand (1) .... 20,000 0 0 0 0 0 20,000
Henry R. Kravis (1) ..... 20,000 0 0 0 0 0 20,000
Scott C. Nuttall ........ 40,000 0 0 0 0 0 40,000
Tagar C. Olson ........ 40,000 0 0 0 0 0 40,000
(1) Mr. Forehand and Mr. Kravis joined the Board in September 2009 and received prorated fees for 2009.
FDC directors do not receive compensation. However, all of the directors of FDC are also directors of
FDC’s parent company, Holdings. The Board of Directors of Holdings has approved an annual cash retainer for
each non-employee director of Holdings of $40,000 per year. All Directors are eligible to defer up to 100% of
their retainer in the First Data Holdings Inc. 2008 Non-Employee Director Deferred Compensation Plan. All
Directors elected to defer 100% of their retainer earned in 2009. Deferrals in the Non-Employee Director
Deferred Compensation Plan track the value of shares of Holdings and are payable to participants only upon
Separation of Service or Death.
Reimbursements
Directors are reimbursed for their expenses incurred in attending Board, committee and shareholder
meetings, including those for travel, meals and lodging. Directors are also reimbursed for their expenses incurred
in attending director education programs.
Indemnification
The Company’s Certificate of Incorporation provides that the Company shall indemnify and hold harmless
each director to the fullest extent permitted or authorized by the General Corporation Law of the State of
Delaware.
REPORT OF THE GOVERNANCE, COMPENSATION AND NOMINATIONS COMMITTEE
The Governance, Compensation and Nominations Committee of the Board of Directors has reviewed and
discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K with
management and, based on such review and discussions, the Governance, Compensation and Nominations
Committee recommended to the Board that the Compensation Discussion and Analysis be included in this
Annual Report on Form 10-K.
GOVERNANCE, COMPENSATION AND NOMINATIONS COMMITTEE
Scott C. Nuttall (Chairperson)
Joe W. Forehand
Henry R. Kravis
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