First Data 2010 Annual Report Download - page 140

Table of Contents
FDC's 2010 peer group is comprised of direct competitors, frequently identified peer companies to FDC's direct competitors, and other companies
deemed comparable to FDC in terms of industry, pay practices, revenue and market value. The 2010 peer group includes the following 21 companies:
• Accenture • ADP • American Express
• Capital One Financial • Computer Sciences Corp. • Discover Financial
• eBay • Fidelity Nat'l Info Services • Fifth Third Bancorp
• Fiserv • Mastercard • PNC Financial Services
• SAIC • SLM Corp. • State Street Corp.
• SunTrust Banks • Symantec Corp. • Total System Services
• Visa • Western Union • Yahoo!
Competitive benchmarks for each of FDC's executive officers are created by utilizing available information disclosed in proxy statements of these
companies in combination with generally available market compensation survey information. It is important to note that compensation data from non-peer
group companies is also given significant consideration since FDC also recruits talent from organizations outside the payments industry.
In order to successfully attract and retain top performing executives, FDC aims to provide base pay and short-term cash incentive opportunities at
approximately the 75th percentile of its peer group companies. Consistent with FDC's strong pay-for-performance philosophy, this above-median total cash
positioning allows the company to make a larger portion of each executive's cash compensation performance-based relative to peers. As a privately held
company, competitive cash compensation programs are required for FDC to attract and retain top talent due to the uncertain time horizon and lack of liquidity
associated with FDC's equity-based compensation vehicles. Equity-based compensation is typically the largest compensation component for executives at
FDC's peer companies.
As a private company, the Committee recognizes that evaluating FDC's total compensation and long-term annual compensation levels against public
company peers is challenging. Whereas executives at peer companies typically receive annual stock and option grants, the foundation of FDC's long-term
incentive program (more fully described below) is structured around a purchase of shares by each executive and a proportional one-time grant of options. Due
to the structure of FDC's long-term incentive compensation and the liquidity restrictions associated with non-public equity, traditional comparisons to public
company annual equity grant values and total direct compensation levels are not easily made.
ELEMENTS OF COMPENSATION
Compensation for FDC's executive officers is delivered through:
• base salary;
• annual cash incentives;
• equity;
• perquisites; and
• retirement plans.
Base Salary
Base salary forms the foundation of FDC's compensation program. Base salaries for executives reflect market competitive levels (as described above)
and factors unique to each executive such as scope of responsibilities, individual skill set, experience level, time in role, individual performance, pay relative
to internal peers and overall value to FDC. Another factor that may influence base salary levels is an executive's base salary prior to employment by FDC and
the level of compensation required to recruit the executive.
On October 1, 2010 Mr. Judge was hired as Chief Executive Officer by FDC with a base pay of $1,500,000, based on his breadth and depth of
experience, competitive market pay and the importance of the role in driving FDC's future strategy and success.
Mr. Winborne was promoted on November 10, 2010 to the role of Chief Financial Officer with a base pay of $575,000 based on the criticality of the
role to FDC, competitive market pay and his promotion to the role. His pay was increased to $600,000, effective March 1, 2011 during the annual pay review
process.
Mr. Labry's base pay was increased to $1,000,000 effective October 1, 2010 to reflect the strong performance of the Retail and Alliance Services
business under Mr. Labry's leadership and the relative size and importance of that segment to the overall success of FDC. On January 13, 2011, Mr. Labry
became the leader of FDC's entire North American business in the Retail and Alliance Services and Financial Services segments.
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