First Data 2011 Annual Report Download - page 137

PART III
ITEM 11. EXECUTIVE COMPENSATION
FIRST DATA CORPORATION
COMPENSATION DISCUSSION AND ANALYSIS
FISCAL YEAR 2011
EXECUTIVE SUMMARY
In 2011, the Governance, Compensation and Nominations Committee (the "Committee") of First Data Corporation ("FDC" or
the "Company") based funding for executive incentives on a comprehensive view of company performance, including financial and
strategic achievements. During 2011, the Committee rewarded employees, including senior executives of FDC based on improved
financial performance during 2011 and significant progress against First Data's six strategic pillars. Key initiatives supporting each
pillar are carefully tracked and results are monitored via a balanced scorecard of related metrics. This successful overall performance
was supported by financial results which, year over year, as measured by adjusted EBITDA (earnings before interest, taxes,
depreciation and amortization), were 11% greater than 2010.
During 2011, FDC solidified its executive team by making the following changes to better serve our customers around the
world, leverage our broad global product set and position the company to fully take advantage of regulatory changes and emerging
developments in the payments industry.
• January appointment of Ed Labry as President, First Data — North America;
• March appointment of John Elkins as President, First Data — International Regions; Mr. Elkins also retained his role
as head of global strategy.
FDC remains committed to a compensation philosophy, strategy, and process that incents and rewards both short-term and long-
term company performance. Details of the compensation philosophy and programs are addressed within the appropriate sections of the
following discussion.
ROLE OF THE COMMITTEE
The Committee reviews and approves all aspects of FDC's compensation programs for its executive officers. Specifically, under
its charter, the Committee is tasked with:
• establishing FDC's compensation philosophy;
• evaluating performance and setting compensation for FDC's executive officers;
• overseeing regulatory compliance with respect to compensation matters; and
• delegating to and monitoring various subcommittees with responsibility for administrative and legal compliance for
retirement and benefit plans.
During 2011, the Committee was comprised of Scott C. Nuttall and Henry R. Kravis. All of the foregoing individuals are
affiliated with Kohlberg Kravis Roberts & Co. ("KKR") and, therefore, not deemed independent Directors. Disclosure of payments
between FDC and KKR affiliates are described in Item 13 of this Form 10-K.
The equity compensation provided to the senior executives of FDC is approved by the Governance, Compensation and
Nominations Committee (the "Holdings Committee") of First Data Holdings Inc. ("Holdings"), the parent corporation of FDC (the
"Committee" and the "Holdings Committee" together referred to as the "Committees"). The Holdings Committee is comprised of the
same individuals as are members of the Committee.
ROLE OF MANAGEMENT
FDC's management provides information, data, analysis, updates and recommendations to the Committee. Specifically,
management provides recommendations on pay levels for executive officers other than the Chief Executive Officer ("CEO") as well as
the design of all material compensation and benefit plans. Finally, management is responsible for the administration of FDC's
executive compensation programs and policies.
EXECUTIVE COMPENSATION PROGRAM OBJECTIVES
Executive Compensation Philosophy
FDC's executive compensation philosophy and corresponding pay practices are designed to create a strong incentive for FDC
executives to achieve the Company's financial and strategic objectives, resulting in increased value for shareholders.