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Beneficial Ownership
All of the outstanding stock of First Data Corporation is held by First Data Holdings Inc. The following table sets forth, as of
March 1, 2012, the beneficial ownership of common stock of First Data Holdings Inc. by each person known by the Company to
beneficially own more than 5% of the equity securities of First Data Holdings Inc., each director, each Named Executive Officer and
all directors and executive officers as a group. Unless otherwise indicated in the footnotes to this table, the Company believes that
each person has sole voting and investment power of the shares.
Name
Number of Shares
Beneficially Owned (1,2) Percent of Class
New Omaha Holdings L.P. (3) 1,266,800,220 98%
Jonathan J. Judge 1,750,001 *
John Elkins 465,333 *
Kevin M. Kern 422,500 *
Edward A. Labry III (4) 6,665,000 *
Ray E. Winborne 476,583 *
James R. Fisher 0 *
Joe W. Forehand 1,199,999 *
Henry R. Kravis (3), (5) 0 *
Scott C. Nuttall (5) 0 *
Tagar C. Olson (5) 0 *
All directors and executive officers as a group (13 persons) 15,558,821 1%
* Less than one percent
(1) The number of shares reported includes shares covered by options that are exercisable within 60 days of March 1, 2012 as
follows: Mr. Elkins, 132,000; Mr. Forehand, 866,666; Mr. Judge, 416,667; Mr. Kern, 222,500; Mr. Labry, 4,165,000;
Mr. Winborne, 143,250; and all directors and executive officers as a group, 8,063,833.
(2) No shares are pledged as security except for 2,370,000 shares held by Mr. Labry.
(3) New Omaha Holdings L.P. is a limited partnership in which investment funds associated with Kohlberg Kravis Roberts & Co.
L.P. and other co-investors own the limited partner interests. New Omaha Holdings LLC is the general partner of New Omaha
Holdings L.P. KKR 2006 Fund L.P. is the sole member of New Omaha Holdings LLC. KKR Associates 2006 L.P. is the general
partner of KKR 2006 Fund L.P. KKR 2006 GP LLC is the general partner of KKR 2006 Associates L.P. KKR Fund Holdings
L.P. is the designated member of KKR 2006 GP LLC. KKR Fund Holdings GP Limited is a general partner of KKR Fund
Holdings L.P. KKR Group Holdings L.P. is a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR
Fund Holdings GP Limited. KKR Group Limited is the sole general partner of KKR Group Holdings L.P. KKR & Co. L.P. is
the sole shareholder of KKR Group Limited. KKR Management LLC is the sole general partner of KKR & Co. L.P. Henry R.
Kravis and George R. Roberts are the designated members of KKR Management LLC. In addition, Messrs. Kravis and Roberts
have been designated as managers of KKR 2006 GP LLC by KKR Fund Holdings L.P. In such capacities, each of the
aforementioned entities and individuals may be deemed to have voting and dispositive power with respect to the shares held by
New Omaha Holdings L.P. but each such entity and individual disclaims beneficial ownership of the shares held by New Omaha
Holdings L.P. The address of each of the entities listed in this footnote is c/o Kohlberg Kravis Roberts & Co. L.P., 9 West 57th,
Street, New York, New York 10019.
(4) Includes the Labry Family Trust-2002 holdings of 130,000 shares and 195,000 additional shares covered by options that are
exercisable within 60 days. Mr. Labry disclaims beneficial ownership of any shares owned directly or indirectly by the Labry
Family Trust-2002, except to the extent of his pecuniary interest therein.
(5) Each of Messrs. Kravis, Nuttall and Olson is a member of our board of directors and serves as an executive of Kohlberg Kravis
Roberts & Co. L.P. and/or one or more of its affiliates. Each of Messrs. Kravis, Nuttall and Olson disclaim beneficial
ownership of the shares held by New Omaha Holdings L.P.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Policies Regarding the Approval of Transactions with Related Parties
Under the Company's Director Code of Conduct, each director must report to the Company's General Counsel upon learning
of any prospective transaction or relationship in which the director will have a financial or personal interest (direct or indirect) that is
with the Company, involves the use of Company assets, or involves competition against the Company (consistent with any
151