First Data 2012 Annual Report Download - page 150

PENSION BENEFITS
During 2012, no executive officers participated in either a qualified or non-qualified defined benefit plan sponsored by FDC.
NON QUALIFIED DEFERRED COMPENSATION
During 2012, no executive officers participated in a non-qualified deferred compensation plan sponsored by FDC.
SEVERANCE BENEFITS (1)
(1) Benefits are determined based on an assumed termination date of December 31, 2012 and the terms of the FDC
Severance/Change in Control Policy, effective September 24, 2007 and amended in 2008. Executive officers are eligible to
receive benefits under this plan following three months of service and in the event of an involuntary termination Not for Cause,
Death or Disability, or in the event of a voluntary termination for Good Reason.
(2) Represents two times the sum of each executive’s base salary and target bonus as of December 31, 2012.
(3) Represents the company-paid portion of Medical, Dental and Vision benefits for each executive for a period of two years.
(4) Represents the cash value of the financial planning benefit for each executive for a period of two years.
(5) Stock Option vesting is not accelerated under any of the severance scenarios.
(6) The terms of the Restricted Stock Awards issued during 2010 to Messrs. Labry and Kern provide that the entire award shall vest
following a severance-eligible departure from the Company. The terms of the Restricted Stock Awards issued during 2011 and
2012 to all Named Officers provide that the award will vest based on number of months completed since grant divided by 36
months following a severance-eligible departure from the Company. Value based on December 31, 2012 fair market value of
$3.50, as previously determined by the Committee.
Executive officers participate in the FDC Corporation Severance/Change in Control Policy (the “Policy”), which was most
recently restated in 2007 and further amended in 2008 to incorporate legislative changes under Internal Revenue Code Section 409A.
The Policy provides for the payment of benefits to executive officers upon severance from FDC and/or upon a change of control.
The Policy is intended to promote uniform treatment of senior executives who are involuntarily terminated other than for cause
or who voluntarily leave the Company for Good Reason as defined under the 2007 Incentive Plan for Key Employees of First Data
Corporation and its Affiliates. Under the Policy, no benefits are provided based solely on a Change in Control. The Policy provides for
payment of the following severance benefits:
1. A cash payment equal to the executive officer’s base pay plus target bonus multiplied by 2.
2. A cash payment equal to the executive officer’s prorated bonus target for the year of termination.
3. A cash payment equal to the financial planning benefits to which the executive officer would have been entitled to during
the two years following termination.
149
Name
Cash
Payments
($) (2)
Health &
Welfare
Benefits
($) (3)
Financial
Planning
($) (4)
Unvested
Stock
Options
($) (5)
Unvested
Restricted
Stock
($) (6)
Estimated
280G Tax
Gross Up
($) Total ($)
Jonathan J. Judge 7,500,000 21,085 40,000 0 230,904 0 7,791,989
Ray E. Winborne 2,400,000 21,754 20,000 0 236,250 0 2,678,004
Edward A. Labry III 4,500,000 20,747 20,000 0 4,666,667 0 9,207,414
John Elkins 2,812,500 14,158 20,000 0 243,542 0 3,090,200
Kevin Kern 2,300,000 14,357 20,000 0601,562 0 2,935,919