First Data 2014 Annual Report Download - page 125
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Joe W. Forehand
(1)
$ 318,333
$ 125,000
$ 1,076,000
$ —
$ —
$ 20,806
$ 1,540,139
Henry R. Kravis
40,000
—
—
—
—
—
40,000
Scott C. Nuttall
40,000
—
—
—
—
—
40,000
Tagar C. Olson
40,000
—
—
—
—
—
40,000
Heidi Miller (2)
56,250
125,000
1,045,500
—
—
—
1,226,750
James Nevels (3)
18,750
125,000
1,147,500
—
—
—
1,291,250
FDC Directors do not receive compensation. The Board of Directors of Holdings has approved an annual cash retainer for each non-employee director of
Holdings associated with KKR, Mr. Kravis, Mr. Nuttall and Mr. Olson of $40,000 per year; and a yearly cash retainer of $75,000 for all other non-employee
directors, Mr. Forehand, Ms. Miller and Mr. Nevels. Mr. Forehand received additional fees for his Chairman of the Board duties prior to March 10, 2014 when
Mr. Bisignano was appointed Chairman.
All Directors are eligible to defer their retainer in the First Data Holdings Inc. 2008 Non-Employee Director Deferred Compensation Plan (Director Deferred
Comp Plan). Mr. Kravis, Mr. Forehand, Mr. Nuttall, Mr. Olson, and Ms. Miller elected to defer their retainer earned in 2014. 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.
(1) Joe Forehand received a cash retainer of $133,333 and cash bonus of $110,000 for service as Chairman prior to March 10, 2014 and a $75,000
retainer for non-Chairman service following March 10, 2014. Mr. Forehand also had $20,806 in corporate aircraft usage.
(2) Heidi Miller’s retainer for 2014 was prorated based on her appointment on April 14, 2014.
(3) James Nevels' retainer for 2014 was prorated based on his appointment on November 12, 2014.
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. The Company also provided office space and
administrative support for Mr. Plumeri in support of performance of his duties as a senior advisor from January through May 2014.
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.
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.
Scott C. Nuttall (Chairperson)
Henry R. Kravis
Joe W. Forehand
125