Visa 2007 Annual Report Download - page 182

Table of Contents
Executive Compensation and Director Compensation Tables
Summary Compensation Table
The following table sets forth the total compensation earned for services rendered during fiscal 2007 and fiscal 2006 by the named executive officers of
Visa Inc.: (1) the current principal executive officer and principal financial officer; (2) the principal financial officer prior to the completion of the
reorganization; and (3) the three other most highly compensated executive officers during fiscal 2007. For fiscal 2006 and fiscal 2007, this compensation was
paid by Visa U.S.A., Visa International or Inovant, as applicable.
(a) (b) (c) (d) (e) (f) (g) (h) (i) (j)
Name and Principal Position Year
Salary
($)
Bonus(5)
($)
Stock
Awards
($)
Option
Awards
($)
Non-Equity
Incentive Plan
Compensation(6)
($)
Change in
Pension Value
and
Nonqualified
Deferred
Compensation
Earnings(7) ($)
All Other
Compensation(8)
($)
Total
($)
Joseph W. Saunders(1)
Chairman & Chief Executive Officer
2007
2006
804,519
—
10,230,514
—
—
—
—
—
—
—
41,113
—
71,171
—
11,147,317
—
Byron H. Pollitt(2)
Chief Financial Officer
2007
2006
27,083
—
250,000
—
—
—
—
—
—
—
—
—
—
—
277,083
—
John (Hans) C. Morris(3)
President
2007
2006
145,192
—
3,343,750
—
—
—
—
—
—
—
5,429
—
—
—
3,494,371
—
William M. Sheedy
Global Head of Corporate Strategy and Business
Development (former principal financial officer)
2007
2006
360,430
350,013
354,785
250,000
—
—
—
—
1,490,768
1,254,106
155,105
45,096
57,551
66,840
2,418,639
1,966,055
Joshua R. Floum(4)
General Counsel and Corporate Secretary
2007
2006
532,104
—
445,918
—
—
—
—
—
2,132,372
—
84,029
—
72,922
—
3,267,345
—
John M. Partridge
Chief Operating Officer
2007
2006
635,411
625,025
1,170,183
1,076,320
—
—
—
—
3,169,989
2,576,690
475,512
533,214
129,571
117,101
5,580,666
4,928,350
(1) Mr. Saunders joined Visa in February 2007 and therefore earned no compensation during fiscal 2006. See the "—Director Compensation" table below for amounts paid to Mr. Saunders
during fiscal 2007 while serving as a non-employee director of Visa U.S.A. and Visa International.
(2) Mr. Pollitt joined Visa in September 2007.
(3) Mr. Morris joined Visa in July 2007.
(4) Mr. Floum became a named executive officer of Visa Inc. in fiscal 2007.
(5) The amount in column (d) for 2007 for Mr. Saunders consists of a special cash bonus of $475,000 under our broad-based 2007 special bonus program, an annual incentive award of
$1,062,500 paid pursuant to his executive chairman letter, an annual incentive award of $3,951,370 and a long-term incentive award of $4,741,644 paid pursuant to his letter agreement.
See "—Compensation Discussion and Analysis—Executive Compensation Components—Special Bonus Program." Each award to Mr. Saunders was determined by the transition
governance committee, which was comprised of directors from each Visa region and Visa International and which led the transition to Visa Inc. The amount in column (d) for fiscal 2007
for Mr. Pollitt reflects a sign-on bonus of $250,000. The amount in column (d) for fiscal 2007 for Mr. Morris consists of a sign-on bonus of $2,500,000 and an annual incentive award of
$843,750 payable pursuant to his employment agreement. The amount in column (d) for fiscal 2007 for Mr. Sheedy reflects a special cash bonus of $354,785 under our broad-based 2007
special bonus program. The amount in column (d) for fiscal 2007 for Mr. Floum reflects a special cash bonus of $445,918 under our broad-based 2007 special bonus program. The
amount in column (d) for fiscal 2007 for Mr. Partridge includes an additional discretionary annual incentive award of $448,000 and a special cash bonus of $722,183 under our broad-
based 2007 special bonus program.
(6) The amounts in column (g) reflect performance-based cash awards earned under the Visa U.S.A. Annual Incentive Plan. Under the plan, Mr. Sheedy received $350,013, Mr. Floum
received $695,653 and Mr. Partridge received $937,500. This column also reflects the year-one performance award under the Visa U.S.A. Long-Term Incentive Plan. Under this plan,
Mr. Sheedy's performance award was valued at $920,000, Mr. Floum's performance award was valued at $1,196,000 and Mr. Partridge's performance award was valued at $1,472,000.
The long-term incentive plan awards for Messrs. Sheedy, Floum and Partridge will vest on September 30, 2009. The amounts in column (g) also reflect the change in market value of the
unvested long-term incentive plan awards that are invested in an investment account until the end of each three-year plan cycle (Mr. Sheedy—$220,755, Mr. Floum—$240,719,
Mr. Partridge—$760,489).
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