Visa 2008 Annual Report Download - page 222

Table of Contents
(10) The following table sets forth certain information with respect to "—All Other Compensation" reported in column (i).
(a) (b) (d) (e) (f) (g) (h) (i) (j) (k)
Name Year
Car
($)
Thrift Plan
Match
($)
Excess Thrift
Plan
Contribution
($)
Relocation
$
Companion
Travel
($)
Corporate
Aircraft
($)(2)
Executive
LTD
($)
Tax
Gross
Up
($)
Total
($)
Joseph W. Saunders 2008 12,177(1) 13,800 43,200 — 1,666 127,952 1,374 10,112 210,281
Byron H. Pollitt 2008 — 25,175 13,825 — 265 — 1,001 3,522 43,788
John C. (Hans) Morris(3) 2008 368(1) 20,463 24,537 91,644 68,323 19,862 1,001 52,018 278,216
John M. Partridge 2008 — 13,800 30,916 — 14,307 75,524 1,374 13,842 149,763
Joshua R. Floum 2008 — 13,800 19,564 — 16,323 — 1,374 6,445 57,506
(1) Reflects the cost of personal use (including commuting for Mr. Saunders) of a company provided car and driver. The amount in the table is determined based on the incremental cost to
the company of the fuel related to the proportion of time the car was used for non-business trips and also includes the cost of the driver's salary for the proportion of time the driver was
utilized for non-business trips.
(2) Represents the aggregate incremental cost to the Company of personal travel on Company aircraft. The amount represents the variable operating cost per flight hour for each aircraft,
which includes the cost of fuel, maintenance, engine insurance, associated travel cost for the crew, catering and any flight cost associated with repositioning the aircraft in connection with
personal use "deadhead flights". Fixed costs that do not change based on usage, such as pilot salaries, depreciation and insurance, are not included.
(3) Mr. Morris was eligible for certain relocation benefits per his employment agreement. See "—Employment Arrangements and Potential Payments Upon Termination or Change-In-
Control." The amounts in column (f) reflect the temporary housing and moving expenses paid by Visa Inc. related to his relocation. Amounts related to company provided trips during his
first year of employment are included in column (g) along with any other companion travel amount related to Visa Inc. business.
Grants of Plan-Based Awards
(a) (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l)
Estimated
Future Payouts
Under Non-Equity
Incentive
Plan Awards(1)
Estimated
Future Payouts
Under Equity
Incentive
Plan Awards
All
Other
Stock
Awards:
Number
of
Shares
or
Stock/
Units(2)
All
Other
Option
Awards:
Number
of
Securities
Underlying
Options(3)
Exercise
or
Base
Price
Of
Option
Awards
($/
Share)
Grant
Date
Fair
Value
of
Stock
&
Option
Awards
Name
Grant
Date
Threshold
($)
Target
($)
Maximum
($)
Threshold
($)
Target
($)
Maximum
($)
Joseph W. Saunders 712,500 1,425,000 2,850,000 — — — — — — —
3/18/2008 10,795 474,980(4)
3/18/2008 719,175 $ 44.00 10,999,997
Byron H. Pollitt 211,250 422,500 845,000 — — — — — — —
3/18/2008 212,484 $ 44.00 3,250,007
John C. (Hans) Morris 365,625 731,250 1,462,500 — — — — — — —
3/18/2008 392,277 $ 44.00 5,999,994
John M. Partridge 365,625 731,250 1,462,500
3/18/2008 — — — 16,413 — — 722,172(4)
3/18/2008 353,050 $ 44.00 5,400,006
Joshua R. Floum 180,375 360,750 721,500
3/18/2008 — — — 10,134 — — 445,896(4)
3/18/2008 156,911 $ 44.00 2,400,001
(1) Amounts represent the portion of the Visa Inc. Incentive Plan award that is dependent on actual results against the corporate performance measure of net income and the portion of the
award that is dependent on actual results against pre-established individual goals. The remaining portion of awards under the Visa Inc. Incentive Plan are not disclosed here but are
reflected under the bonus column of the Summary Compensation Table. The amounts shown in column (c) reflects the minimum payment level for the minimum performance level
required under the Visa Inc. Incentive Plan in order to receive any payment, which is 50% of the target amount in column (d). The amount shown in column (e) is 200% of such target
amount. The actual payout amount under the plan for fiscal 2008 is included in the "—Non-Equity Incentive Plan Compensation" column of "—Summary Compensation Table."
(2) Restricted stock awards granted to convert one-half of the special bonus awarded in fiscal 2007 to shares of Visa Inc. that vest March 18, 2009.
(3) The stock options have an exercise price equal to the initial public offering price of $44.00, which was the fair market value of the shares as of the date of grant, and will expire ten years
from the date of grant. The stock options will generally vest in three equal installments on each of the first three anniversaries of the date of grant, subject to earlier vesting in full in the
event of a termination of a grantee's employment due to death, "disability" (as defined in the award agreement) or "retirement" (as defined in the award agreement) or a termination within
two years following a "change of control" (as defined in the equity incentive plan) of a grantee's employment by us without "cause" (as defined in the award agreement) or by the grantee
for "good reason" (as defined in the award agreement). Our executive officers who are party to the
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