EFTA01382808.pdf

S- I/A Table of Contents FIRST DATA CORPORATION NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) Redeemable Noncontrolling Interest The following table presents a summary of the redeemable noncontrolling interest activity in 2014 and 2013: Redeemable NOTICOPIIrolliii2 (In minim) Inleresl Balance as of January 1, 2013 68 Distributions (35) Share of income 34 Adjustment to redemption value of redeemable noncontrolling interest 2 Balance as of December 31, 2013 69 Digributions (35) Share of income 34 Adjustment to redemption value of redeemable noncontrolling interest 2 Balance as of December 31, 2014 70 Note 11: Stock Compensation Plans The Company's parent, FDH, has a stock incentive plan for employees of FDC and its affiliates (stock plan). The stock plan provides the opportunity for certain employees to purchase shares in FDH and then receive a number of options or restricted stock based on a multiple of their investment in such shares. The plan also allows for the Company to award shares and options to employeis. The participants of the stock plan enter into a management stockholders' agreement. Principal tenns of the management stockholders' agreement include restrictions on transfers, lock ups. right of rust refusal, registration rights, and a confidentiality, non-solicitation and non-compete covenant. The expense associated with this plan is recorded by FDC. The number of shares authorized under the stock plan was 180 million as of December 31. 2014. The participants of the gook plan have the right to require FDH to repurchase the shares and options upon the employee's termination due to death or disability. The put rights expire one year after the termination event or upon a change in control. The repurchase price for the shams is their fair market value at the time of repurchase. The repurchase price for the options is their intrinsic value at the time of repurchase. The Company defers recognition of substantially all of the stock-based compensation expense related to stock options and non-vested restricted stock awards and units. Due to the nature of call rights associated with stock options. the Company will recognize expense related to most options only upon certain liquidity or employment termination events. The nature of the call rights azociated with stock options creates a performance condition that is not considered probable until the occurrence of one of the events described above. The call rights create a performance condition as they allow FDH to repurchase options at the lesser of the fair value or the exercise price upon an option holder's voluntary termination. Stock-based compensation expense will be recognized related to certain restricted stock awards and units only upon a liquidity or employment termination event which triggers vesting. For the remaining awards that vest based solely on service conditions, expense is recognized over the requisite service period. Under certain circumstances, the Company may redeem common stock held by its employees on behalf of its parent company. FDH. F-40 http://un.me.gov/Arehivecledear/datat883980/000119312515334479/d31022dsla.htm110/14/20I5 9:06:38 AM CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0082304 CONFIDENTIAL SONY GM_00228488 EFTA01382808