EFTA01382809.pdf

X- I/A Table of Contents FIRST DATA CORPORATION NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) Total stock-based compensation expense recognized in the "Selling. general. and administrative" line item of the Consolidated Statements of Operations resulting from stock options, non-vested restricted stock awards, and non-vested restricted stock units was as follows: l'ear ended December 31, On minions) Amount 2014 $ 51 2013 39 2012 12 During 2014, approximately $37 million of stock-based compensation expense was recognized as a result of the departure of certain executive officers. During 2013. approximately $20 million of stock-based compensation expense was recognized as a result of granting an executive officer shares of common stock of FDH and fully vested restricted stock units. The Company has a deferred compensation plan for non-employee directors that allows each of these directors to defer their annual compensation. The plan is unfunded. For purposes of determining the investment return on the deferral compensation. each director's account is treated as if credited with a number of shares of FDH stock determined by dividing the deferred compensation amount by the first Board approved fair value of the stock during the year. The account balance will be paid in cash upon termination of Board service, certain liquidity events or other certain events at the fair value of the stock at the time of settlement. Due to the cash settlement provisions, the account balances are 'worded as a liability and are adjusted to fair value quarterly. As of December 31. 2014 and 2013. the balance of this liability was $1 million. Stock Options During the years ended December 31, 2014, 2013, and 2012. time-based options were granted under the stock plan. The time-based options have a contractual term of 10 years. Time-based options vest equally over a three to five year period from the date of Seance. The outstanding time-based options also have certain accelerated vesting provisions that become effective upon a change in control, a qualified public offering, or certain termination events. As of December 31, 2014. there was approximately $154 million of total unrecognized compensation expense related to non-vested stock options that will only be recognized upon a qualified public offering or certain liquidity or employment termination events. During 2014, 2013. and 2012, FDH paid $15 million, $22 million, and $3 million, rebpectively, to repurcharo shares from employees that terminated employment with the Company. lbe fair value of FDH stock options granted for the years ended December 31, 2014. 2013. and 2012 were estimated at the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions: Year ended December 31, 2014 2013 2012 Risk-fire interest rate 2.24% 1.40% 1.45% Dividend yield — — Volatility 50.45% 56.61% 51.77% Expected term (in years) 7 7 7 Fair value of stock $ 4.00 $ 3.50 $ 3.00 Fair value of options $ 2.14 $ 1.99 $ 1.60 F-41 http://un.sec. gov/Archi vecledgar/dotat883980/00011 931251 5334479/cB1022ds la.htmi10/14/2015 9:06:38 AM) CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0082305 CONFIDENTIAL SONY GM_00228489 EFTA01382809