EFTA01382810.pdf

I/A Table of Corncrib FIRST DATA CORPORATION NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) Risk-fire interest rate The risk-free rate for stock options granted during the period was determined by using a zero-coupon U.S. Treasury rate for the periods that coincided with the expected terms listed above. Expected dividendyield No routine dividends are currently being paid by FDH, or arc expected to be paid in future periods. Expected volatility—As EMI is a non-publicly traded company, the expected volatility is based on the historical volatilities of a group of guideline companies. Expected term—The Company estimated the expected term by considering the historical exercise and termination behavior of employees that participated in the Company's previous equity plans. the vesting conditions of options granted under the stock plan, as well as the impact of limited liquidity for common stock of a non-publicly traded company. Fair value ofstock—The Company determined the fair value bawl on discounted cash flows and comparison to a group of guideline companies. A summary of FDH stostock option activity for the year ended De ember 31, 2014 is as follows: weighred•Avenige Remalithig Weighted-Average Contractual (options in millions) Options Exercise Price Tenn Outstanding as of January 1, 2014 91 $ 3.28 Granted 16 $ 4.00 Exercised (2) $ 3.03 Cancelled / Forfeited (2) $ 3.24 Outstanding as of December 31.2014 103 $ 3.40 7 years Options exercisable as of December 31, 2014 45 $ 3.13 6 years The total intrinsic value and amount paid related to stock options exercised during the twelve months ended December 31, 2014, 2013, and 2012 was $2 million, S3 million, and $0 million, respectively. Restricted Stock Awards and Restricted Stock Units In the first quarter of 2014, FDH expanded participation in the plan by granting 31 million restricted stock awards to substantially all of the Company's employees. The restrictions on a majority of the= awards will lapse upon the later of three years or following an initial public offering or upon certain employment termination events. For the remainder of these awards, the restrictions will lapse following an initial public offering or upon certain employment termination events. Restricted stock awards and units were granted under the stock plan during 2014, 2013, and 2012. Grants were made as incentive awards. The restrictions on the awards granted will lapse upon a qualified public offering, a change in control or certain employment termination or liquidity events. As of December 31. 2014 there was approximately S172 million of total unrecognized compensation expense related to restricted stock. Approximately $3 million will be recognized over a period of approximately one year with the remainder recognized upon the occurrence of certain liquidity or employment termination events. During 2014, 2013, and 2012. the Company paid 55 million, $6 million, and S2 million. respectively, to repurchase stock awards from employees that laminated employment with the Company. F42 http://v.n.see.gov/Archivestedgar/datat883980/000119312515334479/d31022dsla.htmIl0/14/2015 9:06:38 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0082306 CONFIDENTIAL SONY GM_00228490 EFTA01382810