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| FISV > SEC Filings for FISV > Form 8-K on 23-Dec-2008 | All Recent SEC Filings |
23-Dec-2008
Change in Directors or Principal Officers, Financial Statements and Exhibits
KEESA Amendment
On December 22, 2008, Fiserv, Inc. (the "Company") entered into an Amended and
Restated Key Executive Employment and Severance Agreement ("Amended KEESA") with
each of the Company's named executive officers, including its Chief Executive
Officer and Chief Financial Officer, to make changes required by Section 409A of
the Internal Revenue Code of 1986, as amended ("Section 409A"). To comply with
Section 409A, the Amended KEESAs require a six-month delay of post-termination
payments and benefits (other than payments to cover employment taxes due on such
amounts) in the event that the named executive officer is a "specified employee"
within the meaning of Section 409A at the time of a qualifying termination in
connection with a change in control of the Company. The Amended KEESAs contain
other provisions designed to comply with Section 409A, including defining when a
"Separation from Service" has occurred for purposes of receiving any severance
payments or benefits under the Amended KEESA. The Amended KEESAs also clarify
the definition of "Accrued Benefits" by creating a separate defined term
"Prorated Bonus" for purposes of calculating the named executive officer's
severance compensation in connection with a termination without cause,
resignation for good reason, death, disability or retirement following a change
in control. In addition, the Amended KEESAs clarify how health, life and
disability benefits will or may be continued following termination in accordance
with Section 409A. The Amended KEESAs do not increase the amounts payable to the
named executive officers in connection with a change in control of the Company
or a subsequent qualifying termination event as compared to the Key Executive
Employment and Severance Agreement previously in effect.
This summary of the Amended KEESAs is qualified in its entirety by reference to the form of Amended KEESA and to Mr. Yabuki's Amended KEESA which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, with this Current Report on Form 8-K and incorporated herein by reference.
Amended Employment Agreements
On December 22, 2008, the Company entered into an Amended and Restated
Employment Agreement ("Amended Employment Agreement") with each of Jeffery W.
Yabuki and Thomas W. Warsop III to make changes required by Section 409A of the
Code. To comply with Section 409A, the Amended Employment Agreements require a
six-month delay in post-termination payments and benefits (other than payments
to cover employment taxes due on such amounts) in the event that Mr. Yabuki or
Mr. Warsop is considered a "specified employee" within the meaning of
Section 409A at the time of a qualifying termination. After the six-month delay,
Mr. Warsop's Amended Employment Agreement also states that his severance payment
will be made in a lump sum instead of 12 monthly installments. Mr. Yabuki's
Amended Employment Agreement provides that any excise tax gross-up payment due
on a payment or benefit to be received pursuant to his
This summary of the Amended Employment Agreements of Messrs. Yabuki and Warsop is qualified in its entirety by reference to the Amended Employment Agreements which are filed as Exhibit 10.3 and Exhibit 10.4, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
(d) Exhibits.
Exhibit
Number Description
10.1 Form of Amended and Restated Key Executive Employment and Severance
Agreement, dated December 22, 2008, between the Company and each of
Thomas Hirsch, Thomas Neill, and Thomas Warsop
10.2 Amended and Restated Key Executive Employment and Severance Agreement,
dated December 22, 2008, between the Company and Jeffery W. Yabuki
10.3 Amended and Restated Employment Agreement, dated December 22, 2008,
between the Company and Jeffery W. Yabuki
10.4 Amended and Restated Employment Agreement, dated December 22, 2008,
between the Company and Thomas W. Warsop
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