Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On October 18, 2012, Pamela H. Patsley informed the board of directors of Vantiv, Inc. (the "Company") that she was resigning from the board due to her other professional commitments. There were no disagreements between the Company and Ms. Patsley that led to her decision to resign.
(d) On October 19, 2012, the Company's board of directors elected Lori A. Beer a Class A director of the Company. Ms. Beer is Executive Vice President, Enterprise Business Services at WellPoint, Inc. Ms. Beer's compensation for service as a director will be consistent with that of the Company's other non-employee directors, as described in the Company's prospectus dated August 2, 2012, filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933. Accordingly, Ms. Beer will receive an annual cash retainer of $80,000, paid quarterly in arrears, and an annual equity grant of restricted stock units of $120,000, with the initial grant prorated to reflect her October 2012 election to the board. Ms. Beer's committee assignments will be determined at a later date.

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