8-KLeadership Changes

Fidelity National Information Services, Inc. 8-K Report, Executive Changes (Feb 14, 2011)

Filed February 14, 2011For Securities:FIS

Summary

Fidelity National Information Services, Inc. (FIS) announced a significant leadership transition via an 8-K filing on February 14, 2011. Effective February 8, 2011, William P. Foley II transitioned from his role as Executive Chairman to Chairman of the Board, a non-executive position. This change signals a strategic shift in the company's governance structure, with Mr. Foley now focusing on board leadership rather than day-to-day executive operations. In conjunction with this transition, the company and Mr. Foley entered into a new agreement that terminates his previous employment agreement. While his annual base salary under the employment agreement ceases, he will receive a $500,000 annual Chairman fee. He remains eligible for his 2010 bonus and his existing equity grants will continue to vest as long as he remains a director or employee. This move is important for investors to understand the evolving leadership and compensation structure at FIS.

Key Highlights

  • 1William P. Foley II transitioned from Executive Chairman to non-executive Chairman of the Board.
  • 2The previous employment agreement with Mr. Foley has been terminated.
  • 3Mr. Foley's annual base salary under the employment agreement has ceased.
  • 4A new annual Chairman fee of $500,000 is effective for Mr. Foley.
  • 5Mr. Foley is eligible to receive his 2010 annual cash bonus.
  • 6Existing equity grants to Mr. Foley will continue to vest based on his continued service as a director or employee.

Frequently Asked Questions

The primary change is that William P. Foley II has moved from the executive role of Executive Chairman to the non-executive role of Chairman of the Board.

His annual base salary under the previous employment agreement has ended. He will now receive an annual Chairman fee of $500,000. He is still eligible for his 2010 bonus, and his existing equity grants will continue to vest.

The changes were effective as of February 8, 2011.

This indicates that while Mr. Foley's executive responsibilities have changed, his commitment to the company remains, and his existing incentive structures are preserved as long as he continues to serve in a board or employee capacity.