8-KMaterial AgreementsExhibits & Filings

FISERV INC 8-K Report, Material Agreement (May 2, 2006)

Filed May 2, 2006For Securities:FISV

Summary

Fiserv, Inc. (FISV) filed an 8-K on May 2, 2006, to disclose the entry into a Key Executive Employment and Severance Agreement (KEESA) with Alfred P. Moore. This agreement was established in connection with Mr. Moore's appointment as Corporate Executive Vice President and President of the Fiserv Health Group, effective May 1, 2006. The KEESA outlines specific severance benefits for Mr. Moore in the event of a change in control of Fiserv, Inc. Should his employment be terminated by the company (without cause, death, or disability) or by him (for good reason) within three years following a change in control, Mr. Moore is entitled to significant compensation. This includes a cash payment equivalent to twice his annual salary plus his highest annual bonus from the preceding three years, and continued health insurance coverage for up to three years.

Key Highlights

  • 1Fiserv, Inc. entered into a Key Executive Employment and Severance Agreement (KEESA) with Alfred P. Moore.
  • 2The agreement is effective May 1, 2006, coinciding with Mr. Moore's appointment as Corporate Executive Vice President and President, Fiserv Health Group.
  • 3The KEESA provides for severance benefits upon termination within three years following a change in control.
  • 4Severance includes a cash payment of two times annual salary plus the highest bonus in the prior three years.
  • 5Continued life, disability, and medical/dental insurance coverage for up to three years is also part of the severance package.
  • 6The agreement includes a provision for Mr. Moore to choose between receiving full "excess parachute payments" and paying the 20% excise tax, or having payments reduced to avoid the tax.

Frequently Asked Questions

The KEESA is designed to provide specific severance benefits to Alfred P. Moore, a key executive, in the event of a change in control of Fiserv, Inc., and subsequent termination of his employment under certain conditions.

The severance benefits are triggered if, within three years after a change in control of Fiserv, Inc., Mr. Moore's employment is terminated by the company without cause (or due to death or disability) or by Mr. Moore for good reason, as defined in the agreement.

The severance package includes a substantial cash payment equal to two times Mr. Moore's annual salary plus his highest annual bonus received in the three years prior to a change in control. It also includes the continuation of his existing life, disability, hospitalization, medical, and dental insurance coverage for up to three years post-termination.

The KEESA allows Mr. Moore to choose how to handle potential "excess parachute payments" that could be subject to a 20% excise tax. He can either accept the full payments and pay the tax, or opt for a reduction in payments to avoid incurring the excise tax.