8-KOther Events

FISERV INC 8-K Report, Corporate Update (Feb 20, 2026)

Filed February 20, 2026For Securities:FISV

Summary

Fiserv, Inc. (FISV) announced a significant supplemental equity award to its Chief Executive Officer, Michael P. Lyons, on February 18, 2026. This award, consisting of performance share units (PSUs) valued at approximately $18 million and time-vesting restricted stock units (RSUs) valued at approximately $12 million, underscores the Board's confidence in Mr. Lyons' leadership and his role in executing the company's strategic transformation, particularly the 'One Fiserv' action plan. The structure of this award is designed to incentivize long-term shareholder value creation and ensure CEO retention. This supplemental award is in addition to Mr. Lyons' regular annual equity incentive, which itself comprises approximately $18.7 million in PSUs and RSUs with performance and time-based vesting schedules. The total value of equity granted to the CEO on this date is substantial, reflecting a strong alignment between executive compensation and the company's strategic objectives and performance, which will be further detailed with specific metrics for the 'One Fiserv' plan at Fiserv's 2026 investor day.

Key Highlights

  • 1CEO Michael P. Lyons received a supplemental equity award valued at approximately $30 million ( $18M in PSUs and $12M in RSUs).
  • 2The award is intended to recognize leadership in strategic initiatives like the 'One Fiserv' action plan and promote CEO retention.
  • 3Performance Share Units (PSUs) have a grant date value of approximately $18 million and will cliff vest after three years, contingent on achieving relative total shareholder return and 'One Fiserv' performance goals.
  • 4Restricted Stock Units (RSUs) have a grant date value of approximately $12 million and will vest pro-rata over three years.
  • 5This supplemental award is separate from, and in addition to, Mr. Lyons' annual equity incentive award granted on the same date.
  • 6The annual equity incentive award is valued at approximately $18.7 million, composed of 60% PSUs and 40% RSUs with defined performance and vesting criteria.
  • 7Specific performance metrics for the 'One Fiserv' plan will be disclosed at Fiserv's 2026 investor day.

Frequently Asked Questions

On February 18, 2026, CEO Michael P. Lyons received a supplemental equity award valued at approximately $30 million, in addition to his regular annual equity incentive award valued at approximately $18.7 million. Therefore, the total grant value on this date was approximately $48.7 million.

The supplemental PSUs are tied to relative total shareholder return and the 'One Fiserv' action plan, with specific metrics for the latter to be set later. The annual PSUs are tied to relative total shareholder return, adjusted revenue growth, adjusted earnings per share, and free cash flow conversion.

The equity awards, both supplemental and annual, are structured with performance-based (PSUs) and time-based (RSUs) components. This aims to incentivize long-term company performance, relative shareholder value creation, and CEO retention, aligning his interests directly with those of Fiserv's shareholders.

The specific measurable performance metrics for the 'One Fiserv' action plan will be set at a later date, in connection with Fiserv's 2026 investor day.