First Data Corporation Incentive Savings Plan Summary Plan Description

Transcription

1 First Data Corporation Incentive Savings Plan Summary Plan Description January 2017 This document is being provided exclusively by your employer, which retains responsibility for the content v5

2 This summary plan description (SPD) describes benefits provided to you by the First Data Corporation Incentive Savings Plan and your rights under the plan. The SPD is based on official plan documents. It is not, nor is it intended to be, the official plan document, or a contract between First Data and any employee or contractor, or a guarantee of employment. Every effort has been made to ensure the accuracy of this information. In the unlikely event that there is a discrepancy between the SPD and the official plan documents, the official plan documents will control. First Data reserves the right to amend, suspend, or terminate the plan at any time. First Data has delegated the discretionary authority to interpret the terms of the plan summarized in this document and determine your eligibility for benefits under its terms to the Benefits Committee. This SPD is available through the ISP Website at You may have access and the ability to view and print selected pages from the SPD on the Website. You also have the right to request and receive, free of charge, a printed copy of the SPD from the First Data Contact Center at Merrill Lynch by calling any business day between 8:00 a.m. to 10:00 p.m. Eastern Time v5 2

3 TABLE OF CONTENTS OVERVIEW... 3 ELIGIBILITY TO PARTICIPATE... 4 ENROLLING IN THE PLAN... 4 YOUR CONTRIBUTIONS... 4 Changing Your Contributions...6 Eligible Plan Compensation...6 Contribution Limits...7 ROLLOVER CONTRIBUTIONS... 7 Rollover Contributions from Eligible Employer Plans...7 Rollover Contributions from an IRA...8 Types of Rollovers...9 How to Complete a Rollover...9 EMPLOYER CONTRIBUTIONS... 9 Types of Contributions...9 Service Credit...10 VESTING HEROES EARNINGS ASSISTANCE AND RELIEF TAX ACT ( HEART ACT ) PLAN INVESTMENT OPTIONS Making Investment Choices...14 Transferring Existing Balances...14 Self-Directed Brokerage Account...15 Investment Fund Information...16 Monitoring Your Account...16 PLAN LOANS Interest on Your Loan...18 Amount You Can Borrow...18 Loan Repayments...19 Loan Defaults and Deemed Distributions...20 PLAN WITHDRAWALS After-tax Withdrawal...21 Age 59 ½ Withdrawal...21 Rollover Withdrawal v5 1

4 Disability Withdrawal...22 Hardship Withdrawal...22 TOTAL DISTRIBUTIONS Distribution Options...25 Rollover to Eligible Employer Plans and Individual Retirement Accounts...27 If You Defer Payment of Your Account...27 PAYMENTS TO YOUR DESIGNATED BENEFICIARY QUALIFIED DOMESTIC RELATIONS ORDER (QDRO) TAXES ON PAYMENTS SPECIAL TAX TREATMENT SPECIAL TAX NOTICE TYPES OF LEAVE AND DISABILITY IMPORTANT PLAN INFORMATION Plan Identification...31 Plan Sponsor and Administrator...32 Benefit Review Process...33 Situations Affecting Your Benefits...34 Changes to the Plan...35 Your Legal Rights Under the Plan v5 2

5 Overview The First Data Corporation Incentive Savings Plan is a 401(k) plan that gives you an easy and effective way to save for retirement. There are many advantages to participating in the plan. You may: Defer taxes on your before-tax contributions to the plan Make Roth after-tax contributions to the plan and, if certain conditions are met, withdraw your contributions and earnings tax-free Be eligible to receive plan contributions from First Data Defer taxes on the investment earnings on all plan contributions Because the plan s purpose is to help you save for retirement, you might not be allowed to withdraw money out of the plan until you leave First Data, unless you meet special requirements. Qualified Plans In order to provide tax-deferred savings the plan must be qualified. That means it must meet certain requirements of the Internal Revenue Service (IRS). For example, the plan must: Be maintained for the exclusive benefit of plan participants and beneficiaries Not discriminate in favor of highly compensated employees Meet minimum standards for participation and vesting Provide that neither you nor the plan can assign your benefits to someone else, except in limited circumstances, such as a Qualified Domestic Relations Order (QDRO) if you get a divorce or have to pay child support Putting Money into Your Account If you re eligible to participate in the plan, you can contribute through payroll deductions. You choose how much to contribute on a before-tax basis and/or on a Roth after-tax basis. You may also be able to roll over balances from another eligible employer plan or Individual Retirement Account (IRA). First Data may also make contributions to the plan. Investing Your Contributions You can invest the contributions to your account in one or more of the plan s investment options. The investment options offer different levels of risk, which affect the potential return on your investment. The plan is intended to meet the requirements under Section 404(c) of the Employee Retirement Income Security Act of 1974 (ERISA). This means that the plan offers a range of investment options and the opportunity to make your own investment decisions. The plan also provides information about your investment options and the risk/return characteristics of each option. As a result, plan fiduciaries generally are not liable for any losses, or by reason of any breach, resulting from your investment instructions and decisions. Taking Money Out of Your Account While you work for First Data, you may be able to take money out of the plan through a loan or withdrawal. When you take a loan, you borrow money from your account and pay it back to your account, with interest, over a specified period. When you take a withdrawal, your account balance is permanently reduced. Taxes may apply. When you leave First Data, you can also elect a total distribution from the plan. Your account balance will be permanently reduced v5 3

6 Eligibility to Participate Employees who are Eligible You are immediately eligible to participate in the Incentive Savings Plan if you are employed by First Data Corporation or one of its affiliates that has adopted the plan as a participating employer, and treated as an employee for the purpose of First Data s U.S. payroll. Before you can begin contributing, you must be enrolled in the plan. You are immediately eligible to receive First Data contributions, if any, that may be made. First Data currently makes no contributions to the plan. You are not eligible to participate in the plan if you are: Covered by a collective bargaining agreement (unless the agreement expressly provides for participation) Paid in a currency other than the U.S. dollar An independent contractor, regardless of any reclassification as an employee by a court or government agency A leased employee An employee whose contract states that you are not eligible An employee who is a resident of Puerto Rico An intern who is hired after December 31, 2015 Enrolling in the Plan You choose whether to contribute to the Incentive Savings Plan. As of January 1, 2016, you will be automatically enrolled in the plan with a before-tax contribution rate of 4% of your eligible pay and your contributions will be invested in the Vanguard Target Date Trust I Fund that most closely matches your target retirement year (based on an assumed retirement age of 65) approximately 30 days following your date of hire (if you were automatically enrolled in the plan before January 1, 2016, you were enrolled at a rate of 3% of your eligible pay). You may opt out of automatic enrollment, remain eligible, and wait to enroll at a later date. If you are automatically enrolled, you will also be enrolled in the contribution escalation program. Your beforetax contribution rate will increase by 1% each year to a maximum of 10% of your eligible pay. If you wish to enroll before the automatic enrollment takes effect or choose different enrollment elections, you may enroll on the ISP Website at or by calling the First Data Contact Center at Merrill Lynch at any business day between 8:00 a.m. to 10:00 p.m. Eastern Time. Once you are enrolled, your contributions start as soon as administratively possible. Even if you decide not to contribute money to the Incentive Savings Plan, as a participant, you may be eligible to receive certain contributions made by First Data to the Incentive Savings Plan. Your Contributions You can contribute to the Incentive Savings Plan on a before-tax or Roth after-tax basis. Once you choose which type of contribution to make and how much to contribute, your contributions are deducted automatically from your pay. You can also roll over money from an eligible employer plan or an IRA. Generally, if you are a Non-Highly Compensated Employee (those whose base and bonus was less than $120,000 in 2016) you may contribute up to 50% of your eligible pay on a before-tax and/or Roth basis. If you are a new hire, you will be considered a Non-Highly Compensated Employee for the remainder of the calendar year in which you were hired, regardless of your current compensation. If you are a Highly Compensated Employee (those who made $120,000 or more in 2016) you may contribute up to 6% of your eligible pay on a before-tax and/or Roth basis. This percentage is deducted from your paycheck each payroll period until you change your v5 4

7 contribution rate, stop your contributions entirely, or reach statutory or plan-imposed limits on combined beforetax and Roth contributions, or your eligible compensation for the plan year has reached the IRS-imposed annual compensation limit ($270,000 in 2017). In addition, if you ll be age 50 or older in the current plan year, you re eligible to make additional before-tax and/or Roth catch-up contributions. Your contributions are subject to IRS limits. There could be additional limits on how much you can contribute to the plan if certain tax law limits apply. Before-Tax Contributions If you choose to contribute to the plan on a before-tax basis, First Data deducts contributions from your pay before most federal and state taxes are withheld. This reduces your taxable income for the year. You do not pay taxes on your before-tax contributions until you withdraw those contributions from your account. The IRS places limits on contributions. Unless you elect how your contributions should be invested, your before-tax contributions will be automatically invested in the Vanguard Target Date Trust I Fund that most closely matches your target retirement year (based on an assumed retirement age of 65). Roth Contributions If you choose to contribute to the plan on a Roth after-tax basis, First Data deducts contributions from your pay after federal and state taxes are withheld. This does not reduce your taxable income now, but your Roth contributions and any earnings on them can grow tax-free if they are withdrawn or distributed in a qualified distribution. The same IRS-imposed limits that apply to before-tax contributions also apply to Roth contributions. Withdrawals and distributions of your Roth contributions and earnings will be tax-free if they are part of a qualified distribution. A qualified distribution is one that is taken at least five tax years from the year of your first Roth contribution and after you have reached age 59½, become totally and permanently disabled or are deceased. If you do not follow these rules, your Roth contributions may be subject to taxes and penalties upon withdrawal or distribution. Note that as with your before-tax contributions, your Roth contributions cannot be withdrawn while you are still employed with First Data unless you are at least age 59½ or have a hardship. Your Roth rollover contributions can be withdrawn at any time. Thus if you take a hardship withdrawal of your Roth contributions, or withdraw your Roth rollover contributions, while you are still employed, the withdrawal amount will be subject to the 10% penalty tax and the earnings will be taxed unless you are at least age 59½ or are totally and permanently disabled. Roth contributions allow tax-diversification within the plan. You should talk with your own financial or tax adviser before you decide whether to make Roth contributions. After-Tax Non-Roth Contributions You may have money in an after-tax source if you previously contributed to the plan on an after-tax basis. The plan does not allow any new after-tax contributions. Because you ve already been taxed on your after-tax contributions, you won t be taxed again when you withdraw those contributions from the plan. However, you ll be taxed on the investment earnings when you take a withdrawal. Catch-Up Contributions If you will be age 50 or older in the current plan year, you re eligible to make additional before-tax and/or Roth after-tax catch-up contributions to the Incentive Savings Plan. Catch-up contributions are before-tax and/or Roth contributions that are made in excess of either of the following limits: v5 5

8 Annual IRS employee contribution limit (i.e. 402(g) limit, which is $18,000 in 2017) The plan s maximum employee contribution limit (50% of eligible pay or, for Highly Compensated Employees, 6% of eligible pay) Changing Your Contributions Your contribution rate is the percentage of your income you elect to contribute to the plan. Contribution percentage changes take effect in the plan as soon as administratively possible after your request is received. If you stop contributing, you can start again at any time. You may change your contribution rate on the ISP Website or by calling the First Data Contact Center at Merrill Lynch. Annual Contribution Rate Increase You can choose to have your before-tax contribution rate increased automatically each year by entering an annual rate increase percentage on the ISP Website or by calling the First Data Contact Center at Merrill Lynch. Your before-tax contribution rate will continue to increase each year by the percentage you enter until you reach your target contribution rate. Your contributions are subject to IRS limits and plan limits. If you are automatically enrolled in the Incentive Savings Plan, you will also be enrolled in the contribution escalation program. Your before-tax contribution rate will increase by 1% each subsequent year up to a maximum of 10% or for Highly Compensated Employees, up to a maximum of 6%. You may opt out of the escalation program at any time. Example If your initial before-tax contribution rate is 4% and you choose a 1% annual rate increase up to 8%, your beforetax contribution the next year will be 5%. The rate will continue to increase each subsequent year by 1% up to the 8% maximum you elected. Eligible Plan Compensation The IRS limits the amount of your eligible pay that s used to determine your contributions for a plan year. The limit amount is indexed and may change each year. The limit for 2017 is $270,000. Once you have received eligible pay in a plan year equal to the annual limit, no more contributions will be taken from your pay or otherwise made on your behalf for the rest of the plan year. For the purposes of calculating the amount you can contribute to the Incentive Savings Plan, your eligible pay includes: Base pay or regular salary Commission Overtime Bonuses Elective deferrals made under Internal Revenue Code Section 401(k) or 125 The IRS limits the amount of eligible pay used to determine your contributions. Eligible pay does not include: Non-cash compensation (including any equity plan awards) Severance payments Gross-up payments Reimbursements and expense allowances Special awards Fringe benefits BRAVO! Awards v5 6

9 Payments made under the Long Term Cash Award Plan Any other amounts that receive special tax benefits under the IRS but are not specifically included in eligible pay Contribution Limits The IRS sets limits on the contributions to your account. Whether you reach these limits depends on your pay, your contributions, and First Data contributions you receive for the year. These limits may be indexed by the IRS from year to year. Before-Tax and Roth Contribution Limit The IRS limits your combined before-tax and Roth contributions for 2017 to $18,000. Before-tax and Roth contributions made by those who are Highly Compensated Employees will be further limited to 6% of eligible compensation. If you are a new hire, you will be considered a Non-Highly Compensated Employee for the remainder of the calendar year in which you were hired, regardless of your current compensation. However, if you ll be age 50 or older in 2017, you re also eligible to make additional catch-up contributions of up to $6,000 for 2017, and additional amounts in future plan years. These limits apply not only to the Incentive Savings Plan, but also to all 401(k) plans you participate in during the calendar year. Contact the First Data Contact Center at Merrill Lynch if you have questions about how your participation in other plans affects your Incentive Savings Plan contributions. Total Annual Contribution Limits The total of all employee before-tax and employer contributions to your account for a calendar year are limited to the lesser of: $54,000 for 2017 (This amount is indexed and may change each year.) 100% of your pay These limits apply to all defined contribution plans sponsored by the same employer (as defined by the IRS) in a calendar year. Rollover Contributions Before joining First Data, you may have participated in another eligible employer plan or IRA. You can defer paying taxes on your retirement savings if you roll over an eligible distribution from another eligible employer plan or IRA into the Incentive Savings Plan. A rollover contribution must be deposited into the Incentive Savings Plan within 60 days of the date it is made to you. If the rollover contribution is not deposited within 60 days, the plan will not be able to accept it under IRS guidelines and the payment may become taxable to you. The 60-day requirement does not apply to direct rollovers, which are made payable directly to the Incentive Savings Plan from the distributing employer plan or IRA. Rollover Contributions from Eligible Employer Plans You can roll over an eligible distribution from another eligible employer plan to the Incentive Savings Plan. The following are not considered eligible rollover distributions: Substantially equal periodic payments made at least annually over: o Your life expectancy o The joint life expectancy of you and your beneficiary o A specified period of 10 or more years Required minimum distribution amounts v5 7

10 Payments made to you as a nonspouse beneficiary Payments made to you as an alternate payee under a QDRO Hardship withdrawals Loans treated as deemed distributions due to default Pass-through dividends from an Employee Stock Ownership Plan (ESOP) Payments made to correct contributions in excess of the plan s contribution limits Eligible Employer Plans You can roll money into the Incentive Savings Plan if it s an eligible distribution from an eligible employer plan or an IRA. These types of plans may be considered eligible employer plans: Any plan qualified under Internal Revenue Code Section 401(a), including: o 401(k) plan o Defined benefit plan o Profit sharing or thrift plan o Money purchase pension plan o Stock bonus plan o ESOPs Section 403(b) tax-sheltered annuity plan Certain governmental Section 457 plans SIMPLE 401(k) plan Section 403(a) annuity plan These types of plans are not eligible employer plans for rollover contribution purposes: Excess plan Nonqualified plan Stock option plan Rollover Contributions from an IRA You can roll money into the Incentive Savings Plan from: A traditional IRA to which you ve been making tax-deductible contributions, Roth contributions, or personal after-tax contributions An IRA you set up to accept a rollover of before-tax, Roth, and/or after-tax balances from an eligible employer plan Eligible IRAs You can roll over taxable distributions from these types of IRAs: Traditional IRA Roth IRA An IRA set up to receive a distribution from an eligible employer plan SIMPLE IRA in which you participated for two or more years You can t roll over a distribution from these types of IRAs: SIMPLE IRA in which you participated for less than two years SEP IRA SARSEP IRA Education IRA v5 8

11 Types of Rollovers Direct Rollover A direct rollover occurs when the distributing eligible employer plan or an IRA makes the eligible distribution payable to the Incentive Savings Plan. The portion of the eligible distribution that s directly rolled over isn t subject to the mandatory 20% federal tax withholding and the 10% penalty tax on early distributions. 60-Day Rollover When an eligible distribution is made payable to you, you can roll over all or part of it to the Incentive Savings Plan. You must deposit the rollover into the plan within 60 days after it is distributed to you. The money that is not directly rolled over may be subject to tax withholding and penalties if distributed directly to you. If you want to roll over the entire eligible distribution amount, you must use your own money to replace the money that was withheld for taxes. You ll receive a credit for the taxes withheld when you file your personal tax return. How to Complete a Rollover Requesting a Rollover into the Plan To roll money into the plan, request a Rollover Contribution Form on the ISP Website or by calling the First Data Contact Center at Merrill Lynch. Your rollover money will be invested according to the elections you stated on your Rollover Form. If you do not have an election on your Rollover Form, your rollover contribution will be invested in your current investment elections. Your rollover contribution is credited to a separate rollover source in the Incentive Savings Plan. The Plan does not accept stock certificates or any in-kind transfers for a rollover contribution. Rollover Check Send the rollover contribution to the First Data Contact Center at Merrill Lynch along with the Rollover Contribution Form. The check must be made payable to Trustee for First Data Corporation Incentive Savings Plan, FBO (your name). The address for Merrill Lynch is listed under the Plan Information section of this Summary Plan Description. If the distributing employer plan or IRA makes the check payable to you, endorse the check and, under your signature, make it payable to Trustee for First Data Corporation Incentive Savings Plan, FBO (your name). If you are not completing a direct rollover, then the rollover must be deposited with the Incentive Savings Plan no later than 60 days after the date of distribution. Employer Contributions How Employer Contributions Work If you re eligible, First Data may add to your account through employer contributions. When you leave First Data, you receive only the vested portion of your employer contributions. Types of Contributions Employer Matching Contributions You may have a balance in the Employer Matching Contribution source if you were eligible to receive the contributions before January 1, Effective January 1, 2014, Employer Matching Contributions are no longer made v5 9

12 Employer Special Contributions You don t have to contribute to the Incentive Savings Plan to be eligible for Employer Special Contributions. For any year, First Data may elect to contribute an additional percentage of your eligible pay so long as you are employed on the last day of the year. Employer Service Related Contributions You may have a balance in the Service Related Contribution (SRC) source if you were eligible to receive the contributions before January 1, Effective January 1, 2008, Service Related Contributions are no longer made. Employer ISP Plus Contributions You may have money in the ISP Plus Contribution source if you were eligible to receive the contributions before January 1, Effective January 1, 2008, ISP Plus contributions are no longer made. Prior Plan Employer Match Contributions You may have money in a Prior Plan Employer Match source if you re a participant of a plan that merged into the Incentive Savings Plan. Qualified Nonelective Contributions You may receive a Qualified Nonelective Contribution (QNEC) if you re a non-highly compensated employee and meet certain other requirements, and a contribution is required to comply with certain IRS limits. If the plan fails certain nondiscrimination tests imposed by the IRS, First Data, in its discretion, may make additional contributions to the plan that would cause the plan to pass the nondiscrimination tests. You re 100% vested in this money. However, you re prohibited from withdrawing these contributions and earnings associated with these contributions until age 59 ½, or upon separation from service, whichever occurs first. Service Credit What Service Means Service means the length of time you work for First Data. Your years of service determine when your employer contributions and earnings are vested. You earn service from the date you first perform an hour of service until you leave First Data. An hour of service is time for which you re paid or entitled to be paid. Period of Leave or Separation from Service Except for a maternity or paternity leave, you are considered to have a one-year leave or separation from service if you return to work one year following the earlier of these events: The date you resign, are terminated, or retire The first anniversary of the date you began a paid or unpaid absence for any other reason, such as vacation, holiday, illness, disability, leave of absence, layoff, etc. When You Return Before Having a One-Year Period of Leave If you return to work with First Data within 12 months of your leave period, you receive service credit (for eligibility and vesting purposes) for the time you were gone. If you resign, are terminated, or retire during your leave period and return to work on or before the first anniversary of the date your leave began, you receive service credit (for eligibility and vesting purposes). This credit is for the period between the start of your leave period and the first anniversary of your initial leave date v5 10

13 When You Return After Having a One-Year Period of Leave You will receive credit for your service prior to your leave period when you return to work, but will not be credited for service for the time you were on your leave period. Vesting Vesting refers to the percentage of employer contributions and related investment earnings you own based on your years of service, that is, the length of time you work for First Data. Your years of service determine when your employer contributions and earnings are vested. You earn service credit from the date you first perform an hour of service until the date you leave First Data. You re always 100% vested in any of the following sources that you might hold in your account: Your Before-Tax Contributions Your Roth Contributions Your Pre-87 After-Tax Contributions Your Post-86 After-Tax Contributions Your Rollover Contributions Your Roth Rollover Contributions Your After-Tax Rollover Contributions Your Employer Service Related Contributions Your Employer Special Contributions Your Prior Plan Employer Match Contributions Your Qualified Voluntary Elective Contributions (QVEC) Your Qualified Nonelective Contributions (QNEC) The investment earnings on these contribution sources You become vested in Employer Matching Contributions and Post-2007 Employer Matching Contributions, and their earnings, over time based on your years of service. If you were hired prior to January 1, 2008, your vesting is as follows: Years of Service as of 1/1/08 Less than 1 0% Greater than 1 but less than 2 25% At least 2 100% Vested Percentage If you were hired after January 1, 2008, your vesting is as follows: Years of Service Vested Percentage Less than 2 0% At least 2 100% Prior to January 1, 2014, First Data made Employer Matching Contributions which are no longer being contributed to the plan. Any Employer Matching Contributions made prior to January 1, 2014 will continue to v5 11

14 vest based on the above schedule. Prior to January 1, 2008, First Data made SRC and ISP Plus contributions, which are no longer being contributed to the plan. If you leave First Data: You receive the vested portion of your employer contributions Any nonvested portion of your employer contributions are forfeited You become 100% vested in employer contributions and their earnings when: You reach normal retirement age of 65 while employed with First Data You become totally and permanently disabled while employed with First Data First Data Corporation terminates the plan You die while employed with First Data You die while on active military leave Forfeitures and Restoring Forfeited Nonvested Amounts If you leave First Data before you become fully vested, you forfeit the portion of your employer contributions that is not vested. This forfeiture occurs at the earlier of: The date you take a total distribution from the plan The quarter following 90 days from the date you leave First Data First Data may use forfeitures to reduce future plan contributions or to pay plan expenses. Restoring Forfeited Amounts If you forfeit a nonvested amount, but return to work before you have five consecutive one-year periods of leave, you can restore your account by buying back the forfeited amount. In other words, you can repay the amount you received as a distribution. Employer contributions that were forfeited will be deposited back into your account. If you received a total distribution because you left First Data, in order to have the forfeited amount reinstated, you must repay the amount to the Incentive Savings Plan by the earlier of: Five years after the date you are rehired The end of the first period of 5 consecutive one-year periods of leave beginning after the distribution Heroes Earnings Assistance and Relief Tax Act ( HEART Act ) If you take a leave from First Data s employment for active military duty and die while on such leave your account will become fully vested. Plan Investment Options The Incentive Savings Plan offers a range of investment funds for your contributions. Each fund and its manager are listed below: MID-CAP DOMESTIC EQUITY Wells Fargo Discovery Fund Institutional Vanguard Extended Markets Index Fund Institutional LARGE/MULTI-CAP DOMESTIC EQUITY v5 12

15 Dodge & Cox Stock Fund T. Rowe Price Large-Cap Growth Fund Institutional Vanguard Institutional Index Fund Institutional GLOBAL/INTERNATIONAL Dodge & Cox International Stock Fund Vanguard Total International Stock Index Fund Institutional SMALL-CAP DOMESTIC EQUITY DFA U.S. Small Cap Value Portfolio Fund Institutional INCOME/BOND PIMCO Total Return Fund Institutional Vanguard Total Bond Market Index Fund Institutional CAPITAL PRESERVATION BNY Mellon Stable Value Fund MIXED ASSET Vanguard Target Retirement 2010 Trust I Vanguard Target Retirement 2015 Trust I Vanguard Target Retirement 2020 Trust I Vanguard Target Retirement 2025 Trust I Vanguard Target Retirement 2030 Trust I Vanguard Target Retirement 2035 Trust I Vanguard Target Retirement 2040 Trust I Vanguard Target Retirement 2045 Trust I Vanguard Target Retirement 2050 Trust I Vanguard Target Retirement 2055 Trust I Vanguard Target Retirement 2060 Trust I Vanguard Target Retirement Income Trust I The plan also offers access to publicly available mutual funds, bonds, and stock of certain corporations through a self-directed brokerage account. You cannot invest directly in First Data Corporation stock through the brokerage account v5 13

16 Information about the funds and their past performance is available on the ISP Website. The site also provides a variety of resources to help you monitor your investments. Default Investment Fund If you don t provide an investment election for your contributions they will be automatically invested in the Vanguard Target Retirement Trust I Fund that most closely matches your target retirement year (based on an assumed retirement age of 65). Risk versus Return The different investment options provide a wide range of risk and potential return. You may want to consider your financial situation and how long you intend to have the money invested when making your investment choices. Information about the funds and their past performance is available on the ISP Website and by request. The site also provides a variety of resources to help you monitor your investments. By providing you with a range of investment alternatives with different risk and reward characteristics and by allowing you to control how your account balances are invested, the plan is intended to satisfy section 404(c) of ERISA, as amended. Neither First Data Corporation, the Investment or Benefits Committees, the trustee, any investment manager, nor any plan fiduciary is responsible for any losses in your plan accounts, or by reason of any breach, that result from your investment decisions or your failure to make sound investment decisions. Therefore, it s very important you understand the investment choices available to you, to monitor your plan investments, and to ensure that your choices and decisions are appropriate in light of your individual situation. Making Investment Choices When you enroll in the plan, you may elect the percentage of your contributions to invest in each investment option. You may choose that all of your contributions be invested in one investment or among two or more investments. Investments must be in 1% increments. For Future Contributions You can change your investment choices at any time. Any change you make prior to 4pm ET will be reflected on the ISP website the next business day and affects future contributions only beginning with the next payroll cycle. Changing your investment choices does not affect the investment of your existing account balance. Transferring Existing Balances Fund Transfers You can transfer current balances among the investment options at any time. When you make a fund transfer, you take a percentage or dollar amount out of one investment option and move it into another. A fund transfer affects your existing account balance only. It does not affect how your future contributions are invested. Fund Reallocations You can reallocate (redistribute) your total account balance among the investment options. When you make a fund reallocation, you specify the percentage of your total account balance that you want invested in each option. A fund reallocation affects your existing account balance only. It does not affect how your future contributions are invested. If you request a fund transfer or fund allocation before the close of the New York Stock Exchange (NYSE) (generally 3:00 p.m. Central Time) on any day that the NYSE is open, the change will normally take place at that day s closing price. If you request to transfer account balances among investment options after the close of the v5 14

17 NYSE, or on a day that the NYSE is not open, the change will occur at the closing price on the next day that the NYSE is open. Investment Fees and Expenses The investment managers charge an annual fee in connection with the management of the investment options. These fees, along with any brokerage commissions, are charged against the fund s assets. Therefore, these investment manager fees are reflected in each fund s net asset value (NAV), or unit value, and are not directly debited from your account. The monthly management fees are currently computed at an annual percentage rate of the fund s net assets. Please review the fund prospectus on the ISP Website for the most up-to-date management expense and fee information. Self-Directed Brokerage Account The self-directed brokerage account gives you the opportunity to create a personal investment mix by allowing you to invest a portion of your Incentive Savings Plan account in any publicly available stocks (other than First Data stock), bonds, or mutual funds. Two self-directed brokerage accounts are available to you: a Direct Advantage account, in which you alone direct the investments, and an Advisor Advantage account, in which you direct the investments with the assistance from a Merrill Lynch advisor. A $50 administrative fee is charged to the cash component of the self-directed brokerage account on an annual basis. Commissions and transaction fees on trades within the self-directed brokerage account are paid from your balance in the self-directed brokerage account. The self-directed brokerage account is an alternative within the plan that is intended to provide experienced, knowledgeable investors with investment choices beyond those in the plan s core investment funds. The core funds are the mutual funds in the Incentive Savings Plan listed under the Investment Options. You should not use this investment alternative unless you have significant experience managing your investments, extensive knowledge regarding the risks of investing in individual stocks and bonds and similar investment instruments, and the time and ability to closely monitor your investments in this fund. Transferring Existing Balances to the Self-Directed Brokerage Account To invest in one of the investments available through the self-directed brokerage account, you must first transfer money to the self-directed brokerage account from any of the core investment options in the Incentive Savings Plan. The initial transfer and each subsequent transfer must be at least $1,000. Remember, fund transfers affect your existing account balance only. They don t affect how your future contributions are invested. You may not have your contributions invested directly into the self-directed brokerage account. The balance you transfer to the self-directed brokerage account is held in the money market account within the self-directed brokerage account until you invest in other funds or securities in the self-directed brokerage account. Buying or Selling Investments in the Self-Directed Brokerage Account Once you transfer money to the self-directed brokerage account, you can buy or sell other investments within the self-directed brokerage account. You can buy or sell those investments at any time. Transferring Balances from the Self-Directed Brokerage Account To transfer money out of the self-directed brokerage account, you must first transfer money from any or all of your investment options within the self-directed brokerage account to the money market account in the selfdirected brokerage account. Once the transfer is processed, you can transfer balances out of the self-directed brokerage account to any other core investment option within the Incentive Savings Plan v5 15

18 Investment Fund Information All the information below is available on the ISP Website or by calling the First Data Contact Center at Merrill Lynch. You can also request the following information about any of the investment options from the Plan Administrator: A description of the annual operating expenses of each investment option and the total amount of such expenses as a percentage of the investment option s NAV (examples of these expenses include investment management fees, administrative fees, and transaction costs) Copies of any prospectuses, financial statements and reports, and any other materials relating to the investment options available under the plan, to the extent such information is provided to the plan Information concerning the value of shares in the available investment options, as well as the past and current investment performance (net of expenses) Information concerning the value of shares in the investment options held in your account Transfer Restrictions and Redemption Fees In some circumstances, you may be subject to restrictions on moving money in and out of certain investment options. These rules apply to the frequency and timing of transferring money among funds. For the most up to date information regarding transfer restrictions and redemption fees, you may access the information on the ISP Website. If you transfer out of a fund, some investment options may block you from transferring money back into the fund for a specified period of time. Some funds apply this restriction to a minimum dollar amount, while others block any amount from being transferred back in before the required waiting time. Monitoring Your Account How Your Contributions Are Organized Contributions to your account are divided into these sources: 1. Before-Tax Matched Contributions 2. Before-Tax Unmatched Contributions 3. Roth Contributions 4. Pre-87 After-Tax Contributions 5. Post-86 After-Tax Contributions 6. Rollover Contributions 7. After-Tax Rollover Contributions 8. Roth Rollover Contributions 9. Employer Matching Contributions 10. Post-2007 Employer Matching Contributions 11. Employer Service Related Contributions 12. Employer ISP Plus Contributions 13. Employer Special Contributions 14. Prior Plan Employer Match Contributions 15. Qualified Voluntary Elective Contributions (QVEC) 16. eone Contributions 17. Qualified Nonelective Contributions (QNEC) Each source holds the contributions and attributable investment earnings v5 16

19 How Your Account Value Is Determined Your account value is updated at the end of each business day to reflect these transactions: Your contributions Your withdrawals Your loans Your loan repayments Your transfers and reallocations Gains or losses related to each investment option Plan Loans You can borrow money from the Incentive Savings Plan for any reason. You ll be charged a $50 processing fee in addition to the amount of your requested loan. Unlike a withdrawal, a loan isn t taxable and doesn t permanently reduce your account balance as long as you repay the loan. There are two types of loans available: General purpose Primary residence You can request either type of loan on the ISP Website. You are limited to one of each type of loan (general purpose or primary residence) at any one time. You must pay off your outstanding loan within either category before requesting a new one. General Purpose Loan You can take a general purpose loan for any reason. You must repay the loan within 5 years (60 months). If you request a general purpose loan, you ll receive a promissory note and certain disclosures about the loan, which show: Loan amount Loan duration Interest rate Repayment amount You don t need to return the note. Retain it for your records. Based on your request, the loan proceeds will be mailed to you within seven days. Payroll will begin deducting loan repayments from your paycheck as soon as administratively possible. You are responsible for ensuring that loan payments are being properly deducted from your paycheck. In the event the payment is not reflected on your paystub, or the amount appears to be incorrect, you should contact the First Data Contact Center at Merrill Lynch immediately at any business day between 8:00 a.m. to 10:00 p.m. Eastern Time. Primary Residence Loan You can take a primary residence loan to purchase a primary residence for yourself. Your primary residence can be a house, condominium, co-op, mobile home, or new home constructed by a builder or yourself, or the land for new construction or a mobile home. Your Purchase and Sales Agreement must be provided to the Plan Recordkeeper to obtain a primary residence loan. You will be charged an additional $45 primary residence loan qualification fee. First Data reserves the right to audit all primary residence loans, which may require providing supporting documentation such as a signed sales contract, home purchase agreement, or builder s construction contract. You must repay the loan within 15 years (180 months) v5 17

20 If you request a primary residence loan, you ll receive a promissory note and certain disclosures about the loan, which show: Loan amount Loan duration Interest rate Repayment amount You don t need to return the note. Retain it for your records. Based on your request, the loan proceeds will be mailed to you within seven days. Payroll will begin deducting loan repayments from your paycheck as soon as administratively possible. You are responsible for ensuring that loan payments are being properly deducted from your paycheck. In the event the payment is not reflected on your paystub, or the amount appears to be incorrect, you should contact the First Data Contact Center at Merrill Lynch immediately at any business day between 8:00 a.m. to 10:00 p.m. Eastern Time. Please note that First Data reserves the right to audit your primary residence loan to ensure that the loan is used for the specific purpose of purchasing a primary residence. Interest on Your Loan At the beginning of each quarter, the Incentive Savings Plan determines the interest rate that applies to loans requested from the plan during that quarter. The rate is based on the prime interest rate on the first business day of the month plus one, which is published in the Wall Street Journal. This interest rate won t change during the term of your loan, even though the interest rate for loans requested in later months may be different. Amount You Can Borrow The minimum amount you can borrow is $1,000. The maximum amount you can borrow is the lesser of: 50% of your vested account balance (including any outstanding loans) minus your current outstanding loan balance $50,000 minus your highest outstanding loan balance(s) across any other of the employer s qualified plans during the past 12 months Note: Balances in your Qualified Voluntary Elective Contribution account (QVEC) and eone Contributions account are not included in the account balance when determining the amount available. Loan Sources The loan is secured by a portion of your vested account balance as required by the Plan Administrator. When you borrow from your Incentive Savings Plan account, the money is taken from your sources in this order: 1. Prior Plan Employer Match Contributions 2. Employer ISP Plus Contributions (You can borrow vested employer contributions and earnings only.) 3. Employer Matching Contributions (You can borrow vested employer contributions and earnings only.) 4. Post-2007 Employer Matching Contributions 5. Employer Special Contributions 6. Employer Service Related Contributions 7. Qualified Nonelective Contributions 8. Before-Tax Matched Contributions 9. Before-Tax Unmatched Contributions 10. Roth Contributions 11. Rollover Contributions 12. After-Tax Rollover Contributions v5 18

21 13. Roth Rollover Contributions 14. Post-86 After-Tax Contributions 15. Pre-87 After-Tax Contributions All of the available money in the first source must be depleted before money is taken from the next source. For example, the amount available in your Prior Plan Employer Match Contributions must be fully depleted before money is taken from your Employer ISP Plus Contributions to fund the loan amount requested. How Loans Affect Your Investment Fund Balances The amount taken from each investment fund reflects how your balance in each source is invested. For example, if all of the money for your loan is taken from your vested Employer Matching Contributions and 10% of that source is invested in the Vanguard Target Retirement Trust I Fund then 10% of your loan amount comes from that fund. The percentage taken from each fund is based on the source balance invested in that fund, not your investment choices for future contributions. Loan Repayments Payroll Repayments Loan repayments are deducted automatically from your paychecks after federal and state taxes are calculated. You pay principal and interest with each loan repayment. You are responsible for ensuring that loan payments are being properly deducted from your paycheck. In the event the payment is not reflected on your paystub, or the amount appears to be incorrect, you should contact the First Data Contact Center at Merrill Lynch immediately at any business day between 8:00 a.m. to 10:00 p.m. Eastern Time. Your loan repayments are credited to your contribution sources from which the loan was taken from your account. The money you repay is invested according to your investment elections for new contributions as of the date of repayment. Making Repayments While on an Unpaid Leave You must send loan repayments to the First Data Contact Center at Merrill Lynch if you re not receiving a paycheck (for example, during an unpaid leave of absence). To make loan repayments while on an unpaid leave, you can either set up recurring ACH payments from your bank account on the ISP website, send a certified check or bank check made payable to Merrill Lynch. If you pay by check, please reference your name and SSN on the check and mail it to the following address: Merrill Lynch Retirement & Benefit Plan Services 1400 Merrill Lynch Drive Mail-Stop NJ Pennington, NJ When you don t make a loan repayment as scheduled, you will be required to make up the missed loan payments or have your loan re-amortized to keep your loan from going into default and becoming a taxable distribution. You may contact the First Data Contact Center at Merrill Lynch for more information on making loan repayments while you re on an unpaid leave. Making Repayments While on Military Leave Loan repayments will be suspended for the time that you re on military leave. When you return from your leave, your loan term will be extended by the time you were on leave v5 19

22 Interest on any loans will continue to accrue while you re on a military leave. For a loan taken prior to your leave, interest will continue to accrue at the lower of the following: 6% interest rate Your original loan interest rate If you took a loan after the start of your leave, interest will accrue at your original interest rate. As a result of the accruing interest, your loan repayment will increase when you return. Your loan repayment payroll deductions will start again as soon as administratively possible when you return. Paying Off Your Loan Early You can repay your loan in full at any time with no prepayment penalties. To do this, you can request an early loan payoff on the ISP Website or by calling the First Data Contact Center at Merrill Lynch. If You Leave First Data If you leave First Data, your outstanding loan or loans are considered to be in default. To repay your outstanding loan(s), you have until the earlier of: 90 days from the day you leave First Data The date you request a total distribution from the plan You can go to the ISP website or call the First Data Contact Center at Merrill Lynch to receive your loan payoff amount. To pay off your loan(s), send a certified check or bank check made payable to Merrill Lynch or an ACH payment to Merrill Lynch. Please reference your name and SSN on the check and mail it to the following address: Loan Defaults and Deemed Distributions When a Loan Goes Into Default Your loan is considered to be in default 90 days after: You miss a scheduled loan repayment You leave First Data Merrill Lynch Retirement & Benefit Plan Services 1400 Merrill Lynch Drive Mail-Stop NJ Pennington, NJ If you miss a loan repayment while you re a First Data employee, you have until the end of the quarter following the quarter in which you missed the payment to make up the missed repayment. At the end of the quarter, your outstanding loan is considered a deemed distribution and subject to taxes like a withdrawal. However, unlike a withdrawal, a deemed distribution is not an eligible rollover distribution. Besides the income taxes that may be due, the deemed distribution may be subject to an additional 10% penalty tax on early distributions. The amount of the deemed distribution is your outstanding principal balance plus any interest on the loan repayments that would have been made through the date of taxation had the loan not been in default. When a loan is considered a deemed distribution, it remains an outstanding obligation and continues to accrue interest until you leave First Data or repay the loan in full, including interest, whichever is earlier. Because it remains outstanding, the loan counts toward: The maximum number of loans you can have outstanding The maximum amount available for a new loan v5 20