Services for your Employee Stock Purchase Plan

Transcription

1 Services for your Employee Stock Purchase Plan The First Data Corporation Employee Stock Purchase Plan

2 What s inside 1 Managing your First Data Corporation Employee Stock Purchase Plan online 2 ESPP highlights 4 Getting started with your ESPP online 5 Managing your account information online 9 Service fees 10 Online education resources Access and support for your ESPP Benefits OnLine Participant service representatives and voice response system (virtually 24/7) or from outside the U.S., Puerto Rico and Canada Merrill Lynch makes available products and services offered by Merrill Lynch, Pierce, Fenner & Smith Incorporated (MLPF&S) and other subsidiaries of Bank of America Corporation (BofA Corp.). MLPF&S is a registered broker-dealer, member SIPC and a wholly owned subsidiary of BofA Corp. Investment products: Are Not FDIC Insured Are Not Bank Guaranteed May Lose Value

3 Managing your First Data Corporation Employee Stock Purchase Plan online First Data Corporation has engaged Merrill Lynch to provide recordkeeping and other services for the First Data Corporation Employee Stock Purchase Plan (the ESPP ). The ESPP offers participants the opportunity to purchase First Data common stock through the convenience of automatic payroll deductions. Through Merrill Lynch, you ll have access to the secure Benefits OnLine website, your resource for managing and monitoring your ESPP information. When you access Benefits OnLine, you ll be able to: Enroll in the ESPP View your ESPP account information Change or stop your contributions Sell First Data shares purchased through the ESPP This brochure summarizes some of the key features of the ESPP, as well as the services provided by Merrill Lynch for the ESPP. Please review the prospectus and other plan information carefully for more detailed information about the ESPP. In the event of any conflict with the information about the ESPP in this brochure, the plan documents govern. ESPP information (including the prospectus) is available on your company s intranet site. Owning shares in First Data Corporation empowers you with rights and responsibilities, as well as potential risks and rewards. You should consult an independent financial advisor before deciding to participate in the ESPP. This brochure provides a general description of Merrill Lynch s ESPP services. Your ESPP participation is subject to the terms of your company s plan, any agreement between you and your company covering the plan, and the prospectus provided to you by your company. Any transactions in connection with your plan in your Merrill Lynch brokerage account are subject to the terms and conditions of that account. This brochure does not constitute an offer or invitation to buy any securities. Any offer to buy securities from your company would be made only by a prospectus in accordance with the Securities Act of 1933 as amended. 1

4 ESPP highlights This section summarizes certain features of the ESPP as they relate to Merrill Lynch s services. These features are more fully described in the ESPP s prospectus and other plan documents. Eligibility and enrollment You are eligible to participate in the ESPP if you are an employee with at least six months of service before the offering period. (Contractors are not eligible to participate.) Enrollment Eligible employees can enroll in the ESPP during any of the four enrollment windows each year. Your enrollment will become effective on the entry date for the window during which you enrolled. The initial enrollment period for the ESPP is March 14 to March 25, Once you enroll during an enrollment window for an offering period, your enrollment elections will continue for subsequent offering periods, unless you change them. The first offering period for the ESPP will begin April 1 and end June 30, Subsequent offering periods will continue to follow the calendar quarters: January 1 through March 31 April 1 through June 30 July 1 through September 30 October 1 through December 31 Contributions You can contribute from 1% to 15% (in whole percentages) of your base salary during each offering period. (You cannot contribute any portion of your bonus or commission, except as may be mandated by local law.) Deductions from your paychecks are made automatically on an after-tax basis, and are held in a non-interestbearing account until stock purchases are made. Your contributions to the ESPP are subject to an annual limit of $25,000. About enrollment and offering periods The enrollment window is a period of time (typically three to four weeks) during which you can enroll in the ESPP for the upcoming offering period. The offering period is a three-month period during which your ESPP contributions are deducted through payroll. Your total contribution amount will be tracked on your regular paystub. At the end of the offering period, your total contributions are used to purchase First Data common stock at a discount from the fair market value (FMV). The FMV is the price of a share of stock on a particular date. Contribution rate changes During an enrollment window, there is no limit to the number of changes you can make to your elections. During an offering period, you can discontinue your contributions at any time up to two weeks before the purchase date. But otherwise, you can t change your contribution rate. You must wait for the next offering period to increase or decrease your contribution rate. If you decide to stop participating during an offering period, your contributions during that period will be refunded to you; they won t be used to purchase First Data shares. If you do cancel participation during an offering period, you can re-enroll in the next open enrollment period. 2

5 Stock purchases First Data will use your contributions to purchase shares of First Data common stock (NYSE: FDC) on your behalf approximately every three months. These purchases will be processed on the last business day of the offering period. First Data stock will be purchased at a 5% discount from the fair market value on the purchase date. Only whole shares will be purchased on your behalf. Purchased shares will be deposited into the Merrill Lynch brokerage account you need to open for the ESPP. Once the shares are in your Merrill Lynch brokerage account, you may choose to 1) hold your shares in the account, 2) sell all or a portion of the shares, or 3) transfer the shares to the brokerage firm of your choice. Selling shares Unless you are aware of important nonpublic information or are a Section 16 person of First Data Corporation, you can sell shares that you have accumulated through the ESPP at any time except during blackout periods. Blackout periods start two weeks before earnings release and end two days after earnings release. You will receive a check for the proceeds (wires are also available). Section 16 persons are subject to special rules regarding the sale of their shares. Taxes Because the ESPP is a tax-qualified plan, you will be responsible for any income taxes on the purchase of your First Data shares when you sell them. In general, depending on when you sell your shares, the tax implications vary as described here: Qualifying Disposition: A Qualifying Disposition allows for preferential tax treatment. It occurs when you sell shares purchased through the ESPP after you ve held them for two years from the beginning of the offering period and one year from the date the shares were purchased. In general, the 5% purchase price discount amount will be taxed as ordinary income. Any gain or loss relative to the purchase price will be treated as a capital gain or loss for tax purposes. Disqualifying Disposition: A Disqualifying Disposition takes place when you sell shares purchased through the ESPP less than two years from the beginning of the offering period and less than one year from the date the shares were purchased. If this occurs, the difference between the purchase price and the sale price will be taxed as ordinary income. You are strongly advised to consult an independent tax advisor prior to selling shares. section 16 A RULE 144 Section 16 person is a director, officer, associate or other person subject to Rule 144 or Section 16 of the Securities Exchange Act of 1934, as amended. Note: When you sell shares purchased through the ESPP you are not taxed at the time of sale. However, the gain or loss relative to the purchase price must be reported on your tax return. The above information regarding taxes is generally based on current U.S. federal tax rules as of February

6 Getting started with your ESPP online It s easy to get started with the ESPP on Benefits OnLine. STEP 1: Create your user ID and password for Benefits OnLine Just access and follow the prompts from the Create your User ID now link. If you have already created a User ID and password for another plan, you can use those for access to your ESPP information. See the next page for additional information. STEP 2: Click Enroll Now from the My Accounts page After you log in with your User ID and password, the My Accounts page will appear. If you want to enroll, hover over the exclamation point next to your plan s name. Hovering over that icon will produce a pop-up, from which you can click Enroll Now. Follow the prompts through the enrollment screens. See pages 5 6 for additional information. STEP 3: Open your Merrill Lynch brokerage account As part of the account opening process, you will be prompted to open the Merrill Lynch brokerage account needed for the ESPP. See below for information about this account If you do not open your account during the enrollment process, you will be prompted to do so each time you log in to Benefits OnLine. STEP 4: Familiarize yourself with Benefits OnLine Learn how to view your ESPP account balance, transaction history and other information. See pages 7 8. About your Merrill Lynch brokerage account Before you can receive First Data shares purchased through the ESPP in a Merrill Lynch brokerage account, you will need to establish a Limited Individual Investor Account (LIIA). The LIIA is a self-directed, non-interest bearing brokerage account primarily used to receive shares acquired through the ESPP and to hold and sell First Data stock. It is separate from any other Merrill Lynch brokerage account you may have. Note: If you have a LIIA for a different plan with Merrill Lynch, you must open a separate LIIA for the ESPP. You cannot use the same account for both plans. Participants will be prompted to complete a Form W-9 or Form W-8BEN, as applicable, as part of the LIIA opening process. Failure to complete this tax certification form may result in mandatory additional U.S. backup withholding tax on your transactions. If you have previously submitted a W-9 or W-8BEN for a different account with Merrill Lynch, you still must submit a new form for your ESPP LIIA. 4

7 Managing your account information online To access your information online, visit Benefits OnLine International ml.com 1 Enter your User ID and password My Accounts Education Center Secure Login User ID: Enter your User ID Remember me You will be asked to enter your password after you click Continue. Continue Create your User ID now 2 Forgot your User ID or Password? 1 Retirement and benefit services provided by Merrill Lynch Your priorities, front and center Find resources that can help pull the pieces together» Health Family Finances Giving Work 2 The first time you access the site Follow the Create your User ID now link to create a User ID and password. You will need your U.S. Social Security number or internal verification number if you do not have a U.S. Social Security number. On subsequent visits Use the User ID and password you created. Have login questions? Recommended browsers Featured Highlights Borrowing From the Bank of You: Taking a loan from your retirement account» Before you make your decision, take time to review the benefits and the drawbacks. Don t Just Set It and Forget It: Your 401(k) needs regular TLC» It s important to check your account periodically, and rebalance when necessary, to make sure your investments are still in line with your goals and properly diversified to help you minimize risk. Leisure Home myfuture Newsletter View the most recent version of the myfuture Newsletter. Go now» Research & Insights What s next for the global markets & the economy? Learn more about timely insights on investment opportunities and risks. Go now» Already using Benefits OnLine for another plan? Use the same User ID and password you ve already established. You don t need a separate User ID and password for the ESPP. My Accounts Education Center Advice & Planning Markets ESPP My Home $0.00 Message Center Plan Selector: --Select Plan-- Quick Links: --Select Quick Links-- (Edit) Total Market Value* ABC Company ESPP $0.00 Message Center Alerts Announcements Important Plan Update Changes have been made to your ESPP enrollment window... Helpful Plan Information investment Holdings Document Library Sitemap Account Preferences Deposit instructions for your Merrill Lynch brokerage account... Useful Iinks Action Center OPEN BROKERAGE ACCOUNT ABC Company ESPP To perform transactions on your Awards, you must have an open Merrill Lynch Brokerage Account for your Equity Plan. OPEN ACCOUNT NOW Did You Know? You Have Choices If you have cash or stock in your Limited Individual Investor Account or Individual Investor Account, a Retirement Education Specialist can help you review your choices. Call (877) or: SCHEDULE A CALL LEARN THE FACTS How Confident Are You About Retirement? The Retirement Confidence Survey is conducted each year by the Employee Benefits Research Institute to measure attitudes about retirement among Americans. START LEARNING Enrolling in the ESPP Step 1 Once you are logged in, the My Accounts page will appear. During enrollment periods, you ll see an exclamation point next to the plan s name, as shown here. Hovering over that icon will produce a pop-up, from which you can click Enroll Now. The screens that follow will guide you through the enrollment process. Statements My Financial Picture Merrill Edge Download to Quicken Education Resources The screen shots shown in this communication are intended to illustrate the functionality and services available to participants. They are not meant as exact representations of the screens available through your plan. 5

8 Enrolling in the ESPP (continued) Step 2 After you click Enroll Now you will come to the Get Started screen. Just click Get Started Now to proceed. Enrollment Enroll in Your Employee Stock Purchase Plan 5 minutes is all it takes 1. Select your Contribution Election 2. Confirm your Contribution Election 3. Open your Brokerage Account Get Started Now Step 3 On the next screen, you can make your contribution election. Under Set Contribution Amount enter the percentage of your eligible compensation you want to contribute from each paycheck. The maximum amount you can contribute is 15% per paycheck. When you have made your election, click Continue. Enrollment Enroll in Your Employee Stock Purchase Plan If you participate in the Employee Stock Purchase Plan, your payroll contributions are accumulated and held in a non-interest bearing account. On the purchase date (the last day of each two-month offering period), the money in your account will be used to purchase Company common stock on your behalf at a discounted rate of 12%. Set Contribution Amount (You may contribute 1 to 10% of your compensation each period) Percent X% Print Agreement E-Consent Agreement By enrolling in the employee stock purchase plan (ESPP), I also authorize and permit Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill Lynch) to share with and transmit to the plan sponsor and its plan service provider information obtained from a brokerage account relationship at Merrill Lynch that is applicable to my participation in the ESPP, such as stock sale and transfer information. Back Continue Step 4 You will receive a confirmation of your election. If you want to change your election, select Edit Contribution Elections at the bottom of the screen. Otherwise, select Open a Brokerage Account to continue. Enrollment Contribution Election Saved! Your election details are listed below. Please print out a copy of this confirmation. You can change the contribution amount by clicking on the Edit Contribution Amount button. ESPP Contribution For each pay period: X% Edit Contribution Elections Open A Brokerage Account 6

9 Enrollment Open Your Brokerage Account STEP 2 OF 5 Personal Information Primary Account Owner Salutation Country Of Citizenship USA Mailing Address Address Line Main Street Address Line 2 (optional) Single CLIENT First Name Middle Name/Initial Last Name John M Sample Country of Residence USA Residential or Alternate Address (If the account mailing address is different from the Individual s residence, please enter the Residential Address.) Address Line 1 (No P.O. Boxes Allowed) Address Line 2 (optional) Suffix Opening your Merrill Lynch brokerage account Once you have made your contribution elections, and confirmed those elections, you will be prompted to open your Merrill Lynch brokerage account. The site will guide you through the account opening process. If you enroll without opening an LIIA, you will be prompted on the My Accounts page to open your account each time you log in to Benefits OnLine. Just follow the links from that prompt to proceed to the account opening page. City State Zip Code Anytown NJ Own or Rent Residence? Rent City State Years at Current Residence Zip Code Evening Phone Number Daytime Phone Number Ext: Ext: Address (Official Communication address for this account) You may obtain information about the Securities Investor Protection Corporation (SIPC), including the SIPC Brochure, via the SIPC s website at or by calling SIPC at (202) Previous Page Next Page My Accounts Education Center Advice & Planning Markets ESPP > Offering Summary Offering Summary New Enrollments There are no new enrollments available at this time. Current Enrollments ESPP Offering Summary Purchase History Brokerage Account Plan Information Document Library Plan Selector: ABC COMPANY EMPLOYEE STOCK PURCHASE PLAN Name Election (USD) Payment Method Enrollment January-June 20XX Contribution X% Payroll Open InProgress Actions Offering History Status Name Election (USD) Payment Method Enrollment Status January-June 20XX Contribution X% Payroll Open Completed --Select Quick Links-- (Edit) Your Information Name: John Sample Address: 123 Main Street Anytown, NJ XXXXX Brokerage Account: XXXXXXX Note: If any of the above information is incorrect, please contact your Human Resource Department. Related Links View Plan Documents» Viewing your account summary Once you enroll in the ESPP and your contributions begin, you can view a summary of your account by clicking on the name of the plan on the My Accounts page at the left of the page, or by clicking on the ESPP tab on the menu at the top of the screen. This will bring you to the Offering Summary page, as shown here. On this page, you can see your current enrollment information, including your contribution amount, as well as your previous offering history. For details about shares currently held in your brokerage account, click on the Brokerage Account tab and then select Holdings from the drop-down menu. My Accounts Education Center Advice & Planning Markets ESPP Viewing your transaction history Offering Summary Purchase History Brokerage Account Plan Information Document Library Plan Selector: ESPP > Purchase History Purchase History ABC COMPANY EMPLOYEE STOCK PURCHASE PLAN --Select Quick Links-- (Edit) Print To view a history of purchase transactions for your ESPP account, select the ESPP tab at the top, then Purchase History. Period: All Available or June 1, 20XX to December 1, 20XX History can be viewed in blocks up to 2 years in duration. Purchase Date Grant Date Grant FMV Status Purchase FMV Amount Purchase Price Purchase Shares 10/31/20XX 5/1/20XX Complete ,

10 Selling your shares If you wish to sell shares acquired through the ESPP, select the ESPP tab at the top of the page. Then select Brokerage Account and then Sell Shares from the dropdown. 1 Choose Enter Total Quantity to Sell or Select Tax Lots from List Below. If you choose Enter Total Quantity to Sell, just enter that quantity in the adjacent box. Then click Continue. If you choose Select Tax Lots, select the tax lot(s) from the display and enter the quantity to sell from each lot at the right of the screen. Then click Continue. Note: If you are a Section 16 person or subject to a pre-clearance policy, you cannot sell shares online. You must call to sell shares. 1 My Accounts Education Center Advice & Planning Markets ESPP Offering Summary Purchase History Brokerage Account Plan Information Document Library Plan Selector: ABC COMPANY EMPLOYEE STOCK PURCHASE PLAN ESPP > Brokerage Account > Sell Shares Sell Shares 1 Enter Quantity 2 Enter Order 3 Review & Submit All dates are displayed in mm/dd/yyyy format Click here to watch a quick video on how you can model your awards, exercise stock options and sell company stock. Shares settled from the payment of a restriced stock award or performance award will normally be deposited into your brokerage account within 3 business days. Shares resulting from an exercise will normally be deposited into your brokerage account within 3-5 business days from the date of the transaction. Once deposited, you can view and sell your shares. i Reminder: Although you declined the capability to restrict online sales of certain share lots idenified by your plan sponsor, such share lots are identified below for your convenience. If you have any questions regarding identification of these share lots, please call the Contact Center. + ABC - $ as of XX:XX:XX AM Total Quantity: 50 Value: $1, Brokerage Account: XXXXXXXX Acquisition Date XX/XX/XXXX W-9 on File --Select Quick Links-- Enter Total Quantity to Sell OR Select Tax Lots from List Below Continue Market Unrealized Available Quantity Unit Cost Cost Basis Type Status Value Gain/Loss Quantity $ $ $ $21.28 Nonqualified Open 2 $ $ $ $84.20 Nonqualified Open XX/XX/XXXX XX/XX/XXXX $ $ $ $87.60 Nonqualified Open Restriced per Plan Rule $ $ $ $87.38 Nonqualified XX/XX/XXXX XX/XX/XXXX (Edit) Quantity to Sell Print You will come to the screen shown here. 2 Enter the requested information order type and distribution method. Click Continue. On the next screen, you will need to re-enter your password, and click Submit. Please see the next page for information about the fees Merrill Lynch charges participants in the ESPP for shares sold in connection with the plan. Prior to placing a sale order, you must decide if you wish to place a Market Order or a Limit Order. Merrill Lynch will execute all sales orders subject to market conditions. My Accounts Education Center Advice & Planning Markets ESPP Offering Summary Purchase History Brokerage Account Plan Information Document Library Plan Selector: 2 ESPP > Brokerage Account > Sell Shares Sell Shares W-9 on File 1 Enter Quantity 2 Enter Order 3 Review & Submit Brokerage Account: XXXXXXXX Security: ABC (ABC Company) Order Quantity: 1,000 Sale Order Information Select an Order Type: Duration: Day Distribution Method Distributed As: ABC COMPANY EMPLOYEE STOCK PURCHASE PLAN OR Check Market Wire Transfer OR Limit Good Till Cancelled (Valid only for 30 calendar days) Proceeds to remain in brokerage account (US Dollar Only) List Price: $68.31 as of 10:36:21 AM --Select Quick Links-- (Edit) All dates are displayed in mm/dd/yyyy format Print Select Currency Not all currencies are available for all distribution methods. Transfer Proceeds to an alternate Merrill Lynch account Alternate Account Number Cancel Continue A Market Order lets you sell shares of stock at the first available sale price as soon as market conditions allow. A Limit Order lets you set the price at which you want to sell the shares of stock and the sale will not occur until that price is available. If the stock price reaches or exceeds the price you set while the order is in effect, your sale is completed subject to market conditions. If the price is not met, your order will be cancelled. A Day Limit Order remains in effect for the current trading day only. A Good Till Cancelled Limit Order remains in effect for 30 calendar days following the date of entry. If your order is entered after market hours, but prior to midnight, the 30-day count begins two business days after the order is entered. 8

11 Service fees Commission rates Merrill Lynch charges participants in the ESPP discounted commissions for shares sold in connection with the ESPP, as follows: Service channel Minimum Transaction cost Processing fee Online $24.95 $0.03 per share $5.35 Participant service representative $24.95 Financial advisor team $24.95 The minimums and transaction costs listed above are on a per-grant basis. Other fees* $24.95 (1-499 shares) $0.05 per share (500-9,999 shares) $0.04 per share (10,000-49,999 shares) $0.03 per share (50,000+ shares) $24.95 (1-499 shares) $0.05 per share (500-9,999 shares) $0.04 per share (10,000-49,999 shares) $0.03 per share (50,000+ shares) Account Cost Important information Limited Individual Investor Account (LIIA) No fee for active participants $65 annual fee for inactive participants with cash and/or securities balance $15 quarterly low balance fee for inactive participants with balances below $20,000 Service Cost Important information Wire transfer $7.50** Wire transfers may not be available in all currencies. Non-U.S. currency checks $15.00** Checks may not be available in all currencies. Stock certificate / DRS statement requests SEC transaction fee (as of Feb. 16, 2016) Brokerage account transfer (DTC transfer) Contact a participant service representative $ for each $1, or fraction thereof No fee for active participants $5.35 $5.35 Active participants include anyone with grants outstanding or eligible to receive future grants. Contact a participant service representative for more information. Fees vary depending on your company s participation in the Direct Registration System (DRS) at the Depository Trust Company. Fee assessed and paid to the Securities and Exchange Commission (SEC) on each stock sale. Fee is subject to change by the SEC. Applies only to Depository Trust Company (DTC) transfer of assets to another broker. Contact a participant service representative for more information. * You will be subject to the applicable fees, terms and conditions associated with the retail brokerage account established in connection with your ESPP. All brokerage account fees are subject to change upon notification to you. ** Requests made outside of the AwardChoice system (Benefits OnLine, participant service representatives or a Financial Advisor) are subject to retail brokerage wire transfer fees. Commissions and fees for transactions and services unrelated to the ESPP are subject to standard Merrill Lynch rates. Please speak with a Merrill Lynch representative for further information. 9

12 Online education resources Whether you manage your ESPP account with the assistance of a financial advisor or do it yourself, Benefits OnLine provides the tools and resources you need. The Benefits OnLine Education Center Make smart, informed financial decisions with the help of articles, videos, calculators and planning tools. Budget & Savings Calculator See how small changes to today s spending habits may really add up for retirement. go.ml.com/calc myfuture Get practical investment guidance and financial tips from this quarterly online newsletter. Participation in the First Data Corporation Employee Stock Purchase Plan is entirely voluntary and First Data Corporationmakes no recommendations to its employees with respect to the purchase of its common shares and participation in this ESPP. There is no guarantee under the ESPP against loss because of market fluctuations. In seeking share ownership, you must also accept the risks. You are strongly encouraged to read the ESPP prospectus before contributing to the plan. This brochure is intended only to provide an overview of certain ESPP provisions. In the event of a discrepancy between this document and any provisions of the ESPP plan document, offering document or prospectus, the ESPP plan document, offering document or prospectus will govern. First Data Corporation expects to continue this program; however, it reserves the right to amend, change, modify, or terminate the program at any time and for any reason. Neither First Data Corporation nor Merrill Lynch, Pierce, Fenner & Smith Incorporated (including its representatives) provides tax, accounting or legal advice. Please consult your own independent advisor as to any tax, accounting or legal statements made herein. The First Data logo is a trademark of First Data Corporation. Unless otherwise noted, all trademarks and registered trademarks are the property of Bank of America Corporation Bank of America Corporation. All rights reserved. AR4V48S /2016