Form 4: Fiserv Director Defers Compensation into Company Stock Units

Sentiment:

Statement of Changes in Beneficial Ownership


Fiserv Inc. Director Wafaa Mamilli has elected to defer a portion of her compensation, receiving 204 notional units convertible into common stock, aligning her interests with shareholders.

Summary

  • Wafaa Mamilli, a Director of Fiserv Inc. (FI), acquired 204 Deferred Compensation Notional Units on June 30, 2025.
  • These units were allocated under the Fiserv, Inc. Non-Employee Director Deferred Compensation Plan.
  • The transaction represents $35,137 of deferred compensation.
  • The number of notional units was calculated based on Fiserv's common stock closing price of $172.41 per share on June 30, 2025.
  • Each notional unit will be settled in one share of Fiserv common stock upon the cessation of the reporting person's service to the company.
  • Following this transaction, the reporting person beneficially owns 352 derivative securities (notional units).

Sentiment

Score: 6

Explanation: Slightly positive, as it indicates director alignment with shareholder interests through deferred compensation into company stock, which is a good governance practice.

Positives

  • The deferral of compensation into company stock units by a director demonstrates strong alignment of interests between management and shareholders.
  • This mechanism encourages long-term commitment and performance from the director, as their future compensation is tied to the company's stock performance.

Future Outlook

The acquired notional units will be settled in shares of Fiserv common stock on a one-for-one basis upon the cessation of the reporting person's service to the company.

Management Comments

  • These deferred compensation notional units were allocated under the Fiserv, Inc. Non-Employee Director Deferred Compensation Plan, allowing director fees otherwise payable in cash to be deferred in exchange for notional units.
  • The number of notional units credited is calculated by dividing the deferred compensation amount by the closing price of the company's common stock on the date of deferral, or the last business day prior.

Industry Context

The practice of non-employee directors deferring cash compensation into equity-based units is a common corporate governance mechanism across various industries, particularly in large publicly traded companies. It serves to align the financial interests of directors with those of long-term shareholders.

Comparison to Industry Standards

  • This type of deferred compensation plan for non-employee directors is a standard practice in corporate governance, widely adopted by companies like Apple Inc., Microsoft Corp., and JPMorgan Chase & Co., to foster long-term alignment.
  • The conversion of deferred compensation into stock units at the prevailing market price is a transparent and common method for valuing such deferrals, consistent with practices seen in other S&P 500 companies.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Compensation Plan UtilizationA director utilized the existing Non-Employee Director Deferred Compensation Plan to defer cash compensation into notional units, which convert to common stock.06/30/2025Reinforces alignment between director compensation and long-term shareholder value, promoting sound corporate governance practices.

Related Party Transactions

  • The transaction involves a director (Wafaa Mamilli) deferring compensation from Fiserv Inc., which constitutes a related party transaction as it is between the company and a member of its board.

Stakeholder Impact

  • Shareholders: Positive impact due to increased alignment of director's financial interests with the company's long-term stock performance.
  • Employees: No direct impact mentioned.
  • Customers: No direct impact mentioned.
  • Suppliers: No direct impact mentioned.
  • Creditors: No direct impact mentioned.

Next Steps

  • The notional units will be settled in shares of Fiserv common stock upon the cessation of the reporting person's service to the company.

Key Dates

DateDescription
06/30/2025Date of transaction where 204 deferred compensation notional units were acquired.
07/02/2025Date the Form 4 was signed by Eric C. Nelson (attorney-in-fact) and filed.

Keywords

Fiserv, FI, Deferred Compensation, Director Compensation, SEC Form 4, Beneficial Ownership, Stock Units, Corporate Governance

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