Fiserv, Inc. (FISV)
NASDAQ: FISV · Real-Time Price · USD
61.27
+0.43 (0.71%)
At close: Apr 27, 2026, 4:00 PM EDT
61.23
-0.04 (-0.07%)
After-hours: Apr 27, 2026, 5:21 PM EDT
← View all transcripts

AGM 2020

May 14, 2020

Speaker 1

Good morning and welcome to the first ever virtual Fiserv Annual Meeting of Shareholders. I'm Jeff Yabuki, Chairman of the Board of Directors and CEO. Today's meeting is being held online to preserve the health and safety of our associates, shareholders and community as we continue to navigate the COVID-nineteen pandemic. We will first conduct the business portion of our agenda and then after the formal meeting has adjourned, we will answer shareholder questions. Please note that the rules of the meeting and information regarding forward looking statements are available on the meeting website.

This meeting is being recorded and an archive will be available at fiserv.com following the meeting. Before we address our business today, let me introduce my fellow Board members who are in attendance Frank Bisignano, Allison Davis, Enrique De Castro, Harry DeSimone, Dennis Lynch, Heidi Miller, Scott Nuttall, Dennis O'Leary and Doyle Simons. James Stewart of Deloitte and Touche is also with us and will be available during the question and answer session as needed. I now call this meeting to order. Any shareholder who has not yet voted may do so via the voting button on the web portal.

No further action is required for shareholders who have sent in proxies or already voted. The Board of Directors has fixed March 18, 2020 as the record date for the termination of shareholders entitled to vote at this meeting. Chris Sundberg is acting as our 3rd party Inspector of Elections and has informed me that over 91% of the company's outstanding shares are present and therefore we have a quorum. This meeting is now legally convened and voting is open. The first matter of business is to vote on the election of the director nominees identified in the proxy statement to serve until the next annual meeting of shareholders.

The second matter of business is to vote upon a resolution to approve on an advisory basis the compensation of our named executive officers. And the 3rd matter of business is to ratify the Audit Committee's appointment of Deloitte and Touche as the company's independent registered public accounting firm for 2020. The 4th matter of business is to vote upon a shareholder proposal requesting the company provide political spending disclosure. I now invite Cam Franklin to introduce the proposal in accordance with the rules of conduct. Michelle, will you please open Ms.

Franklin's line?

Speaker 2

Good morning. Proposal 4, political spending disclosure, John Chenette and sponsor. This proposal topic won 44% at the 2019 Fiserv Annual Meeting. Shareholders request that management provide a report disclosing the company's number 1, policies and procedures for making with corporate funds or assets, contributions and expenditures to participate or intervene in any campaign on behalf of or in opposition to any candidate for public office or influence the general public or any segment thereof with respect to an election referendum. Monetary and nonmonetary contributions and expenditures used in the manner described above, the proponent, a long term shareholder of Fiserv supports transparency and accountability in corporate electoral spending.

This includes any activity considered intervention in a political campaign under the Internal Revenue Code, such as direct and indirect contributions to political candidates, parties or organizations and independent expenditures or electioneering communications on behalf of federal, state or local candidates. Disclosure is in the best interest of the company and its shareholders. The Supreme Court recognized this in its 2010 Citizens United decision, which said disclosures permits citizens and shareholders to react to the speech of corporate entities in a proper way. Relying on publicly available data does not provide a complete picture of the company's electoral spending. For example, the company's payments to trade associations that may be used for election related activities are undisclosed and unknown.

This proposal asks management to disclose all of its electoral spending, including payments to trade associations and other tax exempt organizations, which may be used for electoral purposes. This would bring our company in line with a growing number of leading companies, including Intuit, Mastercard and Visa, which presents this information on their websites. The Board of Directors and shareholders need comprehensive disclosure in one place to fully evaluate the use of corporate assets in elections. This proposal topic received 2 majority votes in 2019, which included Cognizant Technology Solutions and Macy's, Plus 11 votes were in the 40% to 50% range, which included Kohl's, NextEra Energy, Allstate, Western Union, Alaska Air, Roper Technologies, Netflix, Centene Corporation and Nucor Corporation. The source for this is a banner proxy season for political disclosure and accountability, posted by Bruce Fried, Center For Political Accountability at the Harvard Law School Forum on Corporate Governance and Financial Regulation.

I urge for this critical governance reform, which won impressive 44% support at the 2019 Annual Meeting, please vote yes. Political Spending Disclosure Proposal 4.

Speaker 1

Thank you. Your Board of Directors does not agree with this proposal for the reasons set forth in the proxy statement. As a proxy holder, I hereby cast votes as authorized by the proxies received from the company's shareholders as follows: For each of the Board's nominees, for the resolution to approve on an advisory basis the compensation of our named executive officers, for the appointment of Deloitte and Touche and against the shareholder proposal. As a reminder, any shareholder who has not yet voted should do so now by clicking the voting button on the web portal and following the instructions. Thank you.

I now declare the polls for the 2020 Annual Shareholder Meeting closed. We have been informed by the Inspector of Election that the preliminary vote report shows the nominees for election to the Board have been duly elected. The advisory vote regarding the compensation of our named executive officers has been approved. The appointment of Deloitte and Touche is ratified and the shareholder proposal has been rejected. We will be reporting the final vote results in a Form 8 ks after this meeting.

The Secretary of the meeting did not receive proper notice of any other business to come before the meeting as required by our bylaws. Therefore, the formal meeting is adjourned. Before we get to Q and A, let me tell you how proud I am of the work your company is doing in the face of the COVID-nineteen pandemic. While none of us have a crystal ball to see how or when the situation will be resolved, I assure you that we will continue to keep our associates safe while serving clients with passion and excellence in pursuit of moving money and information in a way that moves the world. As you may know, we announced our CEO succession plan last week naming Frank Bizzignano as CEO elect with an effective date of July 1.

Having worked closely with Frank over the last 18 months, I'm absolutely confident he is the right leader to continue the mantle of excellence you have come to expect from Fiserv. As I think back on my first annual meeting in 2006, a concerned shareholder asked me a question about my relocation expenses and did I think I was worth the amount of money the company was paying me. As I recall, his exact words to accentuate the point were, where the blank did you move from, the moon? Pretty good question, I thought. No to the moon.

But the answer I gave was, it was way too soon to know. And I hoped that in 3 to 5 years, shareholders would believe it was the best money they had ever spent. 15 years later, I will leave that for you to decide. For me, being CEO of our great company has never been a job. It has always been a labor of love.

And amongst the hardest decisions I have ever made is to pass the reins of my company to someone else. I've always believed that one of the most important roles of a CEO is to leave the company he or she is privileged to lead better than they found it. I also believe that organizations benefit from changes in leadership and that this is the right time for a change, not because we have to, but because we choose to. Frank brings fresh perspective and proven leadership, which I believe will further elevate performance for our clients, our people and you our shareholders. Pfizer's success not just in my tenure, but in all 36 years of our existence is a testament to the leadership, commitment and courage of the more than 40,000 people globally who work here today, along with the many tens of thousands of our former colleagues who have given their best to shape Fiserv since the very beginning.

Thank you so much for allowing me the honor and privilege to serve. And again, my most sincere congratulations to Frank. With that, let's move to Q and A. We've gotten several questions, a number of them surrounding the COVID situation. And as I mentioned, we are doing everything we can to ensure the safety, health and well-being of our associates, our clients and the communities in which we operate.

We will continue to make sure that we're taking the right precautions that we are opening when the world allows it to be safe to open that we are doing the right thing in a manner consistent with our values. You can be sure of that without a doubt. The other questions are the other question is more of a comment, but I thought I would read it because it's quite kind. Mr. Chairman, the Carpenter Union Pension Funds with combined assets of $70,000,000,000 have a collective ownership position of 405,506 shares of the company's common stock.

As long term investors, we would like to wish you a long and healthy retirement and congratulations for a job well done. Your leadership has built value for company investors over the long term and the participants in our pension funds have benefited and for that we are appreciative. The Board should also be commended for a thoughtful succession planning process. We have not received any other And as we close, let me also say that our thoughts are with those who have been directly impacted by the COVID-nineteen crisis. We also thank the healthcare workers, first responders and all those who are on the front line and responding to this pandemic.

I again want to thank the many thousands of Fiserv associates around the world who are working tirelessly to serve our clients and to position us to emerge from this situation stronger than ever. Thank you for joining us today for our annual meeting and have a great day.

Speaker 2

Ladies and gentlemen, this does conclude the program and you may all disconnect.

Powered by