Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | FIDELITY NATIONAL INFORMATION SERVICES, INC. |
Entity Central Index Key | 0001136893 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure Unit_pure in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | PAY VERSUS PERFORMANCE As required by Item 402(v) of Regulation S-K, NEOs Value of Year Summary (1) Summary (2) Compensation (3) Compensation (4) Average Average Non-PEO (8) Total (9) Peer Group (10) Net Income (11) Adjusted (12) 2022 (5) $ 45,321,374 $ 15,830,864 $ 19,650,428 $ 4,772,653 $ 8,545,905 $ 3,155,213 $ 63.55 $ 75.90 ($ 16,720 ) $ 14,816 2021 (6) $ 25,023,771 n/a ($ 110,502 ) n/a $ 10,257,289 $ 2,697,248 $ 78.10 $ 105.72 $ 417 $ 13,843 2020 (7) $ 17,905,009 n/a $ 16,684,741 n/a $ 16,506,772 $ 14,866,206 $ 102.76 $ 127.93 $ 158 $ 12,591 (1) Reflects compensation amounts reported in the 2022 Summary Compensation Table for Mr. Norcross our CEO until December 16, 2022. (2) Reflects compensation amounts reported in the 2022 Summary Compensation Table for Ms. Ferris our current CEO effective December 16, 2022. (3) “Compensation Actually Paid” to Mr. Norcross in each of 2022, 2021 and 2020 reflects the respective amounts set forth in column (b)(1) of the table above, adjusted as set forth in the table below as determined in accordance with the applicable SEC rules. (4) “Compensation Actually Paid” to Ms. Ferris in 2022, reflects the amount set forth in column (b)(2) of the table above, adjusted as set forth in the table below as determined in accordance with the applicable SEC rules. Year 2020 2021 2022 2022 PEO Gary A. Gary A. Gary A. Stephanie Summary Compensation Table (SCT) Total ($) 17,905,009 25,023,771 45,321,374 15,830,864 Deduct: Amounts Reported under the “Stock Awards” Column in the SCT ($) (12,385,502 ) (14,339,482 ) (30,599,876 ) (12,922,017 ) Deduct: Amounts Reported under the “Option Awards” Column in the SCT ($) (3,749,992 ) (4,250,002 ) — (1,999,990 ) Increase: Fair Value of Awards Granted during the year that remain Outstanding and Unvested as of year-end 19,776,819 13,333,489 — 7,191,400 Increase: Fair Value of Awards Granted during the year that Vested during the year ($) — — 14,537,377 — Increase/deduct: Change in Fair Value from prior Year-end Year-end year-end 1,083,491 (13,943,099 ) — (1,765,254 ) Increase/deduct: Change in Fair Value from Prior Year-end (5,609,821 ) 439,855 (9,231,661 ) — Deduct: Fair Value of Awards Granted Prior to year that were Forfeited during year ($) (335,263 ) (6,375,034 ) (376,786 ) (1,562,349 ) Compensation Actually Paid ($) 16,684,741 (110,502 ) 19,650,428 4,772,653 Categories The fair value of the stock options was determined using the Black-Scholes option pricing model. Adjustments have been made using stock option fair values as of each measurement date using the stock price, term, volatility, dividend yield, and risk-free rate as of the measurement date. The fair value of performance stock units with market condition was determined using the Monte Carlo model, and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. The fair value of the performance stock units without market condition was determined using the stock price at each measurement date and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. For the fair value of time-vested restricted stock units grant date fair values are based on stock price as of each measurement date. The fair value calculation used herein is consistent with the fair value methodology used to account for share-based payments in our financial statements. (5) 2022 reflects the average compensation information for Ms. Tsai, Ms. Williams, Messrs. Gileadi, Hoag and Woodall. (6) 2021 reflects the average compensation information for Ms. Ferris, Messrs. Boyd, Lowthers, Ramji and Woodall. (7) 2020 reflects the average compensation information for Ms. Ferris, Messrs. Boyd, Heimbouch, Lowthers, Ramji, and Woodall. (8) “Average Compensation Actually Paid” to the Non-PEO Year 2020 2021 2022 Non-PEO (5) (6) (7) SCT Total ($) 16,506,772 10,257,289 8,545,905 Deduct: Amounts Reported under the “Stock Awards” Column in the SCT ($) (3,801,637) (3,948,192 ) (5,423,849 ) Deduct: Amounts Reported under the “Option Awards” Column in the SCT ($) (917,720 ) (1,138,876 ) (829,998 ) Increase: Fair Value of Awards Granted during the year that remain Outstanding and Unvested as of year-end 4,504,649 3,761,408 2,868,422 Increase: Fair Value of Awards Granted during the year that Vested during year ($) 991,118 — 126,369 Increase/deduct: Change in Fair Value from prior Year-end Year-end year-end 149,092 (3,579,308 ) (540,179 ) Increase/deduct: Change in Fair Value from Prior Year-end 364,656 (15,284 ) (598,284 ) Deduct: Fair Value of Awards Granted Prior to year that were Forfeited during year ($) (2,930,723 ) (2,639,788 ) (993,174 ) Compensation Actually Paid ($) 14,866,206 2,697,248 3,155,213 Categories with no values are excluded from the table above, which include: deduction for change in the actuarial present values, increase for service cost for pension plans, increase for prior service cost for pension plans, increase based upon incremental fair value of awards modified during year, and increase based on dividends or other earnings paid during year prior to the vesting date of an award. The fair value of the stock options was determined using the Black-Scholes option pricing model. Adjustments have been made using stock option fair values as of each measurement date using the stock price, term, volatility, dividend yield, and risk-free rate as of the measurement date. The fair value of performance stock units with market condition was determined using the Monte Carlo model, and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. The fair value of the performance stock units without market condition was determined using stock price at each measurement date and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. For the fair value of time-vested restricted stock units grant date fair values are based on stock price as of each measurement date. Fair value calculation used herein is consistent with the fair value methodology used to account for share-based payments in our financial statements. (9) For the relevant fiscal year, represents the cumulative TSR of FIS for the measurement periods beginning on December 31, 2019 and ending on December 31 of each year 2022, 2021 and 2020, respectively, assuming the value of the investment in our common stock including reinvestment of dividends was $100. (10) For the relevant fiscal year, represents the cumulative TSR of our benchmarking peer group* weighted on the issuer’s stock market capitalization for the measurement periods ending on December 31 of each year 2022, 2021, and 2020, respectively, assuming the value of the investment in the peer group including reinvestment of dividends was $100 and weighted according to the respective companies’ stock market capitalization. * 2022 & 2021 Peer Group Compared against our benchmarking peer group for 2020, the 2022 & 2021 Peer Group excluded Alliance Data Systems Corporation and Intercontinental Exchange, Inc. due to those companies no longer being representative of our Company’s scope and complexity. However, three more direct competitors which more reflect the scope and complexity of our Company, Broadridge Financial Solutions, Inc., SS&C Technologies, Inc. and Square, Inc. If the 2021 peer group remained unchanged from the 2020 peer group the cumulative peer group TSR, assuming $100 invested in such peer group including reinvestment of dividends, would have been $107.37 for 2021. * 2020 Peer Group (11) Reflects “Net Income” in the companies Consolidated Income Statements included in the Company’s Annual Reports on Form 10-K (12) Company-selected Measure is Adjusted Revenue which is based on GAAP revenue as reported in the Annual Report on Form 10-K, | ||
Company Selected Measure Name | Adjusted Revenue | ||
Named Executive Officers, Footnote [Text Block] | (5) 2022 reflects the average compensation information for Ms. Tsai, Ms. Williams, Messrs. Gileadi, Hoag and Woodall. (6) 2021 reflects the average compensation information for Ms. Ferris, Messrs. Boyd, Lowthers, Ramji and Woodall. (7) 2020 reflects the average compensation information for Ms. Ferris, Messrs. Boyd, Heimbouch, Lowthers, Ramji, and Woodall. | ||
Peer Group Issuers, Footnote [Text Block] | (10) For the relevant fiscal year, represents the cumulative TSR of our benchmarking peer group* weighted on the issuer’s stock market capitalization for the measurement periods ending on December 31 of each year 2022, 2021, and 2020, respectively, assuming the value of the investment in the peer group including reinvestment of dividends was $100 and weighted according to the respective companies’ stock market capitalization. * 2022 & 2021 Peer Group Compared against our benchmarking peer group for 2020, the 2022 & 2021 Peer Group excluded Alliance Data Systems Corporation and Intercontinental Exchange, Inc. due to those companies no longer being representative of our Company’s scope and complexity. However, three more direct competitors which more reflect the scope and complexity of our Company, Broadridge Financial Solutions, Inc., SS&C Technologies, Inc. and Square, Inc. If the 2021 peer group remained unchanged from the 2020 peer group the cumulative peer group TSR, assuming $100 invested in such peer group including reinvestment of dividends, would have been $107.37 for 2021. * 2020 Peer Group | ||
Adjustment To PEO Compensation, Footnote [Text Block] | (4) “Compensation Actually Paid” to Ms. Ferris in 2022, reflects the amount set forth in column (b)(2) of the table above, adjusted as set forth in the table below as determined in accordance with the applicable SEC rules. Year 2020 2021 2022 2022 PEO Gary A. Gary A. Gary A. Stephanie Summary Compensation Table (SCT) Total ($) 17,905,009 25,023,771 45,321,374 15,830,864 Deduct: Amounts Reported under the “Stock Awards” Column in the SCT ($) (12,385,502 ) (14,339,482 ) (30,599,876 ) (12,922,017 ) Deduct: Amounts Reported under the “Option Awards” Column in the SCT ($) (3,749,992 ) (4,250,002 ) — (1,999,990 ) Increase: Fair Value of Awards Granted during the year that remain Outstanding and Unvested as of year-end 19,776,819 13,333,489 — 7,191,400 Increase: Fair Value of Awards Granted during the year that Vested during the year ($) — — 14,537,377 — Increase/deduct: Change in Fair Value from prior Year-end Year-end year-end 1,083,491 (13,943,099 ) — (1,765,254 ) Increase/deduct: Change in Fair Value from Prior Year-end (5,609,821 ) 439,855 (9,231,661 ) — Deduct: Fair Value of Awards Granted Prior to year that were Forfeited during year ($) (335,263 ) (6,375,034 ) (376,786 ) (1,562,349 ) Compensation Actually Paid ($) 16,684,741 (110,502 ) 19,650,428 4,772,653 | ||
Non-PEO NEO Average Total Compensation Amount | $ 8,545,905 | $ 10,257,289 | $ 16,506,772 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 3,155,213 | 2,697,248 | 14,866,206 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (8) “Average Compensation Actually Paid” to the Non-PEO Year 2020 2021 2022 Non-PEO (5) (6) (7) SCT Total ($) 16,506,772 10,257,289 8,545,905 Deduct: Amounts Reported under the “Stock Awards” Column in the SCT ($) (3,801,637) (3,948,192 ) (5,423,849 ) Deduct: Amounts Reported under the “Option Awards” Column in the SCT ($) (917,720 ) (1,138,876 ) (829,998 ) Increase: Fair Value of Awards Granted during the year that remain Outstanding and Unvested as of year-end 4,504,649 3,761,408 2,868,422 Increase: Fair Value of Awards Granted during the year that Vested during year ($) 991,118 — 126,369 Increase/deduct: Change in Fair Value from prior Year-end Year-end year-end 149,092 (3,579,308 ) (540,179 ) Increase/deduct: Change in Fair Value from Prior Year-end 364,656 (15,284 ) (598,284 ) Deduct: Fair Value of Awards Granted Prior to year that were Forfeited during year ($) (2,930,723 ) (2,639,788 ) (993,174 ) Compensation Actually Paid ($) 14,866,206 2,697,248 3,155,213 | ||
Equity Valuation Assumption Difference, Footnote [Text Block] | The fair value of the stock options was determined using the Black-Scholes option pricing model. Adjustments have been made using stock option fair values as of each measurement date using the stock price, term, volatility, dividend yield, and risk-free rate as of the measurement date. The fair value of performance stock units with market condition was determined using the Monte Carlo model, and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. The fair value of the performance stock units without market condition was determined using stock price at each measurement date and is based on (i) actual achievement of performance conditions for performance period completed or (ii) probable outcome of performance conditions as of each measurement date for performance periods not completed. For the fair value of time-vested restricted stock units grant date fair values are based on stock price as of each measurement date. Fair value calculation used herein is consistent with the fair value methodology used to account for share-based payments in our financial statements. | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | |||
Compensation Actually Paid vs. Net Income [Text Block] | |||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | |||
Total Shareholder Return Vs Peer Group [Text Block] | |||
Tabular List [Table Text Block] | Performance Measures Used to Link Company Performance and Compensation Actually Paid to the NEOs The following is a list of financial performance measures, which in our assessment represent the most important financial performance measures used by the Company to link compensation actually paid to the named executive officers for 2022. Performance measure How calculated Reason for use Adjusted Revenue Based on GAAP revenue as reported in the Annual Report on Form 10-K, non-budgeted Adjusted Revenue is viewed as an important measure of the growth of the Company, our ability to satisfy our customers and to gain new customers, and the effectiveness of our products and solutions. Adjusted EBITDA GAAP Operating Income, excluding depreciation and amortization expense (EBITDA) and adjusted for certain expense items deemed non-operational We believe Adjusted EBITDA reflects our operating strength and efficiency. It also reflects our ability to convert our revenue into operating profits for shareholders. Adjusted EBITDA is a common basis for enterprise valuation by investment analysts and is widely followed by shareholders. Performance measure How calculated Reason for use Adjusted EPS Diluted GAAP EPS attributable to FIS common shareholders, adjusted for the impact of foreign currency exchange rates as well as acquisitions and divestitures, as applicable, and adjusted to exclude the impact of certain costs and other transactions deemed non-operational We believe Adjusted EPS and EPS growth aligns with value creation for our shareholders. It is a valuation widely followed by shareholders and analysts. Annual Organic Revenue Growth The percentage increase of GAAP Revenue as reported in the Company’s current-period Annual Report on Form 10-K, non-strategic Annual Organic Revenue Growth is a key metric that measures how the business is executing in growing its current business and generating new business. This metric is especially important when combined with margin expansion and is widely followed by shareholders. Annual Margin Expansion The percentage increase of Adjusted EBITDA divided by GAAP Revenue, both as reported in the Company’s Annual Report on Form 10-K. non-operational non-strategic Annual Margin Expansion is a key metric used to monitor costs and determine the efficiency and scalability of the business as revenue grows. Combined with Organic Revenue Growth, these factors ensure growth of the fundamental business in a cost-focused manner. Annual Margin Expansion is widely followed by shareholders. | ||
Total Shareholder Return Amount | $ 63.55 | 78.1 | 102.76 |
Peer Group Total Shareholder Return Amount | 75.9 | 105.72 | 127.93 |
Net Income (Loss) | $ (16,720,000,000) | $ 417,000,000 | $ 158,000,000 |
Company Selected Measure Amount | 14,816 | 13,843 | 12,591 |
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted Revenue | ||
Non-GAAP Measure Description [Text Block] | Company-selected Measure is Adjusted Revenue which is based on GAAP revenue as reported in the Annual Report on Form 10-K, | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted EBITDA | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted EPS | ||
Measure [Axis]: 4 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Annual Organic Revenue Growth | ||
Measure [Axis]: 5 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Annual Margin Expansion | ||
Gary A. Norcross [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 45,321,374 | $ 25,023,771 | $ 17,905,009 |
PEO Actually Paid Compensation Amount | $ 19,650,428 | (110,502) | 16,684,741 |
PEO Name | Mr. Norcross | ||
Stephanie F. Ferris [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 15,830,864 | ||
PEO Actually Paid Compensation Amount | $ 4,772,653 | ||
PEO Name | Ms. Ferris | ||
PEO [Member] | Gary A. Norcross [Member] | Amounts Reported under the Stock Awards Column in the SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (30,599,876) | (14,339,482) | (12,385,502) |
PEO [Member] | Gary A. Norcross [Member] | Amounts Reported Under The Option Awards Column In The SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (4,250,002) | (3,749,992) | |
PEO [Member] | Gary A. Norcross [Member] | Fair Value Of Awards Granted During Year That Remain Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 13,333,489 | 19,776,819 | |
PEO [Member] | Gary A. Norcross [Member] | Fair Value Of Awards Granted During Year That Vest During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 14,537,377 | ||
PEO [Member] | Gary A. Norcross [Member] | Change In Fair Value From Prior Yearend To Current Yearend Of Awards Granted Prior To Year That Were Outstanding And Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (13,943,099) | 1,083,491 | |
PEO [Member] | Gary A. Norcross [Member] | Change In Fair Value From Prior Yearend To Vesting Date Of Awards Granted Prior To Year That Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (9,231,661) | 439,855 | (5,609,821) |
PEO [Member] | Gary A. Norcross [Member] | Fair Value Of Awards Granted Prior To Year That Were Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (376,786) | (6,375,034) | (335,263) |
PEO [Member] | Stephanie F. Ferris [Member] | Amounts Reported under the Stock Awards Column in the SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (12,922,017) | ||
PEO [Member] | Stephanie F. Ferris [Member] | Amounts Reported Under The Option Awards Column In The SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,999,990) | ||
PEO [Member] | Stephanie F. Ferris [Member] | Fair Value Of Awards Granted During Year That Remain Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 7,191,400 | ||
PEO [Member] | Stephanie F. Ferris [Member] | Change In Fair Value From Prior Yearend To Current Yearend Of Awards Granted Prior To Year That Were Outstanding And Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,765,254) | ||
PEO [Member] | Stephanie F. Ferris [Member] | Fair Value Of Awards Granted Prior To Year That Were Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,562,349) | ||
Non-PEO NEO [Member] | Amounts Reported under the Stock Awards Column in the SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (5,423,849) | (3,948,192) | (3,801,637) |
Non-PEO NEO [Member] | Amounts Reported Under The Option Awards Column In The SCT [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (829,998) | (1,138,876) | (917,720) |
Non-PEO NEO [Member] | Fair Value Of Awards Granted During Year That Remain Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 2,868,422 | 3,761,408 | 4,504,649 |
Non-PEO NEO [Member] | Fair Value Of Awards Granted During Year That Vest During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 126,369 | 991,118 | |
Non-PEO NEO [Member] | Change In Fair Value From Prior Yearend To Current Yearend Of Awards Granted Prior To Year That Were Outstanding And Unvested As Of Year End [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (540,179) | (3,579,308) | 149,092 |
Non-PEO NEO [Member] | Change In Fair Value From Prior Yearend To Vesting Date Of Awards Granted Prior To Year That Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (598,284) | (15,284) | 364,656 |
Non-PEO NEO [Member] | Fair Value Of Awards Granted Prior To Year That Were Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (993,174) | $ (2,639,788) | $ (2,930,723) |