UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant x     Filed by a Party other than the Registrant ¨

Check the appropriate box:

FISERV, INC.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

255 Fiserv Drive

Brookfield, Wisconsin 53045

April 16, 20146, 2015

You are cordially invited to attend the annual meeting of shareholders of Fiserv, Inc. to be held at our corporate offices in Brookfield, Wisconsin on Wednesday, May 28, 201420, 2015 at 10:00 a.m. This is an important day on the Fiserv calendar, as it is an opportunity to review our financial results and strategic progress in providing our clients, and their customers, innovative technology products and services.

Information about the meeting and the matters on which shareholders will act is set forth in the accompanying Notice of 2015 Annual Meeting of Shareholders and Proxy Statement. Following action on these matters, we will present a report on our business activities. You can find financial and other information about Fiserv in the accompanying Form 10-K for the fiscal year ended December 31, 2014. We welcome your comments or inquiries about our business that would be of general interest to shareholders during the meeting.

We urge you to be represented at the annual meeting, regardless of the number of shares you own or whether you are able to attend the annual meeting in person, by voting as soon as possible. Shareholders can vote their shares via the Internet, by telephone or telephone using the instructions set forth on the enclosedby mailing a completed and signed proxy card. You also may votecard (or voting instruction form if you hold your shares by marking your votes on the enclosed proxy card, signing and dating it, and mailing it in the enclosed envelope.through a broker).

Sincerely,

Jeffery W. Yabuki

President and Chief Executive Officer

Notice of 2015 Annual Meeting of Shareholders

NOTICE OF ANNUAL MEETING OF SHAREHOLDERSTime and Date:

TO BE HELD MAY 28, 2014Wednesday, May 20, 2015, at 10:00 a.m. local time

To the Shareholders of Place:

Fiserv Inc.:

The annual meeting of shareholders of Fiserv, Inc. will be held at our corporate offices atCorporate Offices, 255 Fiserv Drive, Brookfield, Wisconsin 53045 on Wednesday, May 28, 2014, at 10:00 a.m. local time for the following purposes, which are set forth more completely in the accompanying proxy statement:

Matters To Be Voted On:

Any other business as may properly come before the annual meeting or any adjournments or postponements thereof.

The boardWho Can Vote:

Holders of directors has fixedFiserv stock at the close of business on March 23, 2015.

Date of Mailing:

On April 1, 2014 as6, 2015, we began mailing the record date for determining shareholders entitled to notice of Internet availability of proxy materials, or a proxy statement, proxy card and annual report, to vote at, the annual meeting and at any adjournments or postponements thereof.shareholders.

By order of the board of directors,

Lynn S. McCreary

Secretary

April 16, 20146, 2015

Important notice regarding the availability of proxy materials for the shareholder meeting to be held on May 28, 2014:20, 2015: The proxy statement, and2014 annual report to security holders are available at

http://www.proxyvote.com.

Your vote is important. Our proxy statement is included with this notice. To vote your shares, please mark, sign, dateon Form 10-K and return your proxy card orthe means to vote by Internet or telephone as soon as possible.are available at http://www.proxyvote.com.

PROXY STATEMENTProxy Statement Table of Contents

Proxy Statement Summary

This summary highlights information contained elsewhere in this proxy statement. This summary does not contain all of the information you should consider, and you should read the entire proxy statement carefully before voting.

Annual Meeting

Proxy Statement

This proxy statement is furnished in connection with the solicitation on behalf of the board of directors of Fiserv, Inc., a Wisconsin corporation, of proxies for use at our 2015 annual meeting of shareholders. This proxy statement is being sent and made available to our shareholders entitled to vote at the annual meeting on or about April 6, 2015.

Purposes of Annual Meeting

Executing on Our Strategy

We delivered strong results in 2014 highlighted by adjusted internal revenue growth of 4% and adjusted earnings per share of $3.37, a 13% increase over 2013. We made progress in strategic areas that we believe will enhance our future results and continued to enhance our level of competitive differentiation through innovation and integration. As discussed further in the Compensation Discussion and Analysis section of this proxy statement, our named executive officer compensation for 2014 was paid or awarded in the context of these results.

Adjusted internal revenue growth and adjusted earnings per share are non-GAAP financial measures. See Appendix A to this proxy statement for information regarding these measures and a reconciliation to the most directly comparable GAAP measures.

2014 Compensation Highlights

We did not increase the base salary of our chief executive officer in 2014. We paid him a cash incentive award equal to 129% of his target award because we exceeded his target adjusted earnings per share and adjusted internal revenue growth performance goals, and the value of equity compensation we granted to him was more than two times the cash compensation paid to him.

We paid cash incentive awards to other named executive officers above target levels because, among other things, we exceeded the target adjusted earnings per share and target adjusted internal revenue growth performance goals for 2014. The other named executive officers received annual equity incentive awards in 2014 generally at or above target levels reflecting performance at or above target. As a group, 80% of the compensation paid to our named executive officers was in the form of incentive awards, more than half of which was in the form of equity. In addition, more than three-quarters of the aggregate equity awards granted to our named executive officers were in the form of stock options, which are inherently performance-based and have value only to the extent that the price of our stock increases.

In 2014, our board of directors adopted a policy that prohibits our directors and executive officers from hedging or pledging our stock, and our compensation committee adopted a policy not to enter into new excise tax gross-up arrangements with executive officers. In addition, in 2015, our executive officers executed amendments to their outstanding equity award agreements to revise the criteria for retirement and post-retirement treatment of such awards. These changes enable our executive officers to retain their equity awards following a qualified retirement, subject to compliance with ongoing obligations, which further aligns their long-term interests with those of our shareholders as they approach possible retirement.

We encourage you to review the “Compensation Discussion and Analysis” section of this proxy statement as well as the tabular and narrative disclosure under “Executive Compensation.”

Board Nominees

The board met five times during 2014 and each of our directors attended 75% or more of the aggregate number of meetings of the board and the committees on which he or she served, in each case while the director was serving on our board of directors during 2014. The following table provides summary information on each director nominee. For more information about each director nominee, please see pages 11–15.

* Chairman of the Board            + Committee Chair

Proxy and Voting Information

The board of directors of Fiserv, Inc., a Wisconsin corporation, is soliciting shareholders’ proxies in connection with our annual meeting of shareholders to be held on Wednesday, May 28, 201420, 2015 at 10:00 a.m. local time, or at any adjournment or postponement of the meeting. At the meeting, we will vote on the matters described in this proxy statement and in the accompanying notice. The annual meeting will be held at our principal executive offices located at 255 Fiserv Drive, Brookfield, Wisconsin 53045. We intend to mail this proxy statement and accompanying proxy card onOn or about April 16, 20146, 2015, we mailed the notice of Internet availability of proxy materials, or a proxy statement, proxy card and annual report, to all shareholders entitled to vote at the annual meeting.

Purposes of Annual Meeting

The annual meeting has been called for the purposes of: electing seven directors to serve for a one-year term; approving, on an advisory basis, the compensation of our named executive officers; ratifying the selection of Deloitte & Touche LLP as our independent registered public accounting firm for 2014; voting on a shareholder proposal relating to confidential voting, if properly presented at the annual meeting; and transacting such other business as may properly come before the annual meeting or any adjournments or postponements thereof.

Solicitation of Proxies

We will pay the cost of soliciting proxies on behalf of the board of directors. In addition to the use of mail, our directors, officers and other employees may solicit proxies by personal interview, telephone or electronic communication. None of them will receive any special compensation for these efforts. We have retained the services of Georgeson Inc. (“Georgeson”) to assist us in soliciting proxies. Georgeson may solicit proxies by personal interview, mail, telephone or electronic communications. We expect to pay Georgeson its customary fee, approximately $10,000, plus reasonable out-of-pocket expenses incurred in the process of soliciting proxies. We also have made arrangements with brokerage firms, banks, nominees and other fiduciaries to forward proxy materials to beneficial owners of shares. We will reimburse such record holders for the reasonable out-of-pocket expenses incurred by them in connection with forwarding proxy materials.

Proxies

You should complete and return the accompanying form of proxy regardless of whether you attend the annual meeting in person. You may revoke your proxy at any time before it is exercised by: giving our corporate Secretary written notice of revocation; giving our corporate Secretary a properly executed proxy of a later date; or attending the annual meeting and voting in person; provided that, if your shares are held of record by a broker, bank or other nominee, you must obtain a proxy issued in your name from the record holder. Written notices of revocation and other communications with respect to the revocation of proxies should be addressed to Lynn S. McCreary, Executive Vice President, General Counsel and Secretary, Fiserv, Inc., 255 Fiserv Drive, Brookfield, Wisconsin 53045.

The persons named as proxies in the accompanying proxy card have been selected by the board of directors and will vote shares represented by valid proxies. All shares represented by valid proxies received and not revoked before they are exercised will be voted in the manner specified in the proxies. If nothing is specified, the proxies will be voted: to elect each of the board’s nominees for director; to approve the compensation of our named executive officers as disclosed in this proxy statement; to ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm; and against the shareholder proposal relating to confidential voting, if properly presented at the annual meeting. Our board of directors is unaware of any other matters that may be presented for action at our annual meeting. If other matters do properly come before the annual meeting or any adjournments or postponements thereof, it is intended that shares represented by proxies will be voted in

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the discretion of the proxy holders. Proxies solicited hereby will be returned to the board of directors and will be tabulated by an inspector of election, who will not be an employee or director of Fiserv, Inc., designated by the board of directors.

Record Date and Required Vote

The board of directors has fixed the close of business on April 1, 2014 as the record date for determining shareholders entitled to notice of, and to vote at, the annual meeting. On the record date, there were 251,438,243 shares of common stock outstanding and entitled to vote, and we had no other classes of securities outstanding. All of these shares are to be voted as a single class, and each holder is entitled to one vote for each share held of record on all matters submitted to a vote of shareholders. The presence, in person or by proxy, of at least a majority of the outstanding shares of common stock entitled to vote at the annual meeting will constitute a quorum for the transaction of business. Holders of shares that abstain from voting or that are subject to a broker non-vote will be counted as present for the purpose of determining the presence or absence of a quorum for the transaction of business. In the event there are not sufficient votes for a quorum or to approve a proposal at the time of the annual meeting, the annual meeting may be adjourned or postponed, in our sole discretion, in order to permit the further solicitation of proxies.

Directors will be elected by a majority of votes cast at the annual meeting. A description of the majority voting provisions in our by-laws appears below under the heading “Election of Directors – Majority Voting.” For each of Proposals 2, 3 and 4 to be approved, the number of votes cast “for” the proposal must exceed the number of votes cast “against” the proposal. For each of these proposals, abstentions and broker non-votes will be entirely excluded from the vote and will have no effect on its outcome.

Voting

Shareholders can appoint a proxy by: marking their vote on their proxy card, signing and dating it, and returning it promptly in the enclosed envelope, which requires no postage if mailed in the United States; calling a toll-free number in accordance with the instructions on their proxy card; or voting on-line in accordance with the instructions on their proxy card.

Shareholders who hold shares through a bank, broker or other record holder may vote by the methods that their bank or broker makes available, in which case the bank or broker will include instructions with this proxy statement. Shareholders voting via the Internet or by telephone will bear any costs associated with electronic or telephone access, such as usage charges from Internet access providers and telephone companies.

An individual who has a beneficial interest in shares of our common stock allocated to his or her account under the Fiserv, Inc. 401(k) savings plan may vote the shares of common stock allocated to his or her account. We will provide instructions to participants regarding how to vote. If no direction is provided by the participant about how to vote his or her shares, the trustee of the Fiserv, Inc. 401(k) savings plan will vote the shares in the same manner and in the same proportion as the shares for which voting instructions are received from other participants, except that the trustee, in the exercise of its fiduciary duties, may determine that it must vote the shares in some other manner.

Notice of Internet Availability of Proxy Materials In accordance with rules and regulations adopted by the Securities and Exchange Commission, we may furnish our proxy statement and annual report to shareholders of record by providing access to those documents on the Internet instead of mailing printed copies. The notice you received regarding the Internet availability of our proxy materials (the “Notice”) provides instructions on how to access our proxy materials and cast your vote over the Internet, by telephone or by mail. Shareholders’ access to our proxy materials via the Internet allows us to reduce printing and delivery costs and lessen adverse environmental impacts. If you would like to receive a paper or email copy of our proxy materials, you should follow the instructions in the Notice for requesting those materials. Solicitation of Proxies We will pay the cost of soliciting proxies on behalf of the board of directors. Our directors, officers and other employees may solicit proxies by mail, personal interview, telephone or electronic communication. None of them will receive any special compensation for these efforts. We have retained the services of Georgeson Inc. (“Georgeson”) to assist us in soliciting proxies. Georgeson may solicit proxies by personal interview, mail, telephone or electronic communications. We expect to pay Georgeson its customary fee, approximately $10,000, plus reasonable out-of-pocket expenses incurred in the process of soliciting proxies. We also have made arrangements with brokerage firms, banks, nominees and other fiduciaries to forward proxy materials to beneficial owners of shares. We will reimburse such record holders for the reasonable out-of-pocket expenses incurred by them in connection with forwarding proxy materials.				Proxies solicited hereby will be returned to the board of directors and will be tabulated by an inspector of election, who will be designated by the board of directors and will not be an employee or director of Fiserv, Inc. Holders Entitled to Vote The board of directors has fixed the close of business on March 23, 2015 as the record date for determining shareholders entitled to notice of, and to vote at, the annual meeting. On the record date, there were 237,885,294 shares of common stock outstanding and entitled to vote, and we had no other classes of securities outstanding. All of these shares are to be voted as a single class, and you are entitled to cast one vote for each share you held as of the record date on all matters submitted to a vote of shareholders. Voting Your Shares You may vote: By Internet Visit www.proxyvote.com By telephone Dial toll-free 1-800-690-6903 By mailing your proxy card If you requested a printed copy of the proxy materials, mark your vote on the proxy card, sign and date it and return it in the enclosed envelope. In person If you are a shareholder of record you may join us in person at the annual meeting. Voting through the Internet or by telephone. You may direct your vote by proxy without attending the annual meeting. You can vote by proxy over the Internet or by telephone by following the instructions provided in the Notice. Shareholders voting via the Internet

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Required Vote

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENTSecurity Ownership of Certain Beneficial Owners and Management

The following table sets forth information with respect to the beneficial ownership of our common stock as of March 21, 201413, 2015 by: each current director and director nominee; each executive officer appearing in the Summary Compensation Table; all directors and executive officers as a group; and any person who is known by us to beneficially own more than 5% of the outstanding shares of our common stock based on our review of the reports regarding ownership filed with the Securities and Exchange Commission in accordance with Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (the “Exchange Act”). In December 2013, we completed a two-for-one split of our common stock. Accordingly, all amounts are presented on a split-adjusted basis.Act.

* Less than 1%.

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Includes stock options, which, as of March 21, 2014, were exercisable currently or within 60 days: Mr. Yabuki – 2,770,624; Mr. Hirsch – 452,176; Mr. Ernst – 153,054; Mr. Gupta – 214,764; Mr. Dillon – 42,524; Mr. Flink – 2,320; Mr. Kearney – 42,524; Mr. Lynch – 4,394; Mr. O’Leary – 33,822; Mr. Renwick – 49,368; Ms. Robak – 36,388; Mr. Simons – 35,508; Mr. Wertheimer – 36,388; and all directors and executive officers as a group – 4,024,696. Includes restricted stock units, which, as of March 21, 2014, were due to vest within 60 days: Mr. Gupta – 1,594 and all directors and executive officers as a group – 3,566.

Includes shares deferred under vested restricted stock units: Mr. Hirsch – 16,944; Mr. Kearney – 9,758; Mr. Lynch – 1,452; Mr. O’Leary – 8,068; Mr. Renwick – 11,558; Ms. Robak – 5,504; Mr. Simons – 11,558; and all directors and executive officers as a group – 64,842. Also includes shares eligible for issuance pursuant to the non-employee director deferred compensation plan: Mr. Kearney – 13,448; Mr. O’Leary – 13,038; Mr. Renwick – 16,425; Ms. Robak – 5,833; Mr. Simons – 14,839; and all directors as a group – 63,583.

Mr. Dillon is a trustee of the Dillon Foundation which holds 267,500 shares of our common stock. Mr. Kearney is a trustee of the Daniel and Gloria Kearney Foundation which holds 3,400 shares of our common stock. Mr. Yabuki is a trustee of the Yabuki Family Foundation which holds 23,600

Includes stock options, which, as of March 13, 2015, were exercisable currently or within 60 days: Mr. Yabuki – 2,278,636; Mr. Hirsch – 472,030; Mr. Ernst – 268,372; Mr. Gupta – 173,925; Mr. Flink – 7,352; Mr. Kearney – 47,556; Mr. Lynch – 9,426; Mr. O’Leary – 38,854; Mr. Renwick – 54,400; Ms. Robak – 33,762; Mr. Simons – 40,540; Mr. Wertheimer – 41,420; and all directors and executive officers as a group – 3,634,692. Includes 1,596 restricted stock units held by Mr. Gupta, which, as of March 13, 2015, were due to vest within 60 days. Includes shares deferred under vested restricted stock units: Mr. Hirsch – 14,792; Mr. Kearney – 11,326; Mr. Lynch – 3,020; Mr. O’Leary – 9,636; Mr. Renwick – 13,126; Ms. Robak – 6,288; Mr. Simons – 13,126; and all directors and executive officers as a group – 71,314. Also includes shares eligible for issuance pursuant to the non-employee director deferred compensation plan: Mr. Kearney – 13,448; Mr. O’Leary – 14,347; Mr. Renwick – 17,663; Ms. Robak – 6,452; Mr. Simons – 15,957; and all directors as a group – 67,867. Mr. Kearney is a trustee of the Daniel and Gloria Kearney Foundation which holds 3,400 shares of our common stock. Mr. Yabuki is a trustee of the Yabuki Family Foundation which holds 36,450 shares of our common stock. As a trustee, Mr. Dillon, Mr. Kearney or Mr. Yabuki, as applicable, has voting and investment power over the shares held by the foundation. These shares are, accordingly, included in their respective reported beneficial ownership.   (3) On March 21, 2014,13, 2015, there were 251,781,097238,053,502 shares of common stock outstanding. Percentages are calculated pursuant to Rule 13d-3(d) under the Exchange Act. Shares not outstanding that are subject to options exercisable by the holder thereof within 60 days, shares due upon vesting of restricted stock units within 60 days, shares deferred pursuant to vested restricted stock units and shares eligible for issuance pursuant to the non-employee director deferred compensation plan are deemed outstanding for the purposes of calculating the number and percentage owned by such shareholder but not deemed outstanding for the purpose of calculating the percentage of any other person.   (4) Based on a Schedule 13G filed by T. Rowe Price Associates, Inc. (“Price Associates”) on February 11, 201413, 2015 with the Securities and Exchange Commission, which indicates that these securities are owned by various individual and institutional investors for which Price Associates serves as investment adviser with power to direct investments and/or sole power to vote the securities. According to the Schedule 13G, Price Associates exercises sole voting power over 8,360,6787,807,104 of the securities and sole dispositive power over 34,976,77533,406,191 of the securities. For purposes of the reporting requirements of the Exchange Act, Price Associates is deemed to be a beneficial owner of such securities; however, Price Associates expressly disclaims that it is, in fact, the beneficial owner of such securities.   (5) Based on a Schedule 13G filed by The Vanguard Group, Inc. (“Vanguard Group”) on February 11, 201410, 2015 with the Securities and Exchange Commission, which indicates that the Vanguard Group exercises sole voting power over 427,544430,961 of the securities, sole dispositive power over 17,353,48518,643,985 of the securities and shared dispositive power over 397,944407,265 of the securities. According to the Schedule 13G, Vanguard Fiduciary Trust Company (“VFTC”), a wholly-owned subsidiary of Vanguard Group, is the beneficial owner of 331,944335,165 of the securities as a result of VFTC serving as investment manager of collective trust accounts, and Vanguard Investments Australia Ltd. (“VIA”), a wholly-owned subsidiary of Vanguard Group, is the beneficial owner of 161,600167,896 of the securities as a result of VIA serving as investment manager of Australian investment offerings.   (6) Based on a Schedule 13G filed by BlackRock, Inc. (“BlackRock”) on January 29, 2014 with the Securities and Exchange Commission, which indicates that various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, these securities. 4 According to the Schedule 13G, BlackRock exercises sole voting power over 11,316,809 of the securities and sole dispositive power over 13,751,564 of the securities. (7) Based on a Schedule 13G filed jointly by FMR LLC (“FMR”) and Edward C. Johnson 3d (“Johnson”) on February 14, 20146, 2015 with the Securities and Exchange Commission, which indicates that various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, these securities. According to the Schedule 13G, FMRBlackRock exercises sole voting power over 1,805,58011,585,570 of the securities and FMR and Johnson exercise sole dispositive power over 13,222,90613,723,116 of the securities.   5 09    2015 Proxy Statement MATTERS TO BE VOTED ON AT THE ANNUAL MEETING PROPOSAL 1 ELECTION OF DIRECTORS Our BoardProposal 1. Election of Directors Historically, the terms of service of directors were staggered in three groups, and directors elected at each annual meeting (or such directors’ successors) were elected to hold office for a term expiring at the annual meeting held in the third year following the year of their election and until their successors had been elected and qualified. At our 2012 annual meeting of shareholders, our shareholders approved an amendment to our articles of incorporation that will result in the declassification of our board of directors. At this annual meeting of shareholders, shareholders will vote upon seven director nominees to hold office for a term expiring at the 2015 annual meeting of shareholders and until their successors have been elected and qualified. At the 2015 annual meeting of shareholders and each annual meeting of shareholders thereafter, all Our Board of Directors All directors will be elected to hold office for a term expiring at the next annual meeting of shareholders and until their successors have been elected and qualified. All of the nominees for election as director at the annual meeting are incumbent directors. No nominee for director has been nominated pursuant to any agreement or understanding between us and any person, and there are no family relationships among any of our directors or executive officers. These nominees have consented to serve as a director if elected, and management has no reason to believe that any nominee will be unable to serve. Unless otherwise specified, the shares of common stock represented by the proxies solicited hereby will be voted in favor of the nominees proposed by the board of directors. In the event that any director nominee becomes unavailable for re-election as a result of an unexpected occurrence, shares will be voted for the election of such substitute nominee, if any, as the board of directors may propose. The affirmative vote of a majority of votes cast is required for the election of directors. Majority Voting Our by-laws provide that each director will be elected by the majority of the votes cast with respect to that director’s election at any meeting of shareholders for the election of directors, other than a contested election. A majority of the votes cast means that the number of votes cast “for” a director’s election exceeds the number of votes cast “withheld” with respect to that director’s election. In a contested election, each director will be elected by a plurality of the votes cast with respect to that director’s election. Once our chairman of the board determines that a contested election exists in accordance with our by-laws, the plurality vote standard will apply at a meeting at which a quorum is present regardless of whether a contested election continues to exist as of the date of such meeting. Our by-laws further provide that, in an uncontested election of directors, any nominee for director who is already serving as a director and receives a greater number of votes “withheld” from his or her election than votes “for” his or her election will promptly tender his or her resignation. The nominating and corporate governance committee of the board of directors will then promptly consider the tendered resignation, and the committee will recommend to the board whether to accept or reject it. Following the board’s decision, we will promptly file a Current Report on Form 8-K with the Securities and Exchange Commission that sets forth the board’s decision whether to accept the resignation as tendered, including a full explanation of the process by which the decision was reached and, if applicable, the reasons for rejecting the tendered resignation. Any director who tenders a resignation pursuant to this provision will not participate in the committee recommendation or the board consideration regarding whether to accept the tendered resignation. 10    2015 Proxy Statement All of the nominees for election as director at the annual meeting are incumbent directors. No nominee for director has been nominated pursuant to any agreement or understanding between us and any person, and there are no family relationships among any of our directors or executive officers. These nominees have consented to serve as a director if elected, and management has no reason to believe that any nominee will be unable to serve. Unless otherwise specified, the shares of common stock represented by the proxies solicited hereby will be voted in favor of the nominees proposed by the board of directors. In the event that any director nominee becomes unavailable for re-election as a result of an unexpected occurrence, shares will be voted for the election of such substitute nominee, if any, as the board of directors may propose. The affirmative vote of a majority of votes cast is required for the election of directors. A description of the majority voting provisions in our by-laws appears below under the heading “– Majority Voting.” Nominees for Election Each person listed below is nominated for election to serve as a director until the next annual meeting of shareholders and until his or her successor is elected and qualified.The board of directors recommends that you vote in favor of its nominees for director. Christopher M. Flink (age 42) has been a director since 2012. Mr. Flink is a partner at the innovation and design firm IDEO where he leads key client relationships, guiding portfolios of innovation projects in retail, education and consumer products. In his 15 years at IDEO, Mr. Flink has held a variety of roles, from heading the firm’s Consumer Experience Design practice to co-founding its New York office. Mr. Flink also teaches at Stanford University where he is a lecturer at the Graduate School of Business, a consulting associate professor at the Hasso Plattner Institute of Design (d.school), and a member of the d.school’s leadership team. In the past five years, in addition to Fiserv, Mr. Flink has served on the board of E*TRADE Financial Corporation (current), a publicly traded financial services company. The board concluded that Mr. Flink should be a director of the company because of his strong understanding of innovative technologies and his nearly 20 years of experience helping companies of all kinds innovate and grow.Principal Occupation: Partner, IDEO. Dennis F. Lynch(age 65) has been a director since 2012. Mr. Lynch is Chairman of Cardtronics, Inc., a publicly traded company and the largest owner and operator of retail ATMs worldwide. He was appointed Chairman in 2010 and has served as a director of Cardtronics since 2008. Mr. Lynch is also a director, and former Chairman, of the Secure Remote Payments Council, a cross-industry organization dedicated to accelerating the growth, development and market adoption of more secure ecommerce and mobile payments. He previously served as: Chairman and Chief Executive Officer of RightPath Payments, Inc. from 2005 to 2008; a director of Open Solutions, Inc. from 2005 to 2007; President and Chief Executive Officer of NYCE Corporation from 1996 to   6 2004; and Chairman of Yankee 24 ATM Network from 1988 to 1990. In the past five years, in addition to Fiserv, Mr. Lynch has served as a director of Cardtronics, Inc. (current). The board concluded that Mr. Lynch should be a director of the company because he has over 30 years of experience in the payments industry and is a leader in the introduction and growth of payment solutions.Principal Occupation: Chairman, Cardtronics, Inc. Denis J. O’Leary(age 57) has been a director since 2008. In 2009, Mr. O’Leary became Managing Partner of Encore Financial Partners, Inc., a company focused on the acquisition and management of banking organizations in the United States. From 2006 to 2009, he was a senior advisor to The Boston Consulting Group with respect to the enterprise technology, financial services and consumer payments industries. Through early 2003, he spent 25 years at J.P. Morgan Chase & Company and its predecessors in various capacities, including Director of Finance, Chief Information Officer, Head of Retail Branch Banking, Managing Executive of Lab Morgan, and, from 1994 to 2003, Executive Vice President. In the past five years, in addition to Fiserv, Mr. O’Leary has served on the board of directors of Crowdstrike, Inc. (current), a privately held computer security software company, Hamilton State Bancshares, Inc. (current), a privately held bank holding company, and McAfee, Inc. (former), a formerly publicly traded supplier of computer security solutions. The board concluded that Mr. O’Leary should be a director of the company because of his extensive knowledge of and experience in both the banking and information technology industries.Principal Occupation: Managing Partner, Encore Financial Partners, Inc. Glenn M. Renwick(age 58) has been a director since 2001. Mr. Renwick is President and Chief Executive Officer of The Progressive Corporation, a publicly traded property and casualty insurance company. Before being named Chief Executive Officer in 2001, Mr. Renwick served as Chief Executive Officer – Insurance Operations and Business Technology Process Leader from 1998 through 2000. Prior to that, he led Progressive’s consumer marketing group and served as president of various divisions within Progressive. Mr. Renwick joined Progressive in 1986 as Auto Product Manager for Florida. In the past five years, in addition to Fiserv, Mr. Renwick has served on the board of directors of The Progressive Corporation (current) and UnitedHealth Group Incorporated (current), a publicly traded provider of health insurance. The board concluded that Mr. Renwick should be a director of the company because he is an accomplished business leader with significant information technology experience.Principal Occupation: President and Chief Executive Officer of The Progressive Corporation. Kim M. Robak (age 58) has been a director since 2003. Since 2004, Ms. Robak has been a partner at Mueller Robak, LLC, a government relations firm. Prior to that, Ms. Robak was Vice President for External Affairs and Corporation Secretary at the University of Nebraska from 1999 to 2004. Ms. Robak served as the Lieutenant Governor of the State of Nebraska from 1993 to 1999, as Chief of Staff from 1992 to 1993, and as Legal Counsel from 1991 to 1992. Prior to 1991, Ms. Robak was a partner at the law firm Rembolt Ludtke Milligan and Berger. During her tenure in state government, she chaired the Governor’s Information Resources Cabinet and led the Information Technology Commission of Nebraska. In the past five years, in addition to Fiserv, Ms. Robak has served on the board of directors of Ameritas Mutual Holding Company (current), a provider of life insurance, annuities, and mutual funds; Union Bank & Trust Company (current), a financial institution; FBL Financial Group, Inc. (former), a publicly traded life insurance holding company; and First Ameritas Life Insurance Corporation of New York (former), a life insurance company. The board concluded that Ms. Robak should be a director of the company because she is an accomplished business person and community leader who brings a variety of experiences to the board through her work in the fields of law, government and technology.Principal Occupation: Partner at Mueller Robak, LLC. Doyle R. Simons(age 50) has been a director since 2007. Mr. Simons is President and Chief Executive Officer of Weyerhaeuser Company, a publicly traded company focused on timberlands, forest products and homebuilding. Prior to joining Weyerhaeuser in 2013, Mr. Simons served in a variety of roles for Temple-Inland, Inc., a formerly publicly traded manufacturing company focused on corrugated packaging and building products which was acquired in 2012. From 2007 to early 2012, he served as the Chairman and Chief Executive Officer; from 2005 to 2007, he was Executive Vice President; from 2003 to 2005, he served as its Chief Administrative Officer; from 2000 to 2003, he was Vice President – Administration; and from 1994 to 2000, he served as Alison Davis, 53 • Director since 2014 • Audit Committee member • Principal occupation: Managing Partner, Fifth Era • Experience in global financial services, corporate strategy and financial management Ms. Davis has been a managing partner of Fifth Era, a firm that invests in and incubates early stage technology companies, since 2011. Prior to Fifth Era, she was the managing partner of Belvedere Capital Partners, Inc., a private equity firm serving the financial services sector, from 2004 to 2010. Prior to joining Belvedere she served as chief financial officer for Barclays Global Investors, an institutional asset manager that is now part of BlackRock, Inc., from 2000 to 2003, a senior partner at A.T. Kearney, Inc., a leading global management consulting firm, from 1993 to 2000, and a consultant at McKinsey & Company, another leading global management consulting firm, from 1984 to 1993. In the past five years, in addition to Fiserv, Ms. Davis has served as a director at the following publicly traded companies: Royal Bank of Scotland Group plc. (current), a British bank holding company, Diamond Foods, Inc. (current), a packaged food company, Unisys Corporation (current), a global information technology company, LECG Corporation (former), a consulting firm, City National Bank (former), a wholly owned subsidiary of City National Corporation which is a provider of banking, investment and trust services, and Xoom Corporation (former), a digital money transfer provider. She also currently serves as a director at Ooma, Inc., a privately held consumer telecommunications company. The board concluded that Ms. Davis should be a director of the company because of her extensive experience in global financial services, corporate strategy and financial management. Christopher M. Flink, 43 • Director since 2012 • Audit Committee and Nominating and Corporate Governance Committee member • Principal occupation: Partner, IDEO • Experience with innovative technologies and helping companies innovate and grow Mr. Flink is a partner at the innovation and design firm IDEO where he leads key client relationships, guiding portfolios of innovation projects in retail, education and consumer products. In his 17 years at IDEO, Mr. Flink has held a variety of roles, from heading the firm’s Consumer Experience Design practice to co-founding its New York office. Mr. Flink also teaches at Stanford University where he is a lecturer at the Graduate School of Business, a consulting associate professor at the Hasso Plattner Institute of Design (d.school), and a member of the d.school’s leadership team. In the past five years, in addition to Fiserv, Mr. Flink has served as a director of E*TRADE Financial Corporation (current), a publicly traded financial services company. The board concluded that Mr. Flink should be a director of the company because of his strong understanding of innovative technologies and his 20 years of experience helping companies of all kinds innovate and grow.   7 11    2015 Proxy Statement Director of Investor Relations. In the past five years, in addition to Fiserv, Mr. Simons has served on the board of directors of Weyerhaeuser Company (current) and Temple-Inland, Inc. (former). The board concluded that Mr. Simons should be a director of the company because he is an accomplished business person with diverse experiences in senior management and financial and legal matters.Principal Occupation: President and Chief Executive Officer of Weyerhaeuser Company. Thomas C. Wertheimer(age 73) has been a director since 2003. Mr. Wertheimer is a Certified Public Accountant and a retired Senior Audit Partner of PricewaterhouseCoopers (“PwC”). He served as lead audit partner for a number of key multinational and national clients of PwC, including publicly held automotive manufacturing, financial services and retail companies. He also held technical accounting and audit quality positions including Director of Accounting, Auditing and SEC for the Midwest Region of Coopers & Lybrand. Mr. Wertheimer served on the Board of Partners at Coopers & Lybrand from 1995 until its merger with Price Waterhouse in 1998. From 2003 to 2007, he was a consultant to the Public Company Accounting Oversight Board, assisting in designing and executing its program of inspection of registered accounting firms. In the past five years, in addition to Fiserv, Mr. Wertheimer has served on the board of directors of Vishay Intertechnology, Inc. (current), a publicly traded electronic component manufacturer, and Xinyuan Real Estate Co., Ltd. (current), a residential real estate developer in China. The board concluded that Mr. Wertheimer should be a director of the company because of his extensive knowledge of and experience in accounting, auditing and financial reporting matters.Principal Occupation: Financial Consultant. Continuing Directors Continuing terms expiring in 2015 Daniel P. Kearney(age 74) has been a director since 1999. Mr. Kearney is a financial consultant and served as Chief Investment Officer of Aetna, Inc. from 1991 to 1998. In 1995, he assumed the additional responsibility of President of Aetna’s annuity, pension and life insurance division, retiring in 1998. Prior to joining Aetna, Mr. Kearney was President and Chief Executive Officer of the Resolution Trust Corporation Oversight Board. Before that, he was a principal at Aldrich, Eastman and Waltch, Inc., a Boston-based pension fund advisor. From 1977 to 1988, Mr. Kearney was with Salomon Brothers, Inc. as Managing Director of its Real Estate Financing Department and a founder of its Mortgage Securities Department, and from 1976 to 1977 he was Associate Director of the United States Office of Management and Budget. He served as President of the Government National Mortgage Association (Ginnie Mae) from 1974 to 1976, Deputy Assistant Secretary of the Department of Housing and Urban Development from 1973 to 1974, and as Executive Director of the Illinois Housing Development Authority from 1969 to 1973. Previously, he was in private law practice in Chicago, Illinois. In the past five years, in addition to Fiserv, Mr. Kearney has served as a director of MGIC Investment Corporation (current), a publicly traded mortgage insurance company, and non-executive Chairman of MBIA, Inc. (current), a publicly traded financial guarantor. The board concluded that Mr. Kearney should be a director of the company because of his over 40 years of experience in the banking, insurance and legal industries.Principal Occupation: Financial Consultant. Jeffery W. Yabuki (age 54) has been a director and our President and Chief Executive Officer since 2005. Before joining Fiserv, Mr. Yabuki served as Executive Vice President and Chief Operating Officer for H&R Block, Inc., a financial services firm, from 2002 to 2005. From 2001 to 2002, he served as Executive Vice President of H&R Block and from 1999 to 2001, he served as the President of H&R Block International. From 1987 to 1999, Mr. Yabuki held various executive positions with American Express Company, a financial services firm, including President and Chief Executive Officer of American Express Tax and Business Services, Inc. In the past five years, in addition to Fiserv, Mr. Yabuki has served on the board of directors of Ixonia Bancshares, Inc. (current), a privately held banking holding company, and MBIA, Inc. (former), a publicly traded financial guarantor. The board concluded that Mr. Yabuki should be a director of the company because he has extensive senior management experience at a number of large corporations and serves as the chief executive officer of the company.Principal Occupation: President and Chief Executive Officer of Fiserv, Inc. Daniel P. Kearney, 75 •  Chairman since 2014 •  Director since 1999 •  Principal occupation: Financial Consultant •  Experience in the banking, insurance and legal industries for over 40 years Mr. Kearney is a financial consultant and served as Chief Investment Officer of Aetna, Inc. from 1991 to 1998. In 1995, he assumed the additional responsibility of President of Aetna’s annuity, pension and life insurance division, retiring in 1998. Prior to joining Aetna, Mr. Kearney was President and Chief Executive Officer of the Resolution Trust Corporation Oversight Board. Before that, he was a principal at Aldrich, Eastman and Waltch, Inc., a Boston-based pension fund advisor. From 1977 to 1988, Mr. Kearney was with Salomon Brothers, Inc. as Managing Director of its Real Estate Financing Department and a founder of its Mortgage Securities Department, and from 1976 to 1977 he was Associate Director of the United States Office of Management and Budget. He served as President of the Government National Mortgage Association (Ginnie Mae) from 1974 to 1976, Deputy Assistant Secretary of the Department of Housing and Urban Development from 1973 to 1974, and as Executive Director of the Illinois Housing Development Authority from 1969 to 1973. Previously, he was in private law practice in Chicago, Illinois. In the past five years, in addition to Fiserv, Mr. Kearney has served as a director at the following publicly traded companies: non-executive Chairman of MBIA, Inc. (current), a financial guarantor, and MGIC Investment Corporation (former), a mortgage insurance company. The board concluded that Mr. Kearney should be a director of the company because of his over 40 years of experience in the banking, insurance and legal industries. Dennis F. Lynch, 66 •  Director since 2012 •  Compensation Committee member •  Principal occupation: Chairman, Cardtronics, Inc. •  Experience in the payments industry for over 30 years Mr. Lynch is Chairman of Cardtronics, Inc., a publicly traded company and the largest owner and operator of retail ATMs worldwide. He was appointed Chairman in 2010 and has served as a director of Cardtronics since 2008. Mr. Lynch is also a board member, and former Chairman, of the Secure Remote Payments Council, a cross-industry organization dedicated to accelerating the growth, development and market adoption of more secure e-commerce and mobile payments. He previously served as: Chairman and Chief Executive Officer of RightPath Payments, Inc. from 2005 to 2008; a director of Open Solutions, Inc. from 2005 to 2007; President and Chief Executive Officer of NYCE Corporation from 1996 to 2004; and Chairman of Yankee 24 ATM Network from 1988 to 1990. In the past five years, in addition to Fiserv, Mr. Lynch has served as a director of Cardtronics, Inc. (current). The board concluded that Mr. Lynch should be a director of the company because he has over 30 years of experience in the payments industry and is a leader in the introduction and growth of payment solutions.   8 12    2015 Proxy Statement Majority Voting Our by-laws provide that each director will be elected by the majority of the votes cast with respect to that director’s election at any meeting of shareholders for the election of directors, other than a contested election. A majority of the votes cast means that the number of votes cast “for” a director’s election exceeds the number of votes cast “withheld” with respect to that director’s election. In a contested election, each director will be elected by a plurality of the votes cast with respect to that director’s election. Once our chairman of the board determines that a contested election exists in accordance with our by-laws, the plurality vote standard will apply at a meeting at which a quorum is present regardless of whether a contested election continues to exist as of the date of such meeting. Our by-laws further provide that, in an uncontested election of directors, any nominee for director who is already serving as a director and receives a greater number of votes “withheld” from his or her election than votes “for” his or her election will promptly tender his or her resignation. The nominating and corporate governance committee of the board of directors will then promptly consider the tendered resignation, and the committee will recommend to the board whether to accept or reject it. Following the board’s decision, we will promptly file a Current Report on Form 8-K with the Securities and Exchange Commission that sets forth the board’s decision whether to accept the resignation as tendered, including a full explanation of the process by which the decision was reached and, if applicable, the reasons for rejecting the tendered resignation. Any director who tenders a resignation pursuant to this provision will not participate in the committee recommendation or the board consideration regarding whether to accept the tendered resignation. Denis J. O’Leary, 58 •  Director since 2008 •  Audit Committee and Nominating and Corporate Governance Committee member •  Principal occupation: Managing Partner, Encore Financial Partners, Inc. •  Experience in the banking and information technology industries In 2009, Mr. O’Leary became Managing Partner of Encore Financial Partners, Inc., a company focused on the acquisition and management of banking organizations in the United States. From 2006 to 2009, he was a senior advisor to The Boston Consulting Group with respect to the enterprise technology, financial services and consumer payments industries. Through early 2003, he spent 25 years at J.P. Morgan Chase & Company and its predecessors in various capacities, including Director of Finance, Chief Information Officer, Head of Retail Branch Banking, Managing Executive of Lab Morgan, and, from 1994 to 2003, Executive Vice President. In the past five years, in addition to Fiserv, Mr. O’Leary has served as a director of McAfee, Inc. (former), a formerly publicly traded supplier of computer security solutions. He also currently serves as a director at CrowdStrike, Inc., a privately held computer security software company, Hamilton State Bancshares, Inc., a privately held bank holding company, and The Warranty Group, Inc., a privately held provider of extended warranty programs and related benefits. The board concluded that Mr. O’Leary should be a director of the company because of his extensive knowledge of and experience in both the banking and information technology industries. Glenn M. Renwick, 59 •  Director since 2001 •  Compensation Committee chair •  Principal occupation: Chairman, President and Chief Executive Officer, The Progressive Corporation •  Experience in business leadership and information technology Mr. Renwick is Chairman, President and Chief Executive Officer of The Progressive Corporation, a publicly traded property and casualty insurance company. Before being named Chief Executive Officer in 2001, Mr. Renwick served as Chief Executive Officer – Insurance Operations and Business Technology Process Leader from 1998 through 2000. Prior to that, he led Progressive’s consumer marketing group and served as president of various divisions within Progressive. Mr. Renwick joined Progressive in 1986 as Auto Product Manager for Florida. In the past five years, in addition to Fiserv, Mr. Renwick has served as a director at the following publicly traded companies: The Progressive Corporation (current) and UnitedHealth Group Incorporated (current), a provider of health insurance. The board concluded that Mr. Renwick should be a director of the company because he is an accomplished business leader with significant information technology experience.   9 13    2015 Proxy Statement PROPOSAL 2 ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION Background We are conducting a non-binding, advisory vote to approve the compensation of our named executive officers, as disclosed in this proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission, in accordance with Section 14A of the Exchange Act (commonly referred to as “Say-on-Pay”). Proposed Resolution We encourage shareholders to review the Compensation Discussion and Analysis beginning on page 21 of this proxy statement as well as the tabular and narrative disclosure under “Compensation of Executive Officers” beginning on page 33. Our compensation program for named executive officers is designed to create shareholder value by rewarding performance and includes the following key factors for 2013: Kim M. Robak, 59 •  Director since 2003 •  Nominating and Corporate Governance Committee chair •  Principal occupation: Partner at Mueller Robak, LLC •  Experience in the fields of law, government and technology Ms. Robak has been a partner at Mueller Robak, LLC, a government relations firm, since 2004. Prior to that, Ms. Robak was Vice President for External Affairs and Corporation Secretary at the University of Nebraska from 1999 to 2004. Ms. Robak served as the Lieutenant Governor of the State of Nebraska from 1993 to 1999, as Chief of Staff from 1992 to 1993, and as Legal Counsel from 1991 to 1992. Prior to 1991, Ms. Robak was a partner at the law firm Rembolt Ludtke Milligan and Berger. During her tenure in state government, she chaired the Governor’s Information Resources Cabinet and led the Information Technology Commission of Nebraska. Ms. Robak also currently serves as a director at Ameritas Mutual Holding Company, a privately held provider of life insurance, annuities, and mutual funds, Ameritas Life Insurance Corporation, a privately held life insurance company, and Union Bank & Trust Company, a privately held financial institution. The board concluded that Ms. Robak should be a director of the company because she is an accomplished businessperson and community leader who brings a variety of experiences to the board through her work in the fields of law, government and technology. Doyle R. Simons, 51 •  Director since 2007 •  Compensation Committee member •  Principal occupation: President and Chief Executive Officer, Weyerhaeuser Company •  Experience in senior management, financial and legal matters Mr. Simons is President and Chief Executive Officer of Weyerhaeuser Company, a publicly traded company focused on timberlands and forest products. Prior to joining Weyerhaeuser in 2013, Mr. Simons served in a variety of roles for Temple-Inland, Inc., a formerly publicly traded manufacturing company focused on corrugated packaging and building products which was acquired in 2012. From 2007 to early 2012, he served as the Chairman and Chief Executive Officer; from 2005 to 2007, he was Executive Vice President; from 2003 to 2005, he served as its Chief Administrative Officer; from 2000 to 2003, he was Vice President – Administration; and from 1994 to 2000, he served as Director of Investor Relations. In the past five years, in addition to Fiserv, Mr. Simons has served as a director at the following publicly traded companies: Weyerhaeuser Company (current) and Temple-Inland, Inc. (former). The board concluded that Mr. Simons should be a director of the company because he is an accomplished businessperson with diverse experiences in senior management and financial and legal matters.   14    2015 Proxy Statement We grew adjusted earnings per share by 18% and made strategic progress in areas that we believe will enhance our future financial results, including with respect to the integration of our Open Solutions acquisition and key products and services such as electronic bill payment, mobile banking and person-to-person payments.   The base salaries of our named executive officers were below the 50th percentile of our peers. The total compensation of our chief executive officer was between the 50th and 75th percentile of our peers, and the total compensation of our other named executive officers who served for the full year was generally at or below the 50th percentile of our peers.   We provided compensation in the form of cash incentive awards based on achievement of annual performance goals and long-term equity compensation that promotes sustained financial and operating performance by delivering value to executive officers to the extent our stock price increases over time. Specifically: More than 80% of the compensation that we paid to our named executive officers was in the form of incentive awards and equity incentive awards comprised more than 70% of the compensation paid to the named executive officers. More than half of the equity awards that we granted to the named executive officers were in the form of options, which are inherently performance-based and have value to the extent that the price of our stock increases. We generally did not provide perquisites to our named executive officers in 2013. We have stock ownership guidelines, which require our executive officers to maintain a substantial investment in Fiserv stock; stock disposition requirements that restrict how much Fiserv stock an executive officer can sell in a specified period; and a compensation recoupment, or “clawback,” policy, all of which we believe align the interests of our named executive officers with those of our shareholders. The board endorses the compensation of our named executive officers and recommends that you vote in favor of the following resolution: RESOLVED, that the shareholders hereby approve, on an advisory basis, the compensation of the company’s named executive officers as disclosed in this proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including under “Compensation Discussion and Analysis” and in the tabular and narrative disclosures under “Compensation of Executive Officers.” Thomas C. Wertheimer, 74 •  Director since 2003 •  Audit Committee chair •  Principal occupation: Financial Consultant •  Experience in accounting, auditing and financial reporting matters Mr. Wertheimer is a Certified Public Accountant and a retired Senior Audit Partner of PricewaterhouseCoopers (“PwC”). He served as lead audit partner for a number of key multinational and national clients of PwC, including publicly held automotive manufacturing, financial services and retail companies. He also held technical accounting and audit quality positions including Director of Accounting, Auditing and SEC for the Midwest Region of Coopers & Lybrand. Mr. Wertheimer served on the Board of Partners at Coopers & Lybrand from 1995 until its merger with Price Waterhouse in 1998. From 2003 to 2007, he was a consultant to the Public Company Accounting Oversight Board, assisting in designing and executing its program of inspection of registered accounting firms. In the past five years, in addition to Fiserv, Mr. Wertheimer has served as a director at the following publicly traded companies: Vishay Intertechnology, Inc. (current), an electronic component manufacturer, and Xinyuan Real Estate Co., Ltd. (former), a residential real estate developer in China. The board concluded that Mr. Wertheimer should be a director of the company because of his extensive knowledge of and experience in accounting, auditing and financial reporting matters. Jeffery W. Yabuki, 55 •  Director since 2005 •  Principal occupation: President and Chief Executive Officer, Fiserv, Inc. •  Experience in senior management positions including as chief executive officer of the company Mr. Yabuki has served as our President and Chief Executive Officer since 2005. Before joining Fiserv, Mr. Yabuki served as Executive Vice President and Chief Operating Officer for H&R Block, Inc., a financial services firm, from 2002 to 2005. From 2001 to 2002, he served as Executive Vice President of H&R Block and from 1999 to 2001, he served as the President of H&R Block International. From 1987 to 1999, Mr. Yabuki held various executive positions with American Express Company, a financial services firm, including President and Chief Executive Officer of American Express Tax and Business Services, Inc. Mr. Yabuki also currently serves as a director at Ixonia Bancshares, Inc., a privately held bank holding company. The board concluded that Mr. Yabuki should be a director of the company because he has extensive senior management experience and serves as the chief executive officer of the company.   10 15    2015 Proxy Statement Vote Required, Effect of Vote and Recommendation of the Board of DirectorsCorporate Governance To approve, on an advisory basis, the compensation of our named executive officers as disclosed in this proxy statement, the number of votes cast “for” the proposal must exceed the number of votes cast “against” the proposal. Unless otherwise specified, the proxies solicited hereby will be voted in favor of this proposal. Because the vote is advisory, it will not be binding upon the board or the compensation committee, and neither the board nor the compensation committee will be required to take any action asAt a result of the outcome of the vote on this proposal. Although the outcome of this vote is advisory, the compensation committee will carefully consider the outcome of the vote when considering future executive compensation decisions to the extent it can determine the cause or causes of any significant negative voting results. The board of directors recommends that you vote in favor of Proposal 2. Glance   Name Independent Audit Committee Compensation Committee Nominating and Corporate Governance Committee Daniel P. Kearney Chairman of the Board ü Alison Davis ü ü Christopher M. Flink ü ü ü Dennis F. Lynch ü ü Denis J. O’Leary ü ü ü Glenn M. Renwick ü C Kim M. Robak ü C Doyle R. Simons ü ü Thomas C. Wertheimer ü C Jeffery W. Yabuki 11 PROPOSAL 3 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP Background The audit committee of the board of directors is directly responsible for the appointment, compensation, retention and oversight of our independent registered public accounting firm. The audit committee has appointed Deloitte & Touche LLP (“Deloitte”) to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2014. Deloitte has served as our independent public accounting firm since 1986. The audit committee, from time to time, evaluates the performance and independence of Deloitte to determine whether we should continue to retain Deloitte. To this end, at least annually, Deloitte makes a presentation to the committee regarding the services it provides, and our chief financial officer provides the committee with his assessment of the firm’s performance. The audit committee is responsible for the audit fee negotiations associated with the retention of Deloitte. In addition, in conjunction with the mandated rotation of Deloitte’s lead engagement partner, the audit committee and its chairman actively participate in the selection of a successor lead engagement partner. The members of the audit committee and the board believe that the continued retention of Deloitte to serve as our independent registered public accounting firm is in the best interests of the company and its shareholders. A representative of Deloitte is expected to be present at the annual meeting, will have an opportunity to make a statement if he or she so desires, and will be available to respond to appropriate questions. Reasons for the Proposal Selection of our independent registered public accounting firm is not required to be submitted for shareholder approval, but the audit committee of our board of directors is seeking ratification of its selection of Deloitte as a matter of good corporate practice. If our shareholders do not ratify this selection, the audit committee of the board of directors will consider it a direction to seek to retain another independent public accounting firm. Even if the selection is ratified, the audit committee may, in its discretion, appoint a different independent registered public accounting firm at any time if it determines that such a change would be in our shareholders’ best interests. Vote Required and Recommendation of the Board of Directors To ratify the selection of Deloitte as our independent registered public accounting firm, the number of votes cast “for” the proposal must exceed the number of votes cast “against” the proposal. Unless otherwise specified, the proxies solicited hereby will be voted to ratify the selection of Deloitte as our independent registered public accounting firm for 2014. The board of directors recommends that you vote in favor of Proposal 3. C= Committee Chair   12 PROPOSAL 4 SHAREHOLDER PROPOSAL RELATING TO CONFIDENTIAL VOTING The following proposal was submitted by an individual shareholder and will be voted on at the annual meeting if it is properly presented.The board of directors recommends you vote AGAINST the proposal and asks you to read Fiserv’s Statement in Opposition which follows the proposal.The shareholder’s name, address, and number of shares of common stock held may be obtained upon written request therefor made to our corporate Secretary. The proposal has been included exactly as we received it in accordance with the rules of the Securities and Exchange Commission. “4 – Confidential Voting Shareholders request our Board of Directors to take the steps necessary to adopt a bylaw that prior to the Annual Meeting, the outcome of votes cast by proxy on uncontested matters, including a running tally of votes for and against, shall not be available to management or the Board and shall not be used to solicit votes. This enhanced confidential voting requirement should apply to 1) management-sponsored or Board-sponsored resolutions seeking approval of executive pay or for other purposes, including votes mandated under NASD rules; 2) proposals required by law, or the Company’s Bylaws, to be put before shareholders for a vote (e.g., say-on-pay votes); and 3) Rule14a-8 shareholder resolutions included in the proxy. This enhanced confidential voting requirement shall not apply to elections of directors, or to contested proxy solicitations, except at the Board’s discretion. Nor shall this proposal impede our Company’s ability to monitor the number of votes cast to achieve a quorum, or to conduct solicitations for other proper purposes. Management is able to monitor voting results and take steps to influence the outcome on matters where they have a direct personal stake such as such as ratification of stock options. As a result, a Yale Law School study concluded: “Management-sponsored proposals (the vast majority of which concern stock options or other bonus plans) are overwhelmingly more likely to win a vote by a very small amount than lose by a very small amount to a degree that cannot occur by chance.” This proposal should also be more favorably evaluated due to our Company’s clearly improvable corporate governance performance as reported in 2013: GMI Ratings, an independent investment research firm, rated our company D for accounting. GMI said there were forensic accounting ratios related to asset-liability valuation and expense recognition that had extreme values either relative to industry peers or to our company’s own history. GMI said the following flagged KeyMetrics raised concerns regarding our board’s ability to maintain effective incentive pay for our company’s top executives: Director Independence Our board of directors has determined that Alison Davis, Christopher M. Flink, Daniel P. Kearney, Dennis F. Lynch, Denis J. O’Leary, Glenn M. Renwick, Kim M. Robak, Doyle R. Simons and Thomas C. Wertheimer are “independent” within the meaning of NASDAQ Marketplace Rule 5605(a)(2). In addition, our board of directors determined that Donald F. Dillon, who served as Chairman of the board of directors until May 28, 2014, was independent. Mr. Yabuki is not independent because he is a current employee of Fiserv. Board Meetings and Attendance During our fiscal year ended December 31, 2014, our board of directors held five meetings. Each director attended at least 75% of the aggregate of the number of meetings of the board of directors and the number of meetings held by all committees of the board on which she or he served, in each case while the director was serving on our board of directors. Our directors meet in executive session without management present at each regular meeting of the board of directors. Directors are expected to attend each annual meeting of shareholders. All of the directors serving on the board at the time of our 2014 annual meeting of shareholders attended the meeting. Board Leadership We separate the roles of chief executive officer and Chairman of the board to allow our leaders to focus on their respective responsibilities. Our chief executive officer is responsible for setting our strategic direction and providing day-to-day leadership. Our Chairman provides guidance to our chief executive officer, sets the agenda for board meetings and presides over meetings of the full board. Our board recognizes the time, effort and energy that our chief executive officer is required to devote to his position in the current business environment, as well as the commitment required to serve as our Chairman. Our board believes that having separate positions provides a clear delineation of responsibilities for each position and enhances the ability of each leader to discharge his duties effectively which, in turn, enhances our prospects for success.   Did our CEO’s potential cash severance pay exceed 5-times his annual pay? Did unvested equity pay lapse upon CEO termination? Did our company disclose specific performance target objectives for our CEO? Did our company only give long-term incentive pay to our CEO for above-median performance? In regard to our board our Chairman Donald Dillon, had 18-years long-tenure which usually detracts from director independence. Plus there were two CEOs on our executive pay committee which is like the fox and the hen house: Doyle Simons and Glenn Renwick (committee chairman). GMI said Fiserv had a higher accounting and governance risk than 95% of companies and a higher shareholder class action litigation risk than 97% of all rated companies. 13 16    2015 Proxy Statement Returning to the core topic of this proposal from the context of our clearly improvable corporate performance, please vote to protect shareholder value: Confidential Voting – Proposal 4” FISERV’S STATEMENT IN OPPOSITION Our shareholder communications and proxy solicitation methods are designed to foster an open dialogue with our shareholders, while allowing for confidentiality as desired. We believe that the proponent’s proposal would be detrimental to this dialogue and, therefore, is not in our or our shareholders’ best interests. Accordingly, you should vote “against” this proposal. We communicate with our shareholders and monitor the voting tally for a variety of lawful purposes that we believe are customary and beneficial to shareholders. For example, we may contact shareholders to urge them to submit their proxies to assure a quorum at a shareholder meeting, to ask if they have any questions about the upcoming shareholder meeting or our proxy statement disclosures, or to learn more about their decision-making processes. Preventing our board of directors and management from monitoring our shareholders’ participation in the voting process would hinder our ability to engage in beneficial communications with our shareholders at a time when greater, rather than less, shareholder engagement is important. In addition, we believe the proposal is unnecessary because a significant majority of our shareholders already vote confidentially or have the means to do so. The significant majority of our shares are held in street name through a broker, bank or other nominee and, as such, these shareholders already have the means to vote confidentially. For shares registered with our transfer agent, a shareholder may attain confidential voting by re-registering their shares in street name. Finally, we have an obligation to act in the best interests of our company and all of our shareholders. Our board of directors, elected by the shareholders, is charged with supporting management or shareholder proposals which it believes to be in the best interest of our shareholders. Likewise, our board of directors opposes proposals it believes to not be in the best interests of our shareholders. We can most efficiently advocate for or against proposals when we are aware of the voting tally results and are permitted to discuss them with our shareholders. Vote Required and Recommendation of the Board of Directors The number of votes cast “for” the proposal must exceed the number of votes cast “against” the proposal in order for it to be approved. Unless otherwise specified, the proxies solicited hereby will be voted against the shareholder proposal. The board of directors recommends that you vote AGAINST Proposal 4. 14 CORPORATE GOVERNANCE Director Independence Our board of directors has determined that Donald F. Dillon, Christopher M. Flink, Daniel P. Kearney, Dennis F. Lynch, Denis J. O’Leary, Glenn M. Renwick, Kim M. Robak, Doyle R. Simons and Thomas C. Wertheimer are “independent” within the meaning of NASDAQ Marketplace Rule 5605(a)(2). Mr. Yabuki is not independent because he is a current employee of Fiserv. Meetings and Attendance During our fiscal year ended December 31, 2013, our board of directors held four meetings. Each director attended at least 75% of the aggregate of the number of meetings of the board of directors and the number of meetings held by all committees of the board on which she or he served, in each case while the director was serving on our board of directors. Directors are expected to attend each annual meeting of shareholders. All of the directors serving on the board at the time of our 2013 annual meeting of shareholders attended the meeting. Our directors meet in executive session without management present at each regular meeting of the board of directors. Board Leadership On March 8, 2014, our board of directors appointed Mr. Kearney as the new Chairman of the board of directors effective when the term of our current Chairman, Mr. Dillon, as director ends at the 2014 annual meeting of shareholders. We separate the roles of chief executive officer and Chairman of the board to allow our leaders to focus on their respective responsibilities. Our chief executive officer is responsible for setting our strategic direction and providing day-to-day leadership. Our Chairman provides guidance to our chief executive officer, sets the agenda for board meetings and presides over meetings of the full board. Our board recognizes the time, effort and energy that our chief executive officer is required to devote to his position in the current business environment, as well as the commitment required to serve as our Chairman. Our board believes that having separate positions provides a clear delineation of responsibilities for each position and enhances the ability of each leader to discharge his duties effectively which, in turn, enhances our prospects for success. Committees of the Board of Directors Our board of directors has three standing committees: an audit committee; a compensation committee; and a nominating and corporate governance committee; an audit committee; and a compensation committee. The directors currently serving on these committees satisfy the independence requirements contained in the NASDAQ Marketplace Rules applicable to such committees, including the enhanced independence requirements for members of the audit committee and compensation committee. Each of these committees has the responsibilities set forth in written charters adopted by the board of directors. We make copies of each of these charters available free of charge on our website at http://investors.fiserv.com/investors.fiserv. com/documents.cfm. Other than the text of the charters, we are not including the information contained on or available through our website as a part of, or incorporating such information by reference into, this proxy statement. Nominating and Corporate Governance Committee Membership and Responsibilities The nominating and corporate governance committee assists the board of directors to identify and evaluate potential director nominees, and recommends qualified nominees to the board of directors for consideration by Audit Committee Mr. Wertheimer(Chair) Duties: Ms. Davis Mr. Flink Mr. O’Leary Number of Meetings held in 2014:7 The audit committee’s primary role is to provide independent review and oversight of our financial reporting processes and financial statements, system of internal controls, audit process and results of operations and financial condition. The audit committee is directly and solely responsible for the appointment, compensation, retention, termination and oversight of our independent registered public accounting firm. Each of the members of the audit committee is independent, as defined by applicable NASDAQ and Securities and Exchange Commission rules. The board of directors has determined that Ms. Davis and Messrs. O’Leary and Wertheimer are “audit committee financial experts,” as that term is used in Item 407(d)(5) of Regulation S-K. Compensation Committee Mr. Renwick(Chair) Mr. Lynch Mr. Simons Number of Meetings held in 2014:5 Duties: The compensation committee of the board of directors is responsible for overseeing executive officer compensation. The compensation committee’s responsibilities include: approval of executive officer compensation and benefits; administration of our equity incentive plans including compliance with executive stock ownership requirements; and approval of severance or similar termination payments to executive officers. Each of the members of the compensation committee is a non-employee director and “independent” as defined by applicable NASDAQ rules. Additional information regarding the compensation committee and our policies and procedures regarding executive compensation, including, among other matters, our use of compensation consultants and their role, and management’s role, in determining compensation, is provided below under the heading “Compensation Discussion and Analysis – Determining and Structuring Compensation – Determining Compensation.” Nominating and Corporate Governance Committee Ms. Robak(Chair) Duties: Mr. Flink Mr. O’Leary Number of Meetings held in 2014:6 The nominating and corporate governance committee assists the board of directors to identify and evaluate potential director nominees, and recommends qualified nominees to the board of directors for consideration by the shareholders. The nominating and corporate governance committee also oversees our corporate governance policies and practices. Each of the members of the nominating and corporate governance committee is independent as defined by applicable NASDAQ rules.   15 17    2015 Proxy Statement the shareholders. The nominating and corporate governance committee also oversees our corporate governance procedures and manages the board’s annual evaluation of the chief executive officer. The members of the nominating and corporate governance committee are currently Ms. Robak (Chairperson), Mr. Flink, Mr. Kearney and Mr. O’Leary, each of whom is independent. Mr. Kearney will no longer serve on the nominating and corporate governance committee when he becomes Chairman at the 2014 annual meeting of shareholders. The nominating and corporate governance committee held three meetings during 2013. Nominations of Directors The nominating and corporate governance committee recommends to the full board of directors the nominees to stand for election at our annual meeting of shareholders and to fill vacancies occurring on the board. In this regard, the nominating and corporate governance committee regularly assesses the appropriate size of the board of directors and whether any vacancies on the board of directors are expected due to retirement or otherwise. In the event that vacancies are anticipated or otherwise arise, the committee utilizes a variety of methods to identify and evaluate director candidates. Candidates may come to the attention of the committee through current directors, professional search firms, shareholders or other persons. The committee evaluates prospective nominees in the context of the then current constitution of the board of directors and considers all factors it considers appropriate, which include those set forth in our governance guidelines. Our governance guidelines provide that the members of our board of directors should have diverse backgrounds and skills. The diversity that the committee seeks includes diversity of education, professional experience as well as diversity of gender, race and national origin, in order that the board represents a broad set of skills and viewpoints. Other than as set forth in our governance guidelines, the committee does not have a formal policy with respect to diversity. The board of directors and the nominating and corporate governance committee believe the following minimum qualifications must be met by a director nominee to be recommended by the committee:   The nominating and corporate governance committee recommends to the full board of directors the nominees to stand for election at our annual meeting of shareholders and to fill vacancies occurring on the board. In this regard, the nominating and corporate governance committee regularly assesses the appropriate size of the board of directors and whether any vacancies on the board of directors are expected due to retirement or otherwise. In the event that vacancies are anticipated or otherwise arise, the committee utilizes a variety of methods to identify and evaluate director candidates. Candidates may come to the attention of the committee through current directors, professional search firms, shareholders or other persons. The committee evaluates prospective nominees in the context of the then current constitution of the board of directors and considers all factors it believes appropriate, which include those set forth in our governance guidelines. Our governance guidelines provide that the members of our board of directors should have diverse backgrounds with outstanding business experience, proven ability and significant accomplishments through other enterprises to enable the board of directors to represent a broad set of capabilities and viewpoints. Other than as set forth in our governance guidelines, the committee does not have a formal policy with respect to diversity. The board of directors and the nominating and corporate governance committee believe the following minimum qualifications must be met by a director nominee to be recommended by the committee: •  Each director must display the highest personal and professional ethics, integrity and values. •  Each director must have the ability to exercise sound business judgment. •  Each director must be highly accomplished in his or her respective field, with strong credentials and broad experience. •  Each director must have relevant expertise and experience and be able to offer advice and guidance to our chief executive officer based on that expertise and experience. •  Each director must be independent of any particular constituency, be able to represent all of our shareholders, and be committed to enhancing long-term shareholder value. •  Each director must have sufficient time available to devote to activities of the board of directors and to enhance his or her knowledge of our business.   Each director must have the ability to exercise sound business judgment. Each director must be highly accomplished in his or her respective field, with strong credentials and broad experience. Each director must have relevant expertise and experience and be able to offer advice and guidance to our chief executive officer based on that expertise and experience. Each director must be independent of any particular constituency, be able to represent all of our shareholders, and be committed to enhancing long-term shareholder value. Each director must have sufficient time available to devote to activities of the board of directors and to enhance his or her knowledge of our business. In addition, the nominating and corporate governance committee seeks to have at least one director who is an “audit committee financial expert” under Item 407(d)(5) of Regulation S-K under the Securities Exchange Act of 1934 (the “Exchange Act”), and we must have at least one director (who may also be an “audit committee financial expert”) who, in accordance with the NASDAQ Marketplace Rules, has past employment experience in finance or accounting, requisite professional certification in accounting or any other comparable experience or background which results in the individual’s financial sophistication, including being or having been a chief executive officer, chief financial officer or other senior officer with financial oversight responsibilities. In making recommendations to the board of directors, the nominating and corporate governance committee examines each director nominee on a case-by-case basis regardless of who recommended the nominee. The committee will consider shareholder-recommended director nominees in accordance with the foregoing and other criteria set forth in our governance guidelines and the Nominating and Corporate Governance Committee Charter. Recommendations for consideration by the committee must be submitted in writing to the chairman of the board and/or president and the chairman of the nominating and corporate governance committee together with appropriate biographical information concerning each proposed nominee. The committee does not evaluate shareholder nominees differently than any other nominee. Pursuant to the procedures set forth in our by-laws, shareholders may also nominate individuals to serve as directors if our corporate Secretary receives timely written notice, in proper form, of the intent to make a nomination at a meeting of shareholders. To be in proper form, the notice must, among other matters: list the name and residence address of the person or persons to be nominated; include each nominee’s   16 18    2015 Proxy Statement In making recommendations to the board of directors, the nominating and corporate governance committee examines each director nominee on a case-by-case basis regardless of who recommended the nominee. The committee will consider persons recommended by shareholders to become nominees for election as directors in accordance with the foregoing and other criteria set forth in our governance guidelines and the Nominating and Corporate Governance Committee Charter. The committee does not evaluate shareholder nominees differently than any other nominee. Pursuant to procedures set forth in our by-laws, our nominating and corporate governance committee will consider shareholder nominations for directors if our corporate Secretary receives timely written notice, in proper form, of the intent to make a nomination at a meeting of shareholders. To be in proper form, the notice must, among other matters: list the name and residence address of the person or persons to be nominated; include each nominee’s written consent to be named in our proxy statement and to serve as a director if elected; describe all arrangements or understandings between the nominating shareholder and each nominee, including any understanding with any person as to how such nominee, if elected, will act or vote on any issue or question and all direct and indirect compensation and any other material monetary arrangements during the past three years between the nominating shareholder and its affiliates and each nominee and his or her affiliates; describe information about the nominating shareholder and each nominee; and contain such other information regarding each nominee proposed by such shareholder and any such beneficial owner as would be required to be disclosed in solicitations of proxies for a contested election of directors, or would be otherwise required to be disclosed, in each case pursuant to Section 14 of the Exchange Act. To be timely, the notice must be received by the applicable deadline set forth in our by-laws. The detailed requirements for nominations are set forth in our by-laws, which were attached as an exhibit to our Current Report on Form 8-K filed with the Securities and Exchange Commission on May 24, 2012. A copy of our by-laws will be provided upon written request to our corporate Secretary. Additional requirements regarding shareholder proposals, including director nominations, are described below under the heading “Shareholder Proposals for the 2015 Annual Meeting. written consent to be named in our proxy statement and to serve as a director if elected; describe all arrangements or understandings between the nominating shareholder and each nominee, including any understanding with any person as to how such nominee, if elected, will act or vote on any issue or question and all direct and indirect compensation and any other material monetary arrangements during the past three years between the nominating shareholder and its affiliates and each nominee and his or her affiliates; describe information about the nominating shareholder and each nominee; and contain such other information regarding each nominee proposed by such shareholder and any such beneficial owner as would be required to be disclosed in solicitations of proxies for a contested election of directors, or would be otherwise required to be disclosed, in each case pursuant to Section 14 of the Exchange Act. To be timely, the notice must be received by the applicable deadline set forth in our by-laws. The detailed requirements for nominations are set forth in our by-laws, which were attached as an exhibit to our Current Report on Form 8-K filed with the Securities and Exchange Commission on May 24, 2012. A copy of our by-laws will be provided upon written request to our corporate Secretary. Additional requirements regarding shareholder proposals, including director nominations, are described below under the heading “Other Matters – Shareholder Proposals for the 2016 Annual Meeting.” Audit Committee Membership and Responsibilities The audit committee’s primary role is to provide independent review and oversight of our financial reporting processes and financial statements, system of internal controls, audit process and results of operations and financial condition. In doing so, it is the responsibility of the audit committee to provide an open avenue of communication between the board of directors, management, our internal audit function and our independent auditor. The audit committee is directly and solely responsible for the appointment, compensation, retention, termination and oversight of our independent auditor. The members of the audit committee are Mr. Wertheimer (Chairman), Mr. Kearney and Mr. O’Leary, each of whom is independent as defined by applicable NASDAQ and Securities and Exchange Commission rules. The board of directors has determined that all three of the members of the audit committee are “audit committee financial experts,” as that term is used in Item 407(d)(5) of Regulation S-K. Mr. Kearney will no longer serve on the audit committee when he becomes Chairman at the 2014 annual meeting of shareholders. The board of directors has appointed Mr. Flink to serve on the audit committee effective at the 2014 annual meeting of shareholders. The audit committee held seven meetings during 2013. Audit Committee Report In accordance with its written charter, the audit committee provides independent review and oversight of the accounting and financial reporting processes and financial statements of Fiserv, Inc., the system of internal controls that management and the board of directors have established, the audit process and the results of operations of Fiserv, Inc. and its financial condition. Management has the responsibility for preparing the company’s financial statements, and Deloitte & Touche LLP (“Deloitte”), the company’s independent registered public accounting firm, has the responsibility for examining those statements. Risk Oversight Our management is responsible for managing risk, and our board of directors is responsible for overseeing management. To discharge this responsibility, the board seeks to be informed about the risks facing the company so that it may evaluate actual and potential risks and understand how management is addressing such risks. To this end, the board, as a whole and at the committee level, regularly receives reports from management about risks faced by the company. For example, the board of directors regularly receives reports directly from our chief executive officer about, among other matters, developments in our industry so that the board may evaluate the competitive risks faced by the company. In addition, our chief financial officer, at each meeting of the board, presents information regarding our financial performance and condition in an effort to understand financial risks faced by the company. As discussed above, the positions of chief executive officer and Chairman are held by different individuals. We believe a separate Chairman position enhances the effectiveness of our board’s risk oversight function by providing leadership to the board that is independent from those tasked with managing the risk profile of our company. The committees of the board also play a critical role in the board’s ability to collect and assess information. The audit committee’s charter charges it with a variety of risk-related oversight duties, including: •  coordinating the board’s oversight of our significant internal controls and disclosure controls and procedures; •  administering our code of business conduct and ethics; •  reviewing legal and regulatory matters that could have a material impact on the financial statements; •  considering and approving related party transactions; and •  establishing procedures for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls or auditing matters. At each of its quarterly meetings, the audit committee receives reports from our chief audit executive regarding significant audit findings during the quarter and management’s responses thereto. In addition, the committee regularly receives reports from our chief compliance officer and chief risk officer. Our chief risk officer leads our enterprise risk and resilience group which operates Fiserv’s enterprise risk management program. The program encompasses our business continuity planning, incident management, risk assessment, operational regulatory compliance, insurance and information security across all Fiserv businesses and support functions. Our compensation committee regularly receives reports about our compensation programs and policies to enable it to oversee management’s administration of compensation-related risks. The nominating and corporate governance committee also works closely with our chief legal officer and the members of the board to seek to manage risks associated with director and executive officer succession, the independence of the directors, conflicts of interest and other corporate governance related matters.   17 19    2015 Proxy Statement The audit committee has reviewed and discussed with management and Deloitte the audited financial statements of Fiserv, Inc. for the fiscal year ended December 31, 2013. The audit committee has also discussed with Deloitte the matters required to be discussed under Public Company Accounting Oversight Board standards. The audit committee has received the written disclosures and letter from Deloitte required by the Public Company Accounting Oversight Board regarding the independent registered public accounting firm’s communications with the audit committee concerning independence, and has discussed with Deloitte its independence. The audit committee also discussed with management, the internal auditors and Deloitte the quality and adequacy of the internal controls and internal audit organization, responsibilities, budget and staffing of Fiserv, Inc. The audit committee reviewed with both Deloitte and the internal auditors their respective audit plans, audit scope and identification of audit risks. Based on the above-mentioned reviews and discussions, the audit committee recommended to the board of directors that the audited financial statements of Fiserv, Inc. be included in its Annual Report on Form 10-K for 2013, for filing with the Securities and Exchange Commission. Thomas C. Wertheimer, Chairman Daniel P. Kearney Denis J. O’Leary Compensation Committee The compensation committee of the board of directors is responsible for overseeing executive officer compensation. The members of the compensation committee are currently Mr. Renwick (Chairman), Mr. Lynch and Mr. Simons, each of whom is a non-employee director and “independent” as defined by applicable NASDAQ Marketplace Rules. The compensation committee operates under a written charter that identifies its responsibilities which include: approval of executive officer compensation; approval of compensation programs and benefit plans in which our executive officers participate; review of compensation-related risk; administration of our equity incentive plans including compliance with executive share ownership requirements; approval of severance or similar termination payments to executive officers; and oversight of regulatory compliance with respect to compensation matters. The compensation committee held five meetings during 2013. Additional information regarding the compensation committee and our policies and procedures regarding executive compensation, including, among other matters, our use of compensation consultants and management’s role in determining compensation, is provided below under the heading “Compensation Discussion and Analysis – Determining Compensation.” Risk Oversight Our management is responsible for managing risks, and our board of directors is responsible for overseeing management. To discharge this responsibility, the board seeks to be informed about the risks facing the company so that it may evaluate actual and potential risks and understand how management is managing such risks. To this end, the board, as a whole and at the committee level, regularly receives reports from management about risks faced by the company. For example, the board of directors regularly receives reports directly from our chief executive officer about, among other matters, developments in our industry so that the board may evaluate the competitive risks faced by the company. In addition, our chief financial officer, at each meeting of the board, presents information regarding our financial performance and condition in an effort to understand financial risks faced by the company. As discussed above, the positions of chief executive officer and Chairman are held by different individuals. We believe a separate Chairman position enhances the effectiveness of our board’s risk oversight function by providing leadership to the board that is independent from those tasked with managing the risk profile of our company. The committees of the board also play a critical role in the board’s ability to collect and assess information. The audit committee’s charter charges it with a variety of risk-related oversight duties, including: (i) coordinating the board’s oversight of our significant internal controls and disclosure controls and procedures; (ii) administering Communications with the Board of Directors Shareholders may communicate with our board of directors or individual directors by submitting communications in writing to us at 255 Fiserv Drive, Brookfield, Wisconsin 53045, Attention: Lynn S. McCreary, Chief Legal Officer and Secretary. Communications will be delivered directly to our board of directors or individual directors, as applicable. Review, Approval or Ratification of Transactions with Related Persons A related person transaction is one that would require disclosure under Item 404(a) of Regulation S-K under the Exchange Act. Our board of directors has adopted a written policy that requires all related person transactions be reviewed and approved by: the audit committee of the board of directors; or, if the audit committee is not able to review the transaction for any reason (e.g., if a majority of its members are interested in a transaction), a majority of the disinterested members of the board; or, if the transaction involves the compensation of an executive officer or director, the compensation committee of the board of directors. The policy also provides that, at least annually, each ongoing, previously approved related person transaction is to be reviewed by the body that originally approved the transaction: to ensure that it is being pursued in accordance with all of the understandings and commitments made at the time that it was previously approved; to ensure that the commitments being made with respect to such transaction are appropriately reviewed and documented; and to affirm the continuing desirability of and need for the related person arrangement. The audit committee (or, as applicable, the board of directors or the compensation committee) will consider all relevant factors with respect to a proposed related person transaction, and will only approve such a transaction if the audit committee determines that the transaction is in our and our shareholders’ best interests or, if an alternate standard of review is imposed by applicable laws, statutes, governing documents or listing standards, if such alternate standard of review is satisfied.   18 20    2015 Proxy Statement our code of business conduct and ethics; (iii) reviewing legal and regulatory matters that could have a material impact on the financial statements; (iv) considering and approving related party transactions; and (v) establishing procedures for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls or auditing matters. At each of its quarterly meetings, the audit committee receives reports from our chief audit executive regarding significant audit findings during the quarter and management’s responses thereto. In addition, the committee regularly receives reports from our enterprise risk and resilience group, which is responsible for Fiserv’s enterprise risk management program that encompasses our business continuity planning, incident management, risk assessment, operational regulatory compliance, insurance and information security across all Fiserv businesses and support functions. In addition, our compensation committee regularly receives reports from our human resources department and our senior management about our compensation programs and policies to enable it to oversee management’s administration of compensation-related risks. The nominating and corporate governance committee also works closely with our general counsel and the members of the board to seek to manage risks associated with the independence of the directors, conflicts of interest and other corporate governance related matters. Communications with the Board of Directors Director Compensation Shareholders may communicate with our board of directors or individual directors by submitting communications in writing to us at 255 Fiserv Drive, Brookfield, Wisconsin 53045, Attention: Lynn S. McCreary, Executive Vice President, General Counsel and Secretary. Communications will be delivered directly to our board of directors or individual directors, as applicable. Review, Approval or Ratification of Transactions with Related Persons A related person transaction is a transaction in which we are proposed to be a participant and in which a related person, such as an executive officer or director, may have a direct or indirect material interest. Our board of directors has adopted a written policy that requires all related person transactions be reviewed and approved by: the audit committee of the board of directors; or, if the audit committee is not able to review the transaction for any reason (e.g., if a majority of its members are interested in a transaction), a majority of the disinterested members of the board; or, if the transaction involves the compensation of an executive officer or director, the compensation committee of the board of directors. The policy also provides that, at least annually, each ongoing, previously approved related person transaction is to be reviewed by the body that originally approved the transaction: to ensure that it is being pursued in accordance with all of the understandings and commitments made at the time that it was previously approved; to ensure that the commitments being made with respect to such transaction are appropriately reviewed and documented; and to affirm the continuing desirability of and need for the related person arrangement. The audit committee (or, as applicable, the board of directors or the compensation committee) will consider all relevant factors with respect to a proposed related person transaction, and will only approve such a transaction if the audit committee determines that the transaction is in our and our shareholders’ best interests or, if an alternate standard of review is imposed by applicable laws, statutes, governing documents or listing standards, if such alternate standard of review is satisfied. Section 16(a) Beneficial Ownership Reporting Compliance Section 16 of the Exchange Act requires our directors and executive officers and persons who own more than ten percent of a registered class of our equity securities to file with the Securities and Exchange Commission initial reports of ownership and reports of changes in ownership of our common stock and other equity securities. These Section 16 reporting persons are required by Securities and Exchange Commission regulations to furnish us with copies of all Section 16 forms they file. To our knowledge, based solely on a review of the copies of such reports furnished to us and written representations from Section 16 reporting persons, we believe that, during our fiscal year ended December 31, 2013, all Section 16 reporting persons complied with all applicable filing requirements. Objectives for Director Compensation Quality non-employee directors are critical to our success. We believe that the two primary duties of non-employee directors are to effectively represent the long-term interests of our shareholders and to provide guidance to management. As such, our compensation program for non-employee directors is designed to meet several key objectives: — Adequately compensate directors for their responsibilities and time commitments and for the personal liabilities and risks that they face as directors of a public company — Attract the highest caliber non-employee directors by offering a compensation program consistent with those at companies of similar size, complexity and business character — Align the interests of directors with our shareholders by providing a significant portion of compensation in equity and requiring directors to own our stock — Provide compensation that is simple and transparent to shareholders and reflects corporate governance best practices — Where possible, provide flexibility in form and timing of payments Elements of Director Compensation The compensation committee of the board of directors reviews non-employee director compensation every other year and considers our financial performance, general market conditions and non-employee director compensation at the peer group companies set forth below under “Compensation Discussion and Analysis – Structuring Compensation – Peer Group.” We believe that the following components of our director compensation program support the objectives above: — We provide cash compensation through retainers for board and committee service, as well as separate retainers to the chairpersons of our board committees. We do not provide board and committee meeting fees. Compensation in this manner simplifies the administration of our program and creates greater equality in rewarding service on committees of the board. The committee and committee chair retainers compensate directors for the additional responsibilities and time commitments involved with those positions. — To compensate the Chairman for his involvement in board and committee matters, he receives an annual cash retainer of $100,000. The Chairman also receives equity grants in the same manner as the other non-employee directors. — Non-employee directors receive grants of stock options and restricted stock units which vest 100% on the earlier of (i) the first anniversary of the grant date or (ii) immediately prior to the first annual meeting of shareholders following the grant date. — Our stock ownership policy requires non-employee directors to own shares of our common stock having a total value equal to six times the annual board retainer amount. — In order to provide greater flexibility in managing their compensation, we maintain a non-employee director deferred compensation plan. This plan allows directors to defer all or a part of their cash retainers until their service on the board ends. Funds in deferred accounts are invested in hypothetical shares of our common stock. We denominate these deferred payments in shares of our common stock to promote alignment between director compensation and the interest of our shareholders.   21    2015 Proxy Statement 19 — Non-employee directors may also defer receipt of the restricted stock units granted to them annually. Restricted stock units are hypothetical shares of our common stock that are settled in shares of common stock on a one-for-one basis upon vesting, subject to any deferral elections. Directors may defer receipt of shares issuable pursuant to the restricted stock units until their service on the board ends. Non-Employee Director Deferred Compensation Plan Under our non-employee director deferred compensation plan, each non-employee director may defer up to 100% of his or her cash fees. Based on his or her deferral election, the director is credited with a number of share units at the time he or she would have otherwise received the portion of the fees being deferred. Share units are equivalent to shares of our common stock except that share units have no voting rights. Upon cessation of service on the board, the director receives a share of our common stock for each share unit. Shares are received in a lump sum distribution, and any fractional share units are paid in cash. Share units credited to a director’s account are considered awards granted under the Amended and Restated Fiserv, Inc. 2007 Omnibus Incentive Plan (the “Incentive Plan”) and count against that plan’s share reserve. Stock Ownership Requirements Under our stock ownership policy, non-employee directors are required to accumulate and hold our common stock having a market value equal to at least six times the amount of the annual board retainer. Non-employee directors have five years after they become subject to the policy to meet the ownership requirements provided that interim ownership milestones are achieved during the five year period. All non-employee directors are in compliance with our stock ownership policy. Elements of Director Compensation Our non-employee director compensation program is summarized below: Element of Compensation Board Retainer $    60,000 Chairman’s Retainer(1) 100,000 Committee Retainer Audit 12,000 Compensation 10,000 Nominating and Corporate Governance 10,000 Committee Chair Retainer Audit 7,500 Compensation 7,500 Nominating and Corporate Governance 7,500 Equity Awards(2) Stock Options 70,000 Restricted Stock Units 70,000 (1)   The Chairman’s retainer includes, and is not in addition to, the standard board retainer. (2)   Upon being elected or continuing as a director at our annual meeting of shareholders, each non-employee director receives stock options and restricted stock units each having approximately $70,000 in value. 22    2015 Proxy Statement 2014 Director Compensation Name           Fees Earned or Paid in Cash ($)(1)           Stock Awards($)(2)           Option Awards($)(2)           Total ($)   Alison Davis(3)             18,000             35,885             35,890             89,775 Christopher M. Flink(4)     79,000     70,011     70,016     219,027 Daniel P. Kearney(5)     95,500     70,011     70,016     235,527 Dennis F. Lynch(6)     70,000     70,011     70,016     210,027 Denis J. O’Leary(7)     82,000     70,011     70,016     222,027 Glenn M. Renwick(8)     77,500     70,011     70,016     217,527 Kim M. Robak(9)     77,500     70,011     70,016     217,527 Doyle R. Simons(10)     70,000     70,011     70,016     210,027 Thomas C. Wertheimer(11)     79,500     70,011     70,016             219,527 Donald F. Dillon(12)     50,000     —     —     50,000 (1)   This column includes the following amounts deferred under our non-employee director deferred compensation plan, a non-qualified defined contribution plan: Mr. O’Leary ($82,000); Mr. Renwick ($77,500); Ms. Robak ($38,750); and Mr. Simons ($70,000). (2)   We granted each non-employee director, other than Ms. Davis, a number of restricted stock units determined by dividing $70,000 by $59.89, the closing price of our common stock on May 28, 2014, the date of the grant. Ms. Davis joined the board on November 18, 2014 and we granted her a pro rata number of restricted stock units based on the number of days between her date of election and the date of our next annual meeting of shareholders and using the closing price of our common stock on November 18, 2014, $70.50. Accordingly, each non-employee director, other than Ms. Davis, received 1,169 restricted stock units, and Ms. Davis received 509 restricted stock units. The restricted stock units vest 100% on the earlier of the first anniversary of the grant date or immediately prior to the first annual meeting of shareholders following the grant date. We granted each non-employee director, other than Ms. Davis, a number of stock options determined by dividing $70,000 by a binomial valuation of an option of one share of our common stock on May 28, 2014, the grant date. We granted Ms. Davis a pro rata number of stock options based on the number of days between the date of her election and the date of our next annual meeting of shareholders and using the binomial valuation of an option of one share of our common stock on November 18, 2014, the grant date. Accordingly, we granted an option to purchase 3,548 shares of our common stock at an exercise price of $59.89 to each non-employee director, other than Ms. Davis, and an option to purchase 1,545 shares of our common stock at an exercise price of $70.50 to Ms. Davis. The options vest 100% on the earlier of the first anniversary of the grant date or immediately prior to the first annual meeting of shareholders following the grant date. The dollar amount shown in the table is the grant date fair value of the award. Information about the assumptions that we used to determine the fair value of equity awards is set forth in our Annual Report on Form 10-K in Note 8 to our Consolidated Financial Statements for the year ended December 31, 2014. (3)   Ms. Davis’s cash compensation includes pro rata compensation for service on the board and audit committee during the fourth quarter of 2014. As of December 31, 2014, Ms. Davis held 1,545 options to purchase shares of our common stock, none of which were vested, and 509 restricted stock units. 23    2015 Proxy Statement (4)   Mr. Flink’s cash compensation reflects his service on the audit committee beginning in the second quarter of 2014. As of December 31, 2014, Mr. Flink held 10,900 options to purchase shares of our common stock, 7,352 of which were vested, and 1,169 restricted stock units. (5)   Mr. Kearney assumed the role of Chairman of the Board of Directors on May 28, 2014 and ceased serving on the audit and nominating and corporate governance committees as of that date. Accordingly, his cash compensation reflects his service before and after becoming Chairman. As of December 31, 2014, Mr. Kearney held 51,104 options to purchase shares of our common stock, 47,556 of which were vested, 1,169 restricted stock units, and 13,448 shares eligible for issuance pursuant to the non-employee director deferred compensation plan. (6)   As of December 31, 2014, Mr. Lynch held 12,974 options to purchase shares of our common stock, 9,426 of which were vested, and 1,169 restricted stock units. (7)   As of December 31, 2014, Mr. O’Leary held 42,402 options to purchase shares of our common stock, 38,854 of which were vested, 1,169 restricted stock units, and 14,347 shares eligible for issuance pursuant to the non-employee director deferred compensation plan. (8)     As of December 31, 2014, Mr. Renwick held 57,948 options to purchase shares of our common stock, 54,400 of which were vested, 1,169 restricted stock units, and 17,663 shares eligible for issuance pursuant to the non-employee director deferred compensation plan. (9)     As of December 31, 2014, Ms. Robak held 37,310 options to purchase shares of our common stock, 33,762 of which were vested, 1,169 restricted stock units, and 6,452 shares eligible for issuance pursuant to the non-employee director deferred compensation plan. (10)   As of December 31, 2014, Mr. Simons held 44,088 options to purchase shares of our common stock, 40,540 of which were vested, 1,169 restricted stock units, and 15,957 shares eligible for issuance pursuant to the non-employee director deferred compensation plan. (11)   As of December 31, 2014, Mr. Wertheimer held 44,968 options to purchase shares of our common stock, 41,420 of which were vested, and 1,169 restricted stock units. (12)   Mr. Dillon served as Chairman of the Board of Directors until May 28, 2014. As of December 31, 2014, Mr. Dillon held no options to purchase shares of our common stock or restricted stock units. 24    2015 Proxy Statement AUDIT FEESProposal 2. Advisory Vote to Approve Executive Compensation Independent Registered Public Accounting Firm and FeesBackground The following table presents the aggregate fees billed by Deloitte & Touche LLP and related entities (“Deloitte”) for services provided during 2012 and 2013. The 2013 fees were impacted by our acquisition of Open Solutions in early 2013. The audit committee has concluded that Deloitte’s provision of the audit and permitted non-audit services described below is compatible with Deloitte maintaining its independence.      2012      2013   Audit Fees    $ 2,035,000       $ 2,830,000    Audit-Related Fees      2,906,000         3,439,000    Tax Fees      566,000         669,000    All Other Fees      —           312,000                      Total    $ 5,507,000       $ 7,250,000                      Audit Fees. Audit feesWe are for professional services rendered by Deloitte in connection with the integrated audit of our annual consolidated financial statements, the review of financial statements included in our quarterly reports on Form 10-Q, and other statutory audits. Audit-Related Fees. Audit-related fees are for professional services rendered by Deloitte for service auditor reports. Tax Fees. Tax fees are for tax consultations and tax return preparation. All Other Fees. All other fees are for consulting services. Pre-Approval Policy The audit committee has established pre-approval policies and procedures that require audit committee approval of all audit and permitted non-audit servicesconducting a non-binding, advisory vote to be provided by its independent registered public accounting firm. In some cases, the audit committee pre-approves particular services, subject to certain monetary limits, after the audit committee is presented with a schedule describing the services to be approved. The audit committee’s pre-approval policies do not permit the delegation of the audit committee’s responsibilities to management. In 2013, the audit committee pre-approved all services provided by our independent registered public accounting firm. 20 COMPENSATION DISCUSSION AND ANALYSIS Overview The Compensation Discussion and Analysis portion of this proxy statement is designed to provide you with information regarding our executive compensation philosophy, how we determine and structure executive compensation, including the factors we consider in making compensation decisions, and our executive compensation policies. The Compensation Discussion and Analysis focuses onapprove the compensation of our named executive officers, as disclosed in this proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission, in accordance with Section 14A of the Exchange Act (commonly referred to as “Say-on-Pay”). Our shareholders previously expressed a preference that we hold Say-on-Pay votes on an annual basis, and our board of directors accordingly determined to hold Say-on-Pay votes every year until the next required advisory vote on the frequency of future Say-on-Pay votes. Proposed Resolution We encourage shareholders to review the Compensation Discussion and Analysis section of this proxy statement as well as the tabular and narrative disclosure under the heading “Executive Compensation.” Our compensation program for 2013, who were:named executive officers is designed to create long-term shareholder value by rewarding performance and includes the following key factors for 2014:   — We delivered strong results in 2014 highlighted by adjusted internal revenue growth of 4% and a 13% increase in adjusted earnings per share. We made progress in strategic areas that we believe will enhance our future results and continued to enhance our level of competitive differentiation through innovation and intergration. Adjusted internal revenue growth and adjusted earnings per share are non-GAAP financial measures. See Appendix A to this proxy statement for information regarding these measures and a reconciliation to the most directly comparable GAAP measures. — The base salaries of our named executive officers were below the 50th percentile of our peers. The total compensation of our chief executive officer was between the 50th and 60th percentile of our peers, and the total compensation of our other named executive officers was up to the 60th percentile of our peers. — We have: (i) a stock ownership policy, which requires our executive officers to maintain a substantial investment in Fiserv stock; (ii) a policy that prohibits executive officers from hedging or pledging our stock; and (iii) a compensation recoupment, or “clawback,” policy, all of which we believe align the interests of our named executive officers with those of our shareholders. — We provided compensation in the form of cash incentive awards based on achievement of annual performance goals and long-term equity compensation that promotes sustained financial and operating performance by delivering incremental value to executive officers to the extent our stock price increases over time. Specifically: — As a group, 80% of the compensation that we paid to our named executive officers was in the form of incentive awards, more than half of which was in the form of equity. — More than three-quarters of the aggregate equity awards granted to our named executive officers were in the form of options, which are inherently performance-based and have value only to the extent that the price of our stock increases. — We generally did not provide perquisites to our named executive officers in 2014. — In 2014, our compensation committee adopted a policy not to enter into new excise tax gross-up arrangements with executive officers. 25    2015 Proxy Statement The board endorses the compensation of our named executive officers and recommends that you vote in favor of the following resolution: RESOLVED, that the shareholders hereby approve, on an advisory basis, the compensation of the company’s named executive officers as disclosed in this proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including under the heading “Compensation Discussion and Analysis” and in the tabular and narrative disclosures under the heading “Executive Compensation.” Vote Required, Effect of Vote and Recommendation of the Board of Directors To approve, on an advisory basis, the compensation of our named executive officers as disclosed in this proxy statement, the number of votes cast “for” the proposal must exceed the number of votes cast “against” the proposal. Unless otherwise specified, the proxies solicited hereby will be voted in favor of this proposal. Because the vote is advisory, it will not be binding upon the board or the compensation committee, and neither the board nor the compensation committee will be required to take any action as a result of the outcome of the vote on this proposal. Although the outcome of this vote is advisory, the compensation committee will carefully consider the outcome of the vote when considering future executive compensation decisions to the extent it can determine the cause or causes of any significant negative voting results. The board of directors recommends that you vote in favor of Proposal 2. 26    2015 Proxy Statement Compensation Discussion and Analysis Executive Summary Named Executive Officer   Title Jeffery W. Yabuki W.Yabuki   President and Chief Executive Officer Thomas J. Hirsch   Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary Mark A. Ernst   Executive Vice President and Chief Operating Officer Rahul Gupta   Executive Vice President and Group President, Digital SolutionsBilling and Payments Group Byron C. Vielehr   Executive Vice President and Group President, Depository Institution Services Group Executive Summary Our Business Our mission is to provide integrated technology and services solutions to enable best-in-class results for our clients. We pursue this goal with a strategy focused on innovative product and service development, improved cost effectiveness of services, aggressive solicitation of new clients and disciplined capital deployment, including strategic acquisitions and divestitures. We face intense competition from domestic and international companies that are aggressive and well financed. Our industry is characterized by rapidly changing technology, evolving industry standards and frequent new product introductions. In order to implement our strategic plan, we need to assemble and maintain a leadership team with the integrity, skills and dedication to execute our initiatives. We believe that executive officer compensation can be used to help us meet these challenges by “paying for performance,” thereby aligning the interests of our executive officers with those of our shareholders. Executive Compensation Practices Our compensation program is designed to create value for our shareholders by rewarding performance and sustainable growth. The tables on the following page summarize our current compensation practices as well as those practices we have not implemented because we do not believe they advance the goals of our compensation program. Overview The Compensation Discussion and Analysis portion of this proxy statement is designed to provide you with information regarding our executive compensation philosophy, how we determine and structure executive compensation, including the factors we consider in making compensation decisions, and our executive compensation policies. The Compensation Discussion and Analysis focuses on the compensation of the executive officers identified above (our “named executive officers”). Our Business Our mission is to provide integrated technology and services solutions to enable best-in-class results for our clients. We pursue this goal with strategies focused on innovative product development, service quality, improved cost effectiveness, aggressive solicitation of new clients and disciplined capital deployment, including strategic acquisitions and divestitures. We face intense competition from domestic and international companies that are aggressive and well financed. Our industry is characterized by rapidly changing technology, evolving industry standards and frequent new product introductions. In order to implement our strategic plan, we need to assemble and maintain a leadership team with the integrity, skills and dedication to execute our initiatives. We believe that executive officer compensation can be used to help us achieve our objectives by “paying for performance,” thereby aligning the interests of our executive officers with those of our shareholders. 2014 Business Highlights We delivered strong results in 2014 highlighted by adjusted internal revenue growth of 4% and adjusted earnings per share of $3.37, a 13% increase over 2013. We made progress in strategic areas that we believe will enhance our future results and continued to enhance our level of competitive differentiation through innovation and integration. Executive officer compensation for 2014 was paid or awarded in the context of these results. Adjusted internal revenue growth and adjusted earnings per share are non-GAAP financial measures. See Appendix A to this proxy statement for information regarding these measures and a reconciliation to the most directly comparable GAAP measures. Executive Compensation Practices Our compensation program is designed to create long-term value for our shareholders by rewarding performance and sustainable growth. The table below summarizes our current compensation practices as well as those practices we have not implemented because we do not believe they advance the goals of our compensation program:   21 27    2015 Proxy Statement What We Do ü •    Consistent with Fiserv’s “pay for performance” philosophy, the    Our compensation committee strives to provide total compensation at a level comparable to the 50th percentile of our peers for median performance with an opportunity for 75th percentile compensation for superior performance. In 2013,2014, the total compensation of our chief executive officer was between the 50th and 75th60th percentile of our peers, and the total compensation of our other named executive officers who served forwas up to the full year was generally at or below the 50th percentile.60th percentile of our peers.   •ü    We provide cash incentive awards based on achievement of annual performance goals and equity compensation that promotes long-term financial and operating performance by delivering incremental value to executive officers to the extent our stock price increases over time. In 2013, more than 80% of the compensation that we paid to our named executive officers was in the form of incentive awards.   •ü    We have a stock ownership policy that requires our executive officers to acquire and maintain a significant amount of Fiserv equity.equity; and in 2015, we amended the terms of the equity awards granted to our executive officers to enable them to retain their awards following a qualified retirement, subject to compliance with ongoing obligations, which further aligns their long-term interests with those of our shareholders as they approach possible retirement.   •ü    We have a policy that restricts the number of shares that a namedprohibits our executive officer may sell.officers from hedging or pledging Fiserv stock.   •ü    We have a compensation recoupment, or “claw back,“clawback,” policy.      What We Don’t Do •X   In 2014, our compensation committee adopted a policy not to enter into new excise tax gross-up arrangements with executive officers. X   We don’t provide separate pension programs, a supplemental executive retirement plan or other post-retirement payments to our named executive officers.   •X   We generally don’t provide personal-benefit perquisites to our named executive officers as these do not directly contribute to enhancing shareholder value.officers. How Pay is Tied to Performance 2013 Business Highlights 28    2015 Proxy Statement 2014 Compensation Matters We did not increase the base salary of our chief executive officer in 2014. We paid him a cash incentive award equal to 129% of his target award because we exceeded his target adjusted earnings per share and adjusted internal revenue growth performance goals. In 2014, the value of equity compensation we granted to our chief executive officer as a percentage of his total compensation remained comparable with 2013 and was more than two times the cash compensation paid to him. We paid cash incentive awards to other named executive officers above target levels because, among other things, we exceeded their target adjusted earnings per share, adjusted internal revenue growth and consolidated net operating profit performance goals, as applicable. The other named executive officers received annual equity incentive awards in 2014 generally at or above target levels reflecting performance at or above target. Mr. Vielehr received an equity award upon joining Fiserv at the end of 2013 and therefore did not receive an annual equity incentive award in 2014. As a group, 80% of the compensation that we paid to our named executive officers was in the form of incentive awards, more than half of which was in the form of equity. In addition, more than three-quarters of the aggregate equity awards granted to our named executive officers were in the form of stock options, which are inherently performance-based and have value only to the extent that the price of our stock increases. Recent Developments In 2014, our board of directors adopted a policy that prohibits our directors and executive officers from hedging or pledging our stock, and our compensation committee adopted a policy not to enter into new excise tax gross-up arrangements with executive officers. In 2015, our executive officers executed amendments to their outstanding equity award agreements to revise the criteria for retirement and post-retirement treatment of such awards. Following a qualified retirement and subject to compliance with ongoing obligations, all unvested equity awards held by an executive officer will continue to vest on their original vesting schedule as if the executive officer had not ceased to be an employee, and vested stock options will remain exercisable until the earlier of five years following retirement or the original expiration date of the stock option. Prior to the modifications, all unvested options and a pro rata portion of restricted stock units granted to our executive officers would vest immediately upon retirement. The modifications apply to both previously granted awards and awards to be granted in the future. The compensation committee approved these changes to enable our executive officers to better align their long-term interests with those of our shareholders and to retain the potential value of their awards as they approach possible retirement. Determining and Structuring Compensation Compensation Philosophy and Objectives Our executive officers are critical to our long-term success; therefore, we need to be competitive with companies that require talent aligned to our product, technology and service roadmaps. We seek to pay our executive officers at levels that are competitive with other employers, both within and outside of our industry, to secure the best talent possible for all our stakeholders. Consistent with Fiserv’s “pay for performance” philosophy, the compensation committee strives to set executive officer compensation at a level that is comparable to the 50th percentile of our peers with an opportunity for 75th percentile compensation for superior performance. We also seek to structure our compensation plans in a manner that is understandable to our shareholders and that is consistent with good corporate governance practices. The goal of our executive compensation program is the same as our goal for operating our company: to create long-term value for our shareholders and clients. To this end, we design our compensation program to reward our executive officers for sustained financial and operating performance, to align their interests with those of our shareholders and to encourage them to remain with the company for long and productive careers. In 2013, we grew adjusted earnings per share by 18% and made strategic progress in areas that we believe will enhance our future financial results, including with respect to the integration of our Open Solutions acquisition and key products and services such as electronic bill payment, mobile banking and person-to-person payments. We also continued to enhance our level of competitive differentiation through innovation and integration. As discussed further in this Compensation Discussion and Analysis, executive officer compensation for 2013 was paid or awarded in the context of those results. 29    2015 Proxy Statement 2013 Compensation Matters We did not increase the base salary of our chief executive officer. He received a cash incentive award equal to 108% of his target award because his target adjusted earnings per share performance goal was exceeded. In 2013, the value of equity compensation granted to our chief executive officer as a percentage of his total compensation remained comparable with 2012 and was nearly two and a half times the cash compensation paid to him. We paid cash incentive awards to other named executive officers at or near target levels because we exceeded the target adjusted earnings per share performance goal, although adjusted internal revenue growth in 2013 was below target. The other named executive officers received annual equity incentive awards in 2013 generally above target levels reflecting the committee’s belief that their performance will continue to positively impact our future operating results at or above expected levels. Mr. Vielehr joined Fiserv in December 2013 and did not Determining Compensation The Compensation Committee’s Role The compensation committee of the board of directors is responsible for: — approving executive officer compensation — approving compensation programs and plans in which our executive officers participate — reviewing compensation-related risk — administering our equity incentive plans including compliance with executive stock ownership requirements — approving severance or similar termination payments to executive officers — overseeing regulatory compliance with respect to compensation matters With respect to executive officers, at the beginning of each year, the compensation committee sets base salaries, approves cash incentive awards for the prior year’s performance, approves equity incentive awards, and establishes the objective performance targets to be achieved for the upcoming year. Management’s Role Our chief executive officer makes recommendations to our compensation committee concerning the compensation of our other named executive officers. Our chief executive officer’s recommendations relate only to the compensation of our other named executive officers, although performance measures included in his recommendations may apply generally to all of our named executive officers. For example, when formulating recommendations to the compensation committee regarding the compensation of a group president, our chief executive officer considers, among other factors, the group’s revenue growth, net operating profit, strategic progress, talent development and market data. Our chief executive officer annually completes a self-appraisal of his performance. For 2014, his self-appraisal focused on strategic impact, growth, talent development, risk management and financial results. The appraisal, and the recommendations of the nominating and corporate governance committee, which administers the annual evaluation of the chief executive officer by the board, is considered by the committee in its annual review of our chief executive officer’s performance and compensation. Our chief executive officer does not attend the portion of any compensation committee meeting during which the committee deliberates on matters related specifically to his compensation. Consultant’s Role The committee consulted with Meridian Compensation Partners, LLC (“Meridian”) in 2014 regarding current equity compensation practices in the market. Management also obtained data regarding executive officer compensation pursuant to a standard data subscription with Towers Watson and Meridian in 2014. As further described herein, management used this data to make recommendations to the committee regarding compensation matters.   22 receive a cash incentive award for 2013 or an annual equity incentive award in 2013. Overall, equity incentive awards comprised more than 70% of the compensation paid to the named executive officers in 2013. As a group, more than 80% of the compensation that we paid to our named executive officers was in the form of incentive awards. In addition, more than half of the equity awards that we granted to our named executive officers were in the form of stock options, which are inherently performance-based and have value to the extent that the price of our stock increases. Compensation Philosophy and Objectives The goal of our executive compensation program is the same as our goal for operating our company: to create value for our clients and shareholders. To this end, we design our compensation program to reward our executive officers for sustained financial and operating performance and leadership excellence and to align their interests with those of our shareholders. This design is balanced by below median market compensation when company performance does not meet our goals. Our executive officers are critical to our long-term success; therefore, we need to be competitive not only in the products and services that we offer but also in the quality of our executive officers. Accordingly, we seek to pay our executive officers at levels that are competitive with other employers who compete with us for talent, both within and outside of our industry, to encourage our executive officers to remain with the company for long and productive careers. We compensate our executive officers in a manner that seeks to achieve one or more of our performance, alignment or retention objectives. We also seek to structure our compensation plans in a manner that is understandable to our shareholders and that is consistent with good corporate governance practices. Determining Compensation The Compensation Committee’s Role The compensation committee of the board of directors is responsible for overseeing executive officer compensation. Among other things, it approves executive officer compensation; approves compensation programs and plans in which our executive officers participate; reviews compensation-related risk; administers our equity incentive plans including compliance with executive share ownership requirements; approves severance or similar termination payments to executive officers; and oversees regulatory compliance with respect to compensation matters. With respect to executive officers, at the beginning of each year, the compensation committee sets base salaries, approves the cash and equity incentive awards, and establishes the objective performance targets to be achieved for the year. Consultants’ Role The committee did not engage or meet with a compensation consultant in 2013. Management obtained data regarding comparable executive officer compensation pursuant to a standard data subscription with Towers Watson in 2013. As further described herein, management used this data, among other things, to make recommendations to the committee regarding compensation matters. Management’s Role Our chief executive officer makes recommendations to our compensation committee concerning the compensation of our other named executive officers. Our chief executive officer’s recommendations relate only to the compensation of our other named executive officers, although performance measures included in his recommendations may apply generally to all of our named executive officers. Our chief executive officer does not attend the portion of any compensation committee meeting during which the committee deliberates or votes on matters related specifically to his compensation. When formulating recommendations to the compensation committee regarding the compensation of a group president, for example, our chief executive officer considers, among other matters, the group’s revenue growth and net operating profit as well as market and other available data. Our chief executive officer annually completes a self-appraisal of his performance. For 2013, his self- 23 appraisal focused on strategy, growth, leadership development, organizational objectives and risk. The appraisal, and the recommendations of the nominating and corporate governance committee, which administers the annual evaluation of the chief executive officer by the board, is considered by the committee in its annual review of our chief executive officer’s performance and compensation. Tally Sheets The compensation committee reviews executive officer compensation tally sheets each year. These summaries set forth the dollar amount of all components of each named executive officer’s compensation, including base salary, annual target cash incentive compensation, annual target equity incentive compensation, value of unvested equity, potential severance, and employer contributions to 401(k) savings plans, allowing the committee to see what an executive officer’s total compensation is and how a potential change to an element of our compensation program would affect an executive officer’s overall compensation. Shareholder Advisory Vote on Named Executive Officer Compensation At our 20132014 annual meeting, our shareholders approved, by approximately 95%96% of the votes cast, the compensation of our named executive officers as disclosed in our 20132014 proxy statement. The compensation committee considered the results of the 20132014 advisory vote at its meeting in February 2014 as one factor in evaluating our executive compensation program.2015. Because a substantial majority of our shareholders approved the compensation program described in the proxy statement for the 20132014 annual meeting, the compensation committee did not implement changes to our executive compensation program as a result of the shareholder advisory vote. The compensation committee will continue to consider the results of shareholder advisory votes about our named executive officer compensation. 30    2015 Proxy Statement Structuring Compensation Components of Compensation The elements of compensation that we provided to our named executive officers for 2014 were base salary, annual cash incentive awards and equity incentive awards. Type Elements Description Short-Term Compensation Base Salary Structuring Compensation— Fixed annual amount Components— Provides a level of Compensationincome security The elements— Used to determine pay-based incentives Annual Cash Incentive — Annual cash award based on achievement of compensationdefined performance metrics Long-Term Compensation Stock Options and Restricted Stock Units — Equity grants that we provided to our named executive officers for 2013 were base salary, annual cash incentive awards and equity incentive awards:vest over a period of several years   Type Elements Description Short-Term Compensation Base Salary •    Fixed annual amount •    Provides a level of income security •    Used to determine pay-based benefits and target annual incentive awards Annual Cash Incentive •    Annual cash award based on achievement of performance objectives Long-Term Compensation Stock Options and Restricted Stock Units •    Equity grants that vest over a period of several years Base Salary We provide base salary to compensate an executive officer for his or her regular work. When determining base salaries, the compensation committee considers:considers market data; company, business unit and individual performance; experience; internal pay equity; promotions;data, an executive officer’s scope of responsiblities, the market value of their experience, overall effectiveness, and, except in the case of the base salary of our chief executive officer, the recommendations of our chief executive officer. The committee may vary the amount of base salary for a number of reasons, including an executive officer’s position and responsibilities, our business needs, the tenure of an executive officer, individual performance, and an executive officer’s future potential.   24 Cash Incentive Award We believe it is important to provide annual cash incentives to motivate our executive officers to attain specific short-term performance objectives that, in turn, further our achievement of long-term objectives. We seek to offer cash awards in large enough proportion to base salary to ensure that a significant portion of each executive officer’s cash compensation is “at risk” and payable only upon the achievement of defined objectives. Our compensation committee annually determines the performance goals for and potential amounts of our cash incentive awards.				Equity Incentive Award We provide compensation to our named executive officers in the form of time-vesting stock options and restricted stock units. Stock options are inherently performance-based because they deliver compensation to an executive officer only to the extent our stock price increases over the term of the award. Restricted stock units are units that are settled in shares of common stock upon vesting. We believe restricted stock units serve as a strong reward and retention device, encouraging our executive officers to stay with the company until the restricted stock units vest. We believe that providing combined grants of stock options and restricted stock units effectively balances our objective of focusing our executive officers on delivering long-term value to our shareholders with our objective of providing value to executive officers. In addition, equity awards support our objective of aligning our executive officers’ interestinterests with those of our shareholders by tying the value of this component of compensation to changes in shareholder value. When making equity award decisions, we do not consider existing stockequity ownership levels because we do not want to discourage executive officers from holding significant amounts of our common stock. We also do not review “wealth accumulation” analysesrealized compensation from prior equity awards when making current compensation decisions. If the value of equity awards granted in prior years increases significantly in future years, we do not believe that this positive development should impact current compensation decisions.

Mix of Compensation Components

We believe that the mix of compensation that we pay helps us to achieve our compensation objectives.

We believe our peer group is comprised of companies comparable to ours based on our industry, company size and competition for managerial talent. In this regard, we include: companies that compete with us for managerial talent; companies that directly compete with us in our primary businesses; companies with similar business models in similar industries because they reflect the complexities inherent in managing an organization with multiple business lines and revenue sources; and other publicly traded business-to-business, service-based companies that are of similar size based primarily on annual revenue and market capitalization.

2014 Named Executive Officer Compensation

Base Salaries

In 2014, we increased the base salaries of Messrs. Gupta and Hirsch to recognize their performance and better align their base salary compensation with those holding comparable positions at peer companies. We did not increase the base salaries of our other named executive officers in 2014. We have not increased the base salary of our chief executive officer in the last nine years.

Cash Incentive Awards

2013 Named Executive Officer Compensation

Base Salaries

We have not increased the base salary of our chief executive officer in the last eight years, and we did not increase the base salaries of our other named executive officers in 2013.

Cash Incentive Awards

Certain Terminology

In this section of the proxy statement, we use a number of financial terms. Set forth below is a description of these terms:

26

Stock Splitthese measures.

In December 2013, we completed a two-for-one split of our common stock. Accordingly, all per share amounts are presented on a split-adjusted basis.

Messrs. Yabuki and Hirsch

The cash incentive payments to Messrs. Yabuki and Hirsch for 20132014 were based on adjusted earnings per share and adjusted internal revenue growth. We use adjusted earnings per share as a performance measure because we believe that there is a direct correlation between the increase in adjusted earnings per share and shareholder value. For 2013, we set the target adjusted earnings per share performance goal at $2.93, which represented a 15% increase over our 2012 adjusted earnings per share. We use adjusted internal revenue growth because we believe that the long-term value of our enterprise depends on our ability to grow revenue without regard forto acquisitions. For 2014, we set the target adjusted earnings per share performance goal at $3.31, which represented an 11% increase over our 2013 adjusted earnings per share. For 2014, we set the target adjusted internal revenue growth performance goal at 3.4%3.7% compared to adjusted internal revenue growth of 2%2.7% in 2012.2013. For 2013,2014, the threshold, target, maximum and actual amounts for Messrs. Yabuki and Hirsch were as follows:

Mr. Ernst

The cash incentive payment to Mr. Ernst for 20132014 was based on achievement of adjusted earnings per share, adjusted internal revenue growth and adjusted consolidated net operating profit. Similar to other named executive officers, these company-wide performance measures are designed to drive internal revenue growth and profitability. In addition, we considered adjusted consolidated net operating profit because we believe it is a key metric that Mr. Ernst can influence in his capacity ashas the ability to drive high quality revenue growth and effectively managing our Chief Operating Officer.costs through operational effectiveness programs. For 2013,2014, the threshold, target, maximum and actual amounts for Mr. Ernst were as follows:

Mr.Messrs. Gupta and Vielehr

The cash incentive payment to Mr.each of Messrs. Gupta and Vielehr for 20132014 was based on the achievement of adjusted earnings per share, adjusted internal revenue growth, adjusted consolidated net operating profit and group-level results (group net

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operating profit (20%) and group revenue (20%)). The committee consideredSimilar to other named executive officers, adjusted earnings per share, adjusted internal revenue growth and adjusted consolidated net operating profit because we are focused on profitably growing companydesigned to drive internal revenue growth and profitability, and Mr. Gupta and Mr. Vielehr had the ability to significantly impact those results as the president of our Digital Solutions group.Group and Depository Institution Services Group, respectively. Mr. Gupta served as president of our Digital Solutions Group for most of 2014 and in November 2014 assumed the role of president of our newly created Billing and Payments Group. The committee considered the group-level results because it believed they were most relevant to, and could be most directly influenced by Mr. Gupta.Messrs. Gupta and Vielehr. The adjusted earnings per share, adjusted internal revenue growth and adjusted consolidated net operating profit threshold, target and maximum goals for Mr.Messrs. Gupta and Vielehr were set at the same levels set forth above for our other named executive officers. With respect to group net operating profit and group revenue, we set the performance goal levels for each of Mr. Gupta and Mr. Vielehr such that we believed that it would be unlikely that the top end of the range would be achieved, but it would be reasonably likely that the target could be achieved. For 2013,2014, the threshold, target, maximum and actual results were as follows:

Mr. Vielehr

Performance Measure(weighting)				Threshold				Target				Maximum				Actual
Adjusted Earnings Per Share (10%)					$3.16				$3.31				$3.52 or more				$3.37
Adjusted Internal Revenue Growth (35%)					1.2%				3.7%				6.2% or more				4.3%
Consolidated Net Operating Profit (in millions) (15%)					$1,415				$1,465				$1,560				$1,475
Group-Level Results (40%)
Award as a Percentage of Base Salary
R. Gupta					55%				110%				220%				118%
B. Vielehr					55%				110%				220%				137%

Mr. Vielehr joined our company in December 2013 and was not eligible for a cash incentive award for 2013.

Equity Incentive Awards

The committee established threshold, target and maximum values of total equity awards comprised of stock options and restricted stock units, expressed as a percentage of base salary, which Messrs. Yabuki, Hirsch, Ernst and Gupta could receive. The target equity awards generally reflect the committee’s assessment of the level of an executive officer’s responsibilities within the company. On February 20, 2013,19, 2014, we granted equity awards to Messrs. Yabuki, Hirsch, Ernst and Gupta based on the committee’s judgment of each executive’s prospective performance including with respect to leadership,strategic impact, growth, talent development, risk management, financial results, and, other than with respect to his own awards, the recommendation of our chief executive officer. The mix of options and restricted stock units granted is determined by the committee based on the expressed preference of the executive officer which is considered in the context of the committee’s overall performanceassessment of the executive officer’s compensation. The equity mix awarded by the committee is consistent with our objective of emphasizing performance-based compensation and strategic alignmentaligning our executive officers’ economic interests with those of our shareholders.

For 2014, the compensation committee increased the target and maximum equity grantsawards available to executives serving in comparableMessrs. Hirsch, Ernst and Gupta to provide them with equity opportunities that are better aligned with the equity compensation available to individuals holding similar positions at our peer companies. The grant date fair value of the annual equity incentive awards, restricted stock units and options combined, as a percentage of base salary were as follows: