0001657020-15-000003.txt : 20151109 0001657020-15-000003.hdr.sgml : 20151109 20151105180736 ACCESSION NUMBER: 0001657020-15-000003 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151028 FILED AS OF DATE: 20151105 DATE AS OF CHANGE: 20151105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MONEYGRAM INTERNATIONAL INC CENTRAL INDEX KEY: 0001273931 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 161690064 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149997640 MAIL ADDRESS: STREET 1: 2828 N. HARWOOD STREET, 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stoneham John D CENTRAL INDEX KEY: 0001657020 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31950 FILM NUMBER: 151201949 MAIL ADDRESS: STREET 1: 2828 NORTH HARWOOD STREET STREET 2: 15TH FLOOR CITY: DALLAS STATE: TX ZIP: 75201 3 1 wf-form3_144676484659303.xml FORM 3 X0206 3 2015-10-28 0 0001273931 MONEYGRAM INTERNATIONAL INC MGI 0001657020 Stoneham John D 2828 NORTH HARWOOD STREET 15TH FLOOR DALLAS TX 75201 0 1 0 0 VP and Corporate Controller Common Stock 105 D Common Stock 409 D Common Stock 317 D Common Stock 316 D Common Stock 9104 D Stock Option (right to buy) 13.64 2023-01-02 Common Stock 1907.0 D Stock Option (right to buy) 16.48 2023-02-26 Common Stock 1598.0 D Stock Option (right to buy) 20.08 2024-02-24 Common Stock 1308.0 D Represents the number of shares of common stock issuable upon vesting of 409 time-based RSUs that were granted on February 26, 2013, which vest on the third anniversary of the grant date. Represents the number of shares of common stock issuable upon vesting of the remaining 317 time-based RSUs that were granted on February 24, 2014, which vest on the second and third anniversary of the grant date. Represents the target number of shares of common stock eligible to be issued upon vesting of 316 performance-based RSUs that were granted on February 24, 2014. Up to 100% of the performance-based RSUs vest upon achieving certain revenue targets from "self-service" transactions for the three years ending Dec. 31, 2016. The performance-based RSUs are subject to a threshold requirement for a minimum amount of "self-service" revenue. Represents the number of shares of common stock issuable upon vesting of 4,552 time-based RSUs and the target number of shares of common stock eligible to be issued upon vesting of 4,552 performance-based RSUs that were granted on February 25, 2015. The time-based RSUs vest in 3 equal installments on each anniversary of the grant date. The performance-based RSUs vest in three equal installments on each anniversary of the grant date if certain performance goals are achieved, with up to 50% of the performance-based RSUs vesting over such three year period if a target level of Adjusted EBITDA is achieved for the year ended December 31, 2015 and up to 50% of the performance-based RSUs vesting over such three year period if a target level of self-service revenue is achieved for the year ended December 31, 2015. No performance-based RSUs will vest unless the threshold level of Adjusted EBITDA is achieved. Non-qualified stock option granted pursuant to the MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Stock Option Agreement dated January 2, 2013. Options vest in four equal installments over four years on each anniversary of the grant date. Non-qualified stock option granted pursuant to the MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Stock Option Agreement dated February 26, 2013. Non-qualified stock option granted pursuant to the MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended, pursuant to a Stock Option Agreement dated February 24, 2014. Options vest in three equal installments over three years on each anniversary of the grant date. Corinna Ulrich, attorney-in-fact 2015-11-05 EX-24 2 a10-28x2015poajstoneham.htm POWER OF ATTORNEY

POWER OF ATTORNEY
      I, John D. Stoneham, do hereby appoint Francis Aaron Henry and Corinna Ulrich, as my true and lawful attorneys-in-fact (each an "Attorney-in-Fact" and, collectively, the "Attorneys-in-Fact"), each, individually or jointly, with full power of substitution and resubstitution, to have full power and authority to act in my name, place and stead and on my behalf to:
1)    execute and deliver for and on behalf of me, in my capacity as one or more of an officer, director, or significant stockholder of MoneyGram International, Inc. or any of its subsidiaries (collectively, the "Company"), reports, schedules, or other filings with respect to the reporting of ownership of or transactions in securities of the Company required to be made under the Securities Exchange Act of 1934, as amended (the "Exchange Act") or the Securities Act of 1933, as amended (the "Securities Act"), and the rules thereunder, including without limitation, Schedules 13D and 13G, Forms 3, 4 and 5 and Form 144 and any amendments, corrections, supplements or other changes thereto;
2)    do and perform any and all acts for and on behalf of me that such Attorney-in-Fact (in his or her sole discretion) determines may be necessary or desirable to complete and execute any such reports, schedules or other filings and timely file same with the U.S. Securities and Exchange Commission and any stock exchange or other authority; and
3)    take any other action of any type whatsoever in connection with the foregoing which, in the sole opinion of such Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required by me, it being understood that the documents executed by such Attorney-in-Fact on behalf of me pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such Attorney-in-Fact may approve in his or her sole discretion.
      I hereby ratify and confirm all that the Attorneys-in-Fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  I acknowledge that the Attorneys-in-Fact, in serving in such capacity at my request, are not assuming, nor is the Company assuming, (i) any of my responsibilities to comply with the requirements of the Exchange Act or the Securities Act or any liability for my failure to comply with such requirements, or (ii) any obligation or liability I incur for profit disgorgement under Section 16(b) of the Exchange Act.  I further acknowledge that this Power of Attorney does not relieve me from responsibility for compliance with my obligations under the Exchange Act or the Securities Act.
      This Power of Attorney shall remain in full force and effect until I am no longer subject to Sections13 and 16 of the Exchange Act and Rule 144 of the Securities Act with respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the Attorneys-in-Fact.

IN WITNESS WHEREOF, I have executed this Power of Attorney as of October 28, 2015.

Signature:    /s/ John D. Stoneham
Name:    John D. Stoneham