SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

McCarthy Barry C

(Last)

(First)

(Middle)

C/O FIRST DATA CORPORATION

225 LIBERTY STREET, 29TH FLOOR

(Street)

NEW YORK

10281

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/15/2015

3. Issuer Name and Ticker or Trading Symbol
FIRST DATA CORP [ FDC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Class A Common Stock	224,513⁽²⁾	⁽¹⁾	D
Stock Options (right to buy)	⁽³⁾	01/30/2018	Class B Common Stock⁽¹⁾	53,386	$9.49	D
Stock Options (right to buy)	⁽³⁾	03/11/2018	Class B Common Stock⁽¹⁾	28,472	$9.49	D
Stock Options (right to buy)	⁽³⁾	09/23/2019	Class B Common Stock⁽¹⁾	26,693	$9.49	D
Stock Options (right to buy)	⁽³⁾	05/12/2020	Class B Common Stock⁽¹⁾	26,693	$9.49	D
Stock Options (right to buy)	⁽³⁾	03/18/2021	Class B Common Stock⁽¹⁾	27,615	$9.49	D
Stock Options (right to buy)	⁽³⁾	03/08/2022	Class B Common Stock⁽¹⁾	29,527	$9.49	D
Stock Options (right to buy)	⁽⁴⁾	07/20/2023	Class B Common Stock⁽¹⁾	40,675	$11.07	D
Stock Options (right to buy)	⁽⁵⁾	02/10/2024	Class B Common Stock⁽¹⁾	21,750	$12.65	D
Stock Options (right to buy)	⁽⁶⁾	01/14/2025	Class B Common Stock⁽¹⁾	36,469	$14.23	D

Explanation of Responses:

1. Shares of Class B common stock ("Class B Common Stock") of First Data Corporation (the "Issuer") are convertible into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis at any time at the option of the holder with the prior written consent of the Issuer, automatically upon transfer, with certain exceptions, and upon certain other events.

2. Includes 159,963 shares of restricted Class B Common Stock, including 20,337 of which will vest upon the expiration of the 180-day lock-up period in connection with the Issuer's initial public offering, 52,297 of which will vest on March 15, 2016, 32,625 of which will vest on January 1, 2017 and 54,704 of which (i) 20% will vest upon the expiration of the 180-day lock-up period in connection with the Issuer's initial public offering, (ii) 40% will vest on January 1, 2017 and (iii) 40% will vest on January 1, 2018, subject to continued employment through the applicable vesting dates.

3. These stock options are fully vested and exercisable.

4. These stock options vest in equal annual installments on each of the first three anniversaries of March 1, 2013, subject to continued employment through each applicable vesting date.

5. These stock options vest in equal annual installments on each of the first three anniversaries of January 1, 2014, subject to continued employment through each applicable vesting date.

6. These stock options vest in equal annual installments on each of the first three anniversaries of January 1, 2015, subject to continued employment through each applicable vesting date.

Remarks:

Title - Executive Vice President, Head of Network & Security Solutions Exhibit 24 - Power of Attorney

	By: /s/ Gretchen A. Herron, attorney-in-fact	10/15/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.