Thomas W. Warsop III

President, Chief Executive Officer, and Director at ACI WORLDWIDE

Board

Since June 1, 2023

Age

58 years

Education

Holds a bachelor’s degree in finance from Southern Methodist University.

Tenure

Joined ACI Worldwide as a Board member in June 2015, served as non-executive chairman in June 2022, and assumed the role of President, CEO, and Director on June 1, 2023.

Also at ACI WORLDWIDE

Abe Kuruvilla

Chief Technology and Operations Officer

Alessandro Silva

Chief Revenue Officer

DPB

Dennis P. Byrnes

Executive Vice President and General Counsel

About

Thomas W. Warsop III is a seasoned executive known for his strategic leadership in the financial services and technology sectors. He began his tenure at ACI Worldwide by joining the Board of Directors in June 2015 and further advanced his role by serving as non-executive chairman in June 2022 before transitioning to his current position as President, CEO, and Director on June 1, 2023.

Prior to his leadership role at ACI Worldwide, he held several high-profile positions, including CEO and Executive Chairman at One Call Care Management, CEO at Hananui, LLC, and leadership roles at York Risk Services Group, The Warranty Group, Inc., Fiserv, Inc., and Electronic Data Systems. His wide-ranging experience underscores a deep commitment to innovation, operational excellence, and international business insights.

Academically, Thomas has built a solid foundation by earning a bachelor’s degree in finance from Southern Methodist University, which has supported his extensive career in financial management and executive leadership. Notably, he is also recognized for his effective strategic contributions and his role on the board of Altus Group, further emphasizing his influence in the industry.

$ACIW Performance Under Thomas W. Warsop III

Past Roles

Organization /	Role /	Date Range /	Details /
ACI Worldwide	Non-Executive Chairman	June 2022 – June 2023	Served as Non-Executive Chairman prior to assuming current executive role
ACI Worldwide	Board Member	June 2015 – June 2023	Joined the Board before becoming President, CEO, and Director
One Call Care Management	Chief Executive Officer	February 2020 – May 2022	Led as CEO for a provider of ancillary services and cost containment solutions
One Call Care Management	Executive Chairman	May 2022 – December 2022	Served as Executive Chairman during transition
Hananui, LLC	Chief Executive Officer	Since January 2017	Provided strategic consulting services; role held before joining ACI Worldwide
York Risk Services Group	Executive Chairman	June 2017 – January 2020	Led a provider of integrated insurance and managed care solutions
The Warranty Group, Inc.	President and Chief Executive Officer	2012 – 2017	Managed operations for an insurance services provider
Fiserv, Inc.	Group President and various management positions	2007 – 2012	Oversaw technology solutions for the financial industry
Electronic Data Systems (EDS)	Various capacities (e.g., President of Business Process Outsourcing unit in Asia Pacific, Vice President in the United Kingdom, Vice President of Global Financial Services)	17 years (dates not specified)	Held multiple leadership roles at a global technology services company

External Roles

Organization	Role	Date Range	Details
Altus Group	Director	Current	Leading provider of asset and fund intelligence for commercial real estate

Fixed Compensation

Data from FY 2023

Component Name	Amount ($)	Payment Schedule	Additional Details
Interim CEO Salary	1,625,000	$325,000/month for 5 months (Jan 1 – May 31)	Total for Interim service
Full-Time CEO Salary	437,500	Pro-rated for 7 months (Jun 1 – Dec 31)	Based on $750,000 annual base rate
401(k) Contribution	5,000	Lump sum	Employer contribution
Long-Term Disability Insurance Premiums	864	Lump sum	Insurance premiums paid by the company
Other Compensation	224	Lump sum	Includes a small non-cash gift

Performance Compensation

Data from FY 2023

Short-Term Incentive Plan (STIP)

Metric	Threshold	Target	Maximum	Weight
Adjusted EBITDA	<92.1% attainment, $359.0M, 0% funding	100% attainment, $390.0M, 100% funding	105.1% attainment, $410.0M, 200% funding	40%
Revenue Net of Interchange Growth	<94.5% attainment, $978.0M, 0% funding	100% attainment, $1,035.0M, 100% funding	103.1% attainment, $1,067.0M, 200% funding	60%

Additional Modifiers: Critical incidents multiplier (up to +10% or -20%) and a possible 10% adjustment based on the CEO’s subjective performance evaluation.
Payout Details: Overall payout percentage reached 109.5% of target, with total bonus payout of 120.5% including multipliers; the award target was $439,726 and the actual payout was $529,870.
Note: The payout was pro-rated based on the transition to full-time CEO effective June 1, 2023.

Performance Share Units (PSUs)

Detail	Value
Grant Date	June 1, 2023
Performance Metrics	Revenue Net of Interchange Growth and Net Adjusted EBITDA Margin, with an rTSR multiplier over 3 years
Threshold Shares	19,056
Target Shares	38,112
Maximum Shares	76,224
Grant Date Fair Value	$908,209
Vesting Schedule	Vesting at end of a 3-year performance period

Long-Term Incentive (LTI) Target

Detail	Value
Total LTI Target	$4,000,000
Composition	65% PSUs ($2,600,000) and 35% RSUs ($1,400,000)
RSUs Vesting Schedule	Vest in 3 equal annual installments

Bonus for Interim CEO Service

Bonus Amount: $325,000
Basis: Discretionary cash bonus based on the Board’s evaluation of performance during interim service.
Vesting: Not subject to vesting as it is a one-time payment.
Note: No additional performance metrics or conditions provided.