Andrew Gelb
About Andrew Gelb
Executive Vice President and Head of the Financial Institutions Group (“Financial Solutions” segment) at Fiserv. Appointed sole Head of the Financial Institutions Group on August 25, 2025, after serving as Co-Head earlier in 2025 and leads the Financial Solutions segment, which Fiserv describes as representing approximately $10B in revenue and encompassing card issuing/processing, core banking, and the Star/Accel networks . Previously EVP at First Data (joined 2014) and a nearly two-decade career at Citi, including MD/Head of North America Treasury & Trade Solutions; MBA from Cornell (Johnson) and BA from Oberlin . Company-level 2024 incentive performance metrics were adjusted revenue and adjusted operating income (50%/50%), with payout at 101.9% of target based on actuals vs targets . Pay-versus-performance disclosures show 2024 FI TSR value of a $100 investment at $178 vs peer index $174; net income $3,131mm; adjusted revenue for incentive compensation $19,123mm .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Fiserv | Head, Financial Institutions Group (became sole Head) | 2025–present | Leads FI/Financial Solutions segment; scope spans issuing, core, and networks (Star/Accel) |
| Fiserv | EVP, Co-Head of Financial Solutions | 2025 | Co-led Financial Solutions segment before becoming sole Head |
| Fiserv | EVP, Head of Issuer Solutions | 2019–2025 | Led issuer processing within Financial Solutions |
| First Data | EVP, Head of Network & Security Solutions | 2018–2019 | Led networks and security solutions pre-merge |
| First Data | EVP, Head of Global Financial Solutions | 2016–2018 | Led GFS segment at First Data |
| Citi | MD, Head of North America Treasury & Trade Solutions | 2012–2014 | Ran NA TTS; prior roles included EMEA S&FS Head and other leadership posts |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Scenic Hudson (non-profit) | Board member (Assistant Treasurer) | Current | Environmental stewardship in NY’s Hudson Valley; community leadership profile |
Fixed Compensation
- Not disclosed in the 2025 Proxy Statement’s Summary Compensation Table (Gelb was not a named executive officer for 2024). Company discloses base salary philosophy and that only the Chief Legal Officer’s base was increased in 2024; no broad base salary raises noted for other NEOs .
Performance Compensation
Company framework for senior executives (as disclosed for 2024 NEOs):
- Annual cash incentive metrics and payout (company-wide construct used for NEOs):
| Metric (weight) | Threshold | Target | Maximum | Actual | Payout vs Target |
|---|---|---|---|---|---|
| Adjusted Revenue for Incentive Compensation (50%) | $18,900mm | $19,400mm | $19,900mm or more | $19,123mm | 101.9% for total plan |
| Adjusted Operating Income (50%) | $7,200mm | $7,450mm | $7,725mm or more | $7,537mm | 101.9% for total plan |
| Notes | Annual incentive awards for 2024 were paid entirely in equity in 2025 (RSUs/PSUs), except 100% RSUs for Bisignano and Chiarello |
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Long-term incentives (PSUs/RSUs) for NEOs: PSUs vest based on three-year goals in relative TSR, organic revenue growth, and adjusted EPS, with 0%–200% payout range; RSUs vest ratably over three years .
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Pay-versus-performance context (company level):
| Year | PEO SCT Total ($) | PEO Comp Actually Paid ($) | Avg NEO SCT Total ($) | Avg NEO Comp Actually Paid ($) | FI TSR ($100 base) | Peer TSR ($100 base) | Net Income (mm) | Adjusted Revenue for Incentive Comp (mm) |
|---|---|---|---|---|---|---|---|---|
| 2024 | 23,774,483 | 70,732,230 | 6,100,529 | 16,739,889 | 178 | 174 | 3,131 | 19,123 |
| 2023 | 27,943,757 | 59,853,233 | 7,602,539 | 11,007,287 | 115 | 133 | 3,068 | 18,039 |
| 2022 | 17,822,560 | 21,329,135 | 5,038,732 | 5,802,524 | 87 | 119 | 2,530 | 16,732 |
| 2021 | 20,385,208 | 10,747,601 | 7,859,651 | 6,677,144 | 90 | 133 | 1,334 | 15,354 |
| 2020 | 12,193,925 | 2,858,361 | 4,191,368 | 1,232,786 | 98 | 98 | 958 | 13,902 |
Equity Ownership & Alignment
- Beneficial ownership and derivatives (as of initial Section 16 filing):
| Security | Amount | Notes |
|---|---|---|
| Common Stock | 31,037 | Includes unvested RSUs; directly held |
| Unvested RSUs (included above) | 18,738 | Partial schedule disclosed below |
| Stock Options (exercisable/unexercisable) | 7,539 | Employee stock option, exercise price $112.87, expires 2/26/2030 |
- RSU vesting schedule detail (partial from Form 3 Explanation of Responses):
| Award type | Vesting detail | Dates |
|---|---|---|
| RSUs | 4,642 units vest | 2/22/2026 |
| RSUs | 3,353 units vest each | 2/21/2026 and 2/21/2027 |
| RSUs | 7,390 units | “will vest in increments of …” (truncated in filing excerpt) |
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Insider trading activity: No Form 4 filings found for FI in 2024–2025 YTD, suggesting no reported open-market sales or purchases by Gelb in that period [ListDocuments returned 0 Form 4s for 2024–2025 window] (0 documents) [—].
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Alignment policies:
- Stock ownership guidelines: CEO 12x salary; NEOs 4x salary; company prohibits hedging and pledging by NEOs .
- Clawback policy: Complies with SEC/NYSE rules; board retains broader recoupment rights (misconduct, law/code violations, restrictive covenant breaches). Shareholder proposal in 2025 sought to expand triggers to “conduct or negligence”; board recommended against, citing existing policy breadth .
Employment Terms
- Role changes: On August 25, 2025, FI determined John Gibbons would transition to Senior Advisor and that Andrew Gelb (previously Co-Head) would assume the role of Head of the Financial Institutions Group as of that date .
- Termination/Change-of-Control framework (company policy context as disclosed for NEOs):
- Equity treatment assumptions include treatment of PSUs upon qualifying CoC separation and death/disability; for most NEO PSUs, post-CoC vesting is based on actual completed-year performance plus 150% of target for uncompleted years; RSUs/options valued at year-end price in severance tables; some PEO-specific deviations noted .
- Clawback and restrictive covenants: Company maintains an enhanced clawback policy beyond SEC minimums, allowing recoupment across compensation forms and circumstances (e.g., restatement, code/law violations) .
Compensation Structure Analysis
- Mix shifts and vehicles:
- Annual incentives for 2024 performance were paid entirely in equity in 2025 (RSUs/PSUs), increasing long-term alignment; for two NEOs, 100% RSUs reflecting role-specific considerations .
- Peer benchmarking and target setting:
- Compensation peer group includes networks, payments, software/services, and financials names such as Visa, Mastercard, PayPal, Global Payments, ADP, Salesforce, S&P Global, etc.; targets were set above prior-year levels and constructed to be achievable at target but unlikely at maximum .
- Say-on-pay and feedback:
- Say-on-pay support ~91% in 2024; board cited this as validation of 2023 enhancements; no significant 2024 structural changes .
Equity Ownership & Alignment Details (Policies)
| Topic | Company practice |
|---|---|
| Ownership guidelines | CEO 12x salary; NEOs 4x salary |
| Hedging/Pledging | Prohibited for NEOs |
| Clawback | SEC/NYSE compliant and broader discretionary recoupment policy |
Performance & Track Record
- Segment leadership scope: Leads Financial Solutions (one of Fiserv’s two main segments) covering issuing, core banking, and networks; Fiserv describes the segment as “approximately $10B in revenue,” indicating significant P&L scale and operational leverage opportunity .
- Company results context for 2024 incentive plan: Actual adjusted revenue for incentive compensation of $19,123mm and adjusted operating income of $7,537mm yielded 101.9% of annual incentive target . Company TSR outperformed its peer index in 2024 (FI $178 vs Peer $174 on a $100 base) .
Expertise & Qualifications
- Education: MBA, Cornell Johnson; BA, Oberlin .
- Domain expertise: Payments, issuer processing, networks, core banking; prior leadership spanning global transaction banking, securities/fund services, and treasury/trade solutions at Citi .
Employment Timeline Markers
| Event | Date | Source |
|---|---|---|
| Initial Section 16 filing; title EVP, Co-Head of Financial Solutions | 05/14/2025 event date | |
| Appointed Head, Financial Institutions Group (became sole Head) | 08/25/2025 |
Investment Implications
- Alignment and incentives: Equity-heavy incentive design (2024 bonuses paid entirely in equity) and multi-year PSU metrics (relative TSR, organic revenue growth, adjusted EPS) tie realized value to long-term performance; corporate policies prohibit hedging/pledging for NEOs and impose robust clawback provisions, supporting alignment and downside risk for misconduct or restatements .
- Retention and supply overhang: Form 3 indicates 18,738 unvested RSUs with disclosed vest dates in 2026 and 2027; coupled with an option expiring in 2030 at $112.87 strike, this suggests ongoing retention hooks and potential periodic liquidity windows as tranches vest. No Form 4s observed in 2024–2025 YTD reduces near-term insider selling signal noise, but upcoming 2026–2027 vest dates could add incremental supply depending on personal tax/portfolio choices and ownership guidelines [—].
- Execution risk and scope: As leader of a ~$10B-revenue segment spanning issuer, core, and networks, outcomes in Financial Solutions are a key lever for FI’s organic revenue and AOI targets that drive incentive payouts; investors should track segment-specific KPIs and progress against company incentive metrics (adjusted revenue and AOI) given their 50/50 weighting in the annual plan .
- Governance backdrop: Strong 2024 say-on-pay support (91%) and clear ownership/clawback policies reduce governance overhang; 2025 shareholder push to broaden clawback triggers underscores external scrutiny, but board asserts current policy exceeds SEC/NYSE minima .
Notes and sources:
- Role transition to Head of Financial Institutions Group: 8-K dated Aug 29, 2025 .
- Company leadership bio, segment scope, education: Fiserv leadership page .
- Scenic Hudson board role: .
- Form 3 beneficial ownership, RSUs, options, title: Filed May 16, 2025 (event 05/14/2025) .
- Annual incentive metrics/payout and LTIP design; thresholds/targets/actuals: 2025 Proxy .
- Pay-versus-performance table values (TSR, net income, adjusted revenue): 2025 Proxy .
- Ownership guidelines, hedging/pledging, clawback: 2025 Proxy .
- Peer group and comp philosophy: 2025 Proxy .
- No Form 4s 2024–2025 YTD: Document search result returned 0 for FI Form 4 [—].