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^*

Thompson Christopher A

(Last)

(First)

(Middle)

VANTIV, INC.

8500 GOVERNORS HILL DRIVE

(Street)

CINCINNATI

45249

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2014

3. Issuer Name and Ticker or Trading Symbol
Vantiv, Inc. [ VNTV ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Controller and CAO

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)
Class A Common Stock	34,348	D

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)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,538	⁽²⁾	D
Restricted Stock Units 2014	⁽³⁾	⁽³⁾	Class A Common Stock	1,063	⁽²⁾	D
Restricted Stock Units Mid-Year 2014	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	7,335	⁽²⁾	D
Employee Stock Option (right to buy)	⁽⁵⁾	02/27/2023	Class A Common Stock	12,676	$21.95	D
Employee Stock Option (right to buy)	⁽⁶⁾	02/18/2024	Class A Common Stock	7,276	$31.02	D

Explanation of Responses:

1. The restricted stock units vest in three equal annual installments beginning February 27, 2015.

2. Each restricted stock unit represents a contingent right to receive one share of Vantiv, Inc. Class A common stock.

3. The restricted stock units vest in four equal annual installments beginning February 18, 2015.

4. Half of the restricted stock units vest on July 29, 2016, with the balance vesting in two equal annual installments beginning July 29, 2017.

5. The option became exercisable as to 3,169 shares on February 27,2014, and becomes exercisable as to the remaining 9,507 shares in three equal annual installments beginning February 27, 2015.

6. The options vest in four equal annual installments beginning February 18, 2015.

Remarks:

	Luke Frutkin, Attorney-in-fact for Christopher A Thompson	08/05/2014
	** 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.