Xerox Retirement PlansTransition Document

Xerox Retirement PlansImportant News About a Change in Your Benefits Administrator

2 Xerox Retirement Plans – Change in Your Benefits Administrator November 2012

This notice is to inform you that your account in the Xerox Corporation Savings Plan (the “Salaried 401(k) Savings Plan”) or The Savings Plan of Xerox Corporation and the Xerographic Division, Rochester Regional Joint Board on Behalf of Itself and Other Regional Joint Boards (the “Union 401(k) Savings Plan”) (collectively, the “Savings Plans”) will change recordkeepers from Aon Hewitt (the “current recordkeeper”) to Xerox HR Services (the “new recordkeeper”) on January 1, 2013. Xerox HR Services is part of Xerox Services (formerly ACS).

As a result of this change, you will be temporarily unable to access your Savings Plan account or exercise certain rights otherwise available under the Savings Plans at this time. For example, during this period you will not be able to direct or diversify your current investments, change your contribution percentages, or obtain a loan, withdrawal or other distribution from your Savings Plan account. This period is called a “blackout period.” Whether or not you are planning retirement in the near future, we encourage you to carefully review the terms of this blackout period and consider how these temporary restrictions may affect your retirement planning, as well as your overall financial plan.

Your account will be restricted, as described below, beginning December 7, 2012 until 8:00 a.m. Eastern time, January 2, 2013.

December 7, 2012This is the last day until January 2, 2013 at 8:00 a.m. Eastern time that you may request paper-based transaction forms regarding your Savings Plan account. These transaction forms include those for primary residence loan requests, hardship withdrawals, rollover requests, and early loan payoff notices.

December 20, 2012This is the last day until January 2, 2013 at 8:00 a.m. Eastern time that you may submit paper-based transaction forms regarding your Savings Plan account. These transactions include primary residence loan requests, hardship withdrawals, rollover requests, loan payoffs, loan repayments, and beneficiary authorizations. These submissions must be received by the current recordkeeper (in good order) by 4:00 p.m. Eastern time on December 20, 2012.

December 28, 2012 at 4:00 p.m. Eastern TimeThis is the last day until January 2, 2013 at 8:00 a.m. Eastern time that you may submit online-based transaction requests regarding your Savings Plan account. These transactions include investment election changes, deferral percentage changes, in-kind distributions

from the Xerox Stock Fund, general purpose plan loan requests, lump sum distributions, in-service discretionary withdrawals, and beneficiary designations. These transaction requests must be received by the current recordkeeper by 4:00 p.m. Eastern time on December 28, 2012.

Please note that from December 28, 2012 at 4:00 p.m. Eastern time until January 2, 2013 at 8:00 a.m. Eastern time, you will be unable to direct or diversify any of the assets held in your Savings Plan account. For this reason, it is very important that you review and consider the appropriateness of your current investments in light of your inability to direct or diversify those investments during the blackout period. For your long-term retirement security, you should give careful consideration to the importance of a well-balanced and diversified investment portfolio, taking into account all your assets, income and investments.

You should be aware that there is a risk to holding substantial portions of your assets in the securities of any one company, as individual securities tend to have wider price swings, up and down, in short periods of time, than investments in diversified funds. Stocks that have wide price swings might have a large loss during the blackout period, and you would not be able to direct the sale of such stocks from your account during the blackout period.

For More InformationIf you have any questions concerning this notice, please contact the Xerox Benefits Center at 1-888-979-9961.

Status Of NoticeThis Notice is intended to constitute written notice pursuant to Section 101(i) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), which requires a plan administrator to provide advance notice of any period during which certain plan features or investment options will be temporarily suspended, limited or restricted for more than three consecutive business days. This summary communication does not modify, alter or in any way affect the official provisions of the Savings Plans. In case of any inconsistency with the Savings Plan documents or any omission or ambiguity in this Notice, the plan documents govern. Xerox reserves the right to suspend, reduce, or discontinue contributions to its plans at any time. It also may amend or terminate the Savings Plans and its other plans at any time.

November 5, 2012

Blackout Notice (pertaining to 401(k) plans) Important Notice Concerning Your Rights Under the Xerox Corporation Savings Plan and The Savings Plan of Xerox Corporation and the Xerographic Division, Rochester Regional Joint Board on Behalf of Itself and Other Regional Joint Boards due to Change in Recordkeeper.

November 2012 Xerox Retirement Plans – Change in Your Benefits Administrator 3

What’s Inside

3 A Message from Peter Dowd

4 Bringing the Work “In-House”

5 Key Dates

6 Accessing the Website and Call Center

7 Frequently Asked Questions and Answers

8 Resources

A Message from Peter Dowd

Dear Participant,

I’m pleased to announce some good news for our retirement plan participants.

Starting January 1, 2013, Xerox HR Services will be the benefits administrator (record-keeper) for our Xerox retirement plans (RIGP, the 401(k) Savings Plan and ESOP). We are transitioning administrative services—just as we did with our health and welfare benefits a few years ago—and bringing the work in-house. Xerox HR Services, part of Xerox Services (formerly ACS), does this type of work for Fortune 500 companies whose names are known worldwide.

You’ll have access to all of your retirement benefit information 24/7 on BenefitsWeb and over the phone via the Xerox Employee Service Center. If both of these sound familiar, it’s because they are. We use the same website and service center for our health and welfare benefits. Now you’ll only need to remember one website and one ID and passcode.

Please read this booklet carefully to find out everything you need to know about this change and how it affects you.

Sincerely,

Peter Dowd Vice President Compensation and Benefits

4 Xerox Retirement Plans – Change in Your Benefits Administrator November 2012

When Xerox acquired ACS in 2010, one of our goals was to take full advantage of ACS’s efficiencies and capabilities for our own internal services.

Xerox HR Services is already the benefits administrator for our health and welfare benefits, so it makes good business sense to add our retirement plans at this time.

What You Need to KnowIn order to complete the transition to Xerox HR Services, there will be a “blackout period” lasting just a few days. During this blackout, you will not have access to your retirement plan information while data gets transferred from Aon Hewitt to Xerox HR Services. The blackout will start on Friday, December 28, 2012, at 4:00 p.m. Eastern time and end on Wednesday, January 2, 2013, at 8:00 a.m. Eastern time.

Any disruption is inconvenient, but we’ve made every effort to minimize the impact by scheduling the blackout period over a weekend and holiday.

For a short period of time prior to the blackout period, you will not be able to perform certain transactions. This is known as the Transition Period. You can make changes at any time before the restrictions go into effect, or as soon as the blackout ends. See the Key Dates chart on page 5 for details.

Transition and Blackout Period • Transition Starts: 12/03/12 • Blackout Starts: 12/28/12 • Blackout Ends: 01/02/13

Once the blackout period ends, you will have full access to your account information through our new benefits administrator. You’ll be able to view your retirement benefits using BenefitsWeb at www.benefitsweb.com/xerox.html and/or speak to a representative at the Xerox Employee Service Center by calling 1.800.428.2203.

About BenefitsWebIf you participate in a Xerox-sponsored health plan, you are already familiar with BenefitsWeb. Tabbed sections will be added to the website to give you access to your retirement plan information. BenefitsWeb is personalized, which means you will see only the plans for which you’re eligible, and only the data that pertains to your account(s).

If you’re not already using BenefitsWeb, you’ll find it’s easy to navigate. Instructions for logging in can be found on page 6 of this booklet. You will not be able to use the ID and passcode that you currently use for Aon Hewitt’s Your Benefits Resources website (YBR) on BenefitsWeb.

Will anything happen to my money during the transition? No, nothing. Retirement plan data is being moved, not your money. The funds in your account(s) will remain invested and held in trust at State Street Bank, and will continue to be subject to investment gains and losses during the blackout period.

Questions?Please read this booklet thoroughly for information about the transition. Answers to frequently asked questions can be found on page 7 and on BenefitsWeb at www.benefitsweb.com/xerox.html starting on January 2, 2013 at 8:00 a.m. Eastern time.

If, after reading this booklet, you still have questions, you can contact the Xerox Benefits Center (XBC) at 1.888.979.9961 through December 31, 2012. Starting on January 2, 2013 you should contact the Xerox Employee Service Center (XESC) at 1.800.428.2203. Please note that XESC representatives will not be able to answer specific account questions until January 2, 2013, when the transition is complete.

Starting January 2, 2013BenefitsWeb: www.benefitsweb.com/xerox.html

Xerox Employee Service Center 1.800.428.2203 • 8:00 a.m. to 8:00 p.m. Eastern time Monday through Friday except holidays

Bringing the Work “In-House”

Starting on January 1, 2013, Xerox will have a new benefits administrator, website, and employee service call center for our retirement plans: the Xerox Retirement Income Guarantee Plans (RIGP)1, the Xerox 401(k) Savings Plans2, and the Xerox Employee Stock Ownership Plan (ESOP). Xerox HR Services (a division of Xerox formerly known as ACS) will be the new benefits administrator for our retirement plans.

1 The Xerox Corporation Retirement Income Guarantee Plan and the Retirement Income Guarantee Plan of Xerox Corporation and the Xerographic Division, Rochester Regional Joint Board on Behalf of Itself and Other Regional Joint Boards

2 The Xerox Corporation Savings Plan and The Savings Plan of Xerox Corporation and the Xerograph-ic Division, Rochester Regional Joint Board on Behalf of Itself and Other Regional Joint Boards

November 2012 Xerox Retirement Plans – Change in Your Benefits Administrator 5

Key Dates By Which Specific Transactions Must Be Completed This chart lists important deadlines and information.

Key Dates

Date Transaction AffectedDecember 3, 2012 Last day to request the reissue of distribution/

withdrawal/ESOP dividend checks whose date exceeds 179 days in the past.

December 3, 2012 Last day for those who received a distribution/withdrawal/ESOP dividend check in 2012 to report address changes to ensure 2012 tax forms are sent to the right address. Changes should be reported to the Xerox Employee Service Center at 1.800.428.2203.

December 7, 2012 Last day to request forms for: • Hardship withdrawals • Primary residence loans • Rollover Election Forms • Early Loan Payoff invoices

December 14, 2012 Last day to make a request through the Xerox Benefits Center or on Your Benefits Resources website to initiate commencement of your RIGP benefit.

December 20, 2012 Last day Rollover Election Forms and checks (from another qualified plan) can be received by Aon Hewitt.

December 20, 2012 Last day to request Aon Hewitt to reissue an outstanding check(s) that is less than 6 months old.

December 20, 2012 Last day checks can be received by Aon Hewitt for:• Manual loan repayments due to disability/

leave of absence• Manual loan repayments due

to delinquency• Manual loan repayment due to pending loan

foreclosure• Taxed loan payoffs• Early loan payoffs

December 20, 2012 Last day forms, supporting documentation and checks (if applicable) can be received by Aon Hewitt for: • Hardship withdrawals • Primary residence loans • Beneficiary designations

December 20, 2012 Last day for retirees to request new 401(k) installments or to modify an existing 401(k) installment.

December 21, 2012 Last day to request cash or in-kind (shares of stock) distributions from ESOP.

Date Transaction AffectedDecember 28, 2012 Last day in 2012:

• New participants can enroll in the 401(k)• To make investment election

changes/transfers • To make contribution rate

change/escalation • To request withdrawals and distributions• To request general-purpose loans

December 28, 2012 Last day participants will have access to Aon Hewitt’s Your Benefits Resources website for any reason. YBR will no longer be available to participants after 4:00 p.m. Eastern time on this date.

December 28, 2012 Final 2012 payroll contributions and loan payments post to your 401(k) account.

December 28, 2012 Last day distributions will be taxable in 2012.

December 28, 2012, 4:00 p.m. Eastern time

Blackout Period Begins

• Access to your information on Aon Hewitt’s Your Benefits Resources website ends. If there is any information you want to retain, please save it to your personal files or print a copy before this date and time.

• Even though access to Your Benefits Resources website will end, the Xerox Benefits Center representatives will still be available from 9:00 a.m. until 6:00 p.m. Eastern time on December 28, 2012, as well as on December 31, 2012, from 9:00 a.m. until 6:00 p.m. Eastern time.

Between December 28, 2012, 4:00 p.m. Eastern time and January 2, 2013, 8:00 a.m. Eastern time

Blackout Period

Blackout period during which participants’ accounts are transferred. You will have no access to your account information during this time. You will receive a quarterly statement from Aon Hewitt in January that reflects all 401(k) Savings Plan activity through December 28, 2012.

January 2, 2013, 8:00 a.m. Eastern time

Blackout Period Ends

Blackout period ends. All plan transactions resume. You can access your Xerox retirement plan information by: • Visiting BenefitsWeb at www.benefitsweb.com/

xerox.html • Calling the Xerox Employee Service Center at

1.800.428.2203.

6 Xerox Retirement Plans – Change in Your Benefits Administrator November 2012

Logging Into BenefitsWebStarting on January 2, 2013, BenefitsWeb will be your online connection to your retirement plan information, and it’s available 24 hours a day, seven days a week.

If you are eligible for and participate in RIGP, the 401(k) Plan, and/or ESOP, you’ll find a section with your account information on BenefitsWeb.

Go to https://www.benefitsweb.com/xerox.html

For returning users: If you already use BenefitsWeb to access your health and welfare benefits, your user ID and passcode will be the same as the one you use to view that information. On January 2, 2013, a new tabbed section or sections will appear with data on your retirement plan(s).

• Forgot your passcode? Click on the “Forgot your passcode?” link. You’ll see three choices.

1. Answer Challenge Questions—If you set up the challenge questions the first time you logged into BenefitsWeb, you can answer them and retrieve your passcode.

– If you haven’t set up your challenge questions, you can register for “Forgot your passcode,” then “Activate forgot your passcode” and submit the answers.

2. Email a Passcode Reminder—You can request an email reminder. If you don’t receive the email within 24 hours, please contact the Xerox Employee Service Center at 1.800.428.2203.

3. Mail a Passcode Reminder—A letter with your passcode will be mailed to your home in 7 to 10 days. (Be sure to enter your user ID on this screen if you choose this option.)

• Forgot your User ID and Passcode? Retrieve your passcode first, by clicking “Email a Passcode Reminder” as described in Choice #2 above. (Note that your user ID is not required for this step.) Once you have your passcode, click “Forgot your User ID” and follow the onscreen prompts.

• First time logging in? You’ll need a user ID and passcode to log in. – Your user ID has been set to your Social Security number. – Your passcode* has been set to your birth date in MMDDYY

format (e.g., if your birth date is March 1, 1967, your initial passcode is 030167).

– You will be asked to change both the first time you use them.

Calling the Xerox Employee Service CenterStarting on January 2, 2013, if you have questions about your retirement plan(s):

Dial 1.800.428.2203 between 8:00 a.m. and 8:00 p.m. Eastern time, Monday through Friday except holidays.

• First time calling? You’ll need a user ID and passcode. – Your user ID has been set to your Social Security number and

will not change. – Your passcode has been set to your birth date in MMDDYY

format (e.g., if your birth date is March 1, 1967, your initial passcode is 030167).

– You will be asked to change your passcode* the first time you use it.

*Important Information About Your Passcode Once you change your passcode, it will be the same for both

BenefitsWeb and the Employee Service Center, regardless of whether you originally changed your passcode on BenefitsWeb or using the Xerox Employee Service Center.

If you forget your passcode, click the “Forgot your passcode?” link at BenefitsWeb to be sent a reminder.

Actions You Can Take Using BenefitsWebDepending on which plan(s) you’re eligible for, here are some of the things you can do using the website:

Pension Plan 401(k) Savings Plan• Learn about the pension plan

• Use the Planning Tools to estimate your pension benefit

• Use the Comparison Calculation to estimate your total retirement income from all sources

• Review/update your beneficiaries

• Initiate your retirement process and pension benefit

• Click to chat with a representative

• Learn about the 401(k) plan

• Get fund information

• Change your contribution rate

• Change your investment elections

• Transfer funds

• Request a loan or withdrawal

• Access planning tools

• Link to Financial Engines for personalized retirement planning assistance

• Click to chat with a representative

Accessing the Website and Call Center

Before the TransitionPlease note that BenefitsWeb will not contain your 401(k) account history or fund history since that is not part of a transition of this nature. You won’t have any access to Aon Hewitt’s Your Benefits Resources (YBR) website after 4:00 p.m. Eastern time December 28, 2012. Therefore, if you want to retain a pre-blackout record of your 401(k) account/fund history for

reference, we recommend you copy the information from YBR and save it to a file on your computer or print a hard copy for future reference before the blackout starts. Your final balance shown on YBR will reflect the December 27, 2012 market close. You will see your December 28, 2012 balance on the fourth quarter 2012 statement that will be sent by Aon Hewitt in January.

November 2012 Xerox Retirement Plans – Change in Your Benefits Administrator 7

Questions AnswersWhat is a Blackout Period?

The blackout period is the time when account data is transferred from our current benefits administrator (Aon Hewitt) to our new benefits administrator (Xerox HR Services). You will not be able to access your account information until the blackout ends.

What is a Transition Period?

The term “Transition Period” is often used interchangeably with “Blackout Period,” however the transition period lasts a little longer than the blackout period. At the start of the transition, you will still have access to your account informa-tion, but there are some transactions that will be restricted. See the Key Dates chart on page 5 for details.

How long will it last? The transition period starts on December 3, 2012. The blackout period starts on December 28, 2012, at 4:00 p.m. Eastern time and ends on January 2, 2013 at 8:00 a.m. Eastern time. As soon as the blackout is over, you will have full access to your account information through Xerox HR Services.

What changes will I notice?

Beginning January 1, 2013, Xerox HR Services will become the new benefits administrator of your retirement accounts. You will no longer have access to Aon Hewitt’s Your Benefits Resources website (YBR) or the Xerox Benefits Center (XBC). Instead, you will view your account information by visiting https://www.benefitsweb.com/xerox.html or ask questions by calling the Xerox Employee Service Center at 1.800.428.2203.

What impact does the transition have on my account(s) right now?

There will be no changes in the way you access your accounts until the start of the transition and blackout period. Please see the Key Dates chart on page 5 for specific dates and information.

What happens to my money during the transition/blackout?

Nothing. Your money is not being transferred. We will be transferring account information (i.e., your records) from Aon Hewitt to Xerox HR Services. Your money will remain invested and held in trust at State Street Bank in the same investment options you selected prior to the blackout period.

Will I need a new ID and passcode, or will I continue to use my cur-rent ID and passcode?

The ID and passcode you use for Aon Hewitt’s Your Benefits Resources website and the Xerox Benefits Center will not work on the new systems. Please see page 6 for detailed instruction for accessing the new website and call center.

Questions AnswersWhat is the last date I can contact Aon Hewitt to complete account transactions?

You should review the Key Dates chart on page 5 for the various transactions and their deadlines.

Will I see my 401(k) account and fund history when I log on to BenefitsWeb?

No. BenefitsWeb will not contain your 401(k) account history or fund history since that is not part of a transition of this nature. Therefore, if you want to retain a pre-blackout record of your 401(k) account history for reference, we recommend you copy the information from YBR and save it to a file on your computer or print a hard copy for future reference before the blackout starts.

Your final balance shown on YBR will reflect the December 27, 2012, market close. You will see your December 28, 2012, balance on the fourth quarter 2012 statement that will be sent to you by Aon Hewitt in January.

Will my 401(k) Savings Plan investment options change?

No, this transition does not affect your 401(k) investment options.

What if I have an out-standing 401(k) loan?

Your outstanding loan balance(s) will be transferred to Xerox HR Services and your loan repayments will continue to be deducted from your paycheck.

Do I need to designate a beneficiary, or will my beneficiary designations carry over?

Beneficiary designation information will transfer to Xerox HR Services as part of the transition. If you have elections on file, no action is required. If you have not designated a beneficiary for your accounts, visit Aon Hewitt’s Your Benefits Resources website before December 28, 2012, or BenefitsWeb on or after January 2, 2013, to designate a beneficiary.

Did Aon Hewitt provide financial advice under the Plan? If so, will Xerox HR Services provide this service in the future?

No. Neither Aon Hewitt nor Xerox HR Services provide financial advice.

We get financial plan-ning services through Financial Engines now. Will that continue?

Yes, the 401(k) Savings Plans will continue to offer retirement planning help through Financial Engines for all plan participants. Financial Engines helps participants develop a personalized retirement saving and investment strategy.

Frequently Asked Questions and Answers

Continued…

Disclaimer

This communication is not intended to provide full information about Xerox’s U.S. retirement benefits plans. Please note that you may not be eligible for all of the benefits described in this communication. This is not an official plan document or a summary plan description. If any information included in this communication or any verbal representation conflicts in any way with the official plan document(s), the provisions of the plan document(s), as amended, will govern. Xerox and its subsidiaries reserve the right to amend the benefits described in this communication (and the plans and programs under which they are provided) in whole or in part or completely discontinue them at any time and nothing in this communication in any way limits that right.

©2012 Xerox Corporation. All rights reserved. Xerox® and Xerox and Design® are trademarks of Xerox Corporation in the United States and/or other countries. 10/12 BR3794

Questions AnswersWill I be able to compare my last Aon Hewitt quarterly 401(k) statement to my first Xerox HR Services quarterly statement?

Yes. The 401(k) Savings Plan statement you receive from Aon Hewitt for the fourth quarter of 2012 will show your closing balance as of December 28, 2012. Your first quarter 2013 state-ment from Xerox HR Services will show an opening balance as of the next business day, December 31, 2012. Starting on January 2, 2013, you can check your opening balance at any time by logging into BenefitsWeb.

Will my CBRA and TRA balance history be available on BenefitsWeb?

Yes. On January 2, 2013, the CBRA and TRA account balances shown on BenefitsWeb will be as of December 31, 2012. To see a prior-period balance, go to the Pension Tab of BenefitsWeb and select the Overview and Status page, and then click on the Account Activity link on the left.

Will I still be able to do RIGP projections on BenefitsWeb?

Yes. BenefitsWeb has a RIGP projection tool.

I am a retiree who currently receives installment payments from the 401(k) plan. Will I continue to receive those payments at the same time of the month as I do now?

Starting in 2013 all monthly installments will be made on the last business day of the month, so for the majority of retirees there will be no change. A letter will be mailed prior to the end of the year to those who currently do not receive their install-ments on the last business day of the month informing them of the change.

What do I do after the blackout ends?

If you want to access your retirement plan information, you’ll be able to do so by visiting BenefitsWeb at https://www.benefitsweb.com/xerox.html. If you have questions that aren’t addressed online, you can call the Xerox Employee Service Center at 1.800.428.2203.

Questions AnswersWhat do I do if I want to initiate the process of commencing my RIGP benefit after December 14, 2012?

Starting on January 2, 2013, you’ll be able to initiate the process of commencing your RIGP benefit by visiting https://www.benefitsweb.com/xerox.html. If you have questions at that time that aren’t addressed online, you can call the Xerox Employee Service Center at 1.800.428.2203.

What will happen to my Beneficiary Designation Form if I submit it after December 20, 2012?

Any forms received by Aon Hewitt after the cut-off dates listed in the Key Dates chart on page 5 will be forwarded to Xerox HR Services. Xerox HR Services will process Beneficiary Designation Forms beginning January 2, 2013.

What will happen to my Pension Authorization Forms if they are submitted to Aon Hewitt on or before December 31, 2012?

Aon Hewitt will approve and process Pension Authorization Forms through December 31, 2012. If forms are received and processed right before December 28, 2012, the payment will be made in 10 to 14 days; otherwise, the benefit payment information will be sent to Xerox HR Services for processing and payment will be made in January 2013.

What will happen to my Pension Authoriza-tion Forms if they are submitted to Aon Hewitt after December 31, 2012?

Aon Hewitt will forward the forms to Xerox HR Services for processing and payment.

On or after January 2, 2013, please visit BenefitsWeb at https://www.benefitsweb.com/xerox.html for additional frequently asked questions and answers, or contact the Xerox Employee Service Center at 1.800.428.2203 if you have questions about the transition.

Resources

Before the Transition

You can access your retirement benefits information by visiting Aon Hewitt’s Your Benefits Resources website at http://resources.hewitt.com/xerox. You can also speak with a Xerox Benefits Center representative at 1.888.979.9961, 9:00 a.m. to 6:00 p.m. Eastern time, Monday through Friday, except on holidays.

After the Transition

You can access your retirement benefits information 24 hours a day, seven days a week by visiting BenefitsWeb at https://www.benefitsweb.com/xerox.html.

You can also speak with a Xerox Employee Service Center representative at 1.800.428.2203, 8:00 a.m. to 8:00 p.m. Eastern time, Monday through Friday, except on holidays. For TDD communication services for the hearing impaired, call 1.800.833.8334.

Frequently Asked Questions and Answers