The Ongoing Options Saga at Apple
Submitted by: Patrick McGurn, ISS' Executive Vice President and Special Counsel
What did you know? When did you know it? These are the key questions in most investigations of possible corporate improprieties.
In the case of grant timing at Apple Computer, the answers to these questions are not in dispute. Apple's painstakingly thorough post-mortem of the calendar-shredding stock option grant practices indicates that CEO Steve Jobs knew about, and on occasion even suggested, use of "favorable" dates.
At some firms caught up in the grant-timing morass, the disclosure of similar conclusions from an investigation has been followed by the placement of a cardboard box full of the CEO's stuff out on the curb in front of corporate headquarters. The Apple board slid Jobs a break, however, based upon its conclusion that he didn't "financially benefit from" the grants or "appreciate the accounting implications" of Apple's use of a stock option time machine. While the directors (fronted by former Vice President Al Gore who may appreciate the fine legal distinctions thanks to his front row seat at the White House during Monica-gate) reached these conclusions, it's possible that the SEC or another body will not. As such, Apple will remain under a dark cloud for the foreseeable future.
Left unanswered, of course, is the more obvious question: Did Jobs appreciate the ethical implications of his actions? If the Apple board or Jobs needs a character reference, it should take former Sun Microsystems CEO Scott McNealy off its list. A New Year's Day story in the San Jose Mercury News provided McNealy's recent take on the backdating controversy at a Stanford University Faculty Club dining room event. "They never taught me in school that you are supposed to put the date that you signed it,'" McNealy said. "It was kind of intuitively obvious to me that you didn't backdate." Sun hasn't been caught with a backdating problem.
What are your thoughts on the current options saga at Apple? Please let us know.
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