Kla tencor option backdating
In addition, for each backdated grant the executive either presented the minutes to the other Stock Option Committee members for signature or stamped the minutes with a signature stamp the executive maintained bearing the other Stock Option Committee members’ signatures.” “Once the executive selected a backdated grant date and a corresponding exercise price, the executive informed Juniper’s stock administrator, who then entered the grants into Juniper’s stock option tracking software using the backdated date as the grant date. Schroeder as the man who “engineered a scheme” to backdate options routinely, the Securities and Exchange Commission on Wednesday filed civil fraud charges accusing him of rigging options for himself and other employees during the tech boom.“Even if you made that argument, at some point he received an explicit legal opinion that it was improper and nonetheless continued it.” The action against Schroeder came as the SEC closed the book against KLA-Tencor, the second-largest U. That contrasts with previous cases against Silicon Valley companies Brocade Communications Systems and Mercury Interactive, which faced fraud charges and agreed to pay million and million in penalties, respectively.As part of the settlement, KLA-Tencor did not admit or deny the accusations, but agreed to an order that bars it from violating federal securities laws.Schroeder’s attorney Weiss countered that the SEC “misunderstood or distorted the e-mail exchange” with Nichols, saying Schroeder’s “immediately involved and sought advice” from the chief financial officer, who also received the memo. Schroeder was led to believe that the general counsel’s concerns had been addressed,” Weiss said in an e-mail.Long after the Sarbanes-Oxley Act of 2002 crimped the ability of companies to price options retroactively, the SEC said, Schroeder backdated a grant to numerous employees in January 2005.In the wake of the scandal, KLA-Tencor fired Schroeder, canceled stock options he held and reversed charges for million in options and restricted stock.
As a founding member of a special stock-option committee empowered by the board in 1997 to approve option grants, Schroeder helped approve hundreds of mispriced options granted to top executives, high-performers and new hires.But that might not be the end of the legal troubles for former executives at KLA-Tencor, where co-founder Kenneth Levy, general counsel Stuart Nichols and director Jon Tompkins resigned as the scandal unfolded starting in May 2006.“Our investigation is ongoing,” said the SEC’s Fogel, who said he would not rule out charges against other former executives.For the time being, at least, the heat in the KLA-Tencor case is focused squarely on Schroeder, 61, who ascended to CEO and director during a 22-year career with the company.The SEC contends that Schroeder – knowingly or through “reckless” oversight – violated securities laws, misled auditors and signed off on inaccurate securities filings after becoming CEO in 1999.