(The news featured
below is a selection from the news covered in Federal Securities Law Reporter,
which is distributed to subscribers of Federal
Securities Law Reporter.)
Commission Seeks Injunctive Relief in Options Case
The SEC filed a civil injunctive action against the former
chief executive officer and chairman of Engineered Support Systems, Inc., and
the CEO's son, a former member of Engineered Support's compensation committee.
As alleged, the two individuals participated in a fraudulent scheme in which
they granted undisclosed in-the-money stock options to themselves and to other
Engineered Support officers, employees and directors.
According to the complaint, Engineered Support employees
and directors received approximately $20 million in unauthorized and undisclosed
compensation as a result of the backdating, $16 million of which was received by
top executives and directors. The Commission claimed that the CEO personally
profited from the backdating scheme by more than $8.9 million.
Linda Thomsen, director of the Commission's Division of
Enforcement, said that "our actions today demonstrate that the Commission
will aggressively pursue individuals who are alleged to have engaged in
fraudulent stock option granting practices to secretly enhance their own
compensation." Merri Jo Gillette, director of the Commission's Chicago
regional office, added that "truthful disclosure of executive compensation
is an important issue for shareholders, and concealing compensation and
misleading shareholders in order to obtain approval for stock option plans will
not be tolerated."
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