Updated from 9:28 a.m. EDT to add GE response.As I look for signs of life among shareholder rights activists, it appears some are continuing the struggle to hold management's feet to the fire. Amid all the headlines about General Electric's ( GE) recent dividend cut, there was an almost unnoticed lawsuit by one shareholder who is taking CEO Jeff Immelt to task for saying in January that the dividend is sacred. Karen Christiansen filed a complaint with a U.S. District Court in New York seeking class action status for herself and others that she claims were defrauded by General Electric's management, in particular Immelt. In the complaint signed March 2, Christiansen states that she believes hundreds of thousands of investors were duped when they bought shares believing that the full dividend would be paid. She goes on to point out that Immelt and other GE insiders sold shares in GE at a price of $11.10 between the time Immelt gave his assurances about the dividend in January and the Feb. 27 announcement that the dividend would be reduced from 31 cents a share to 10 cents to save $9 billion. Christiansen bought 800 shares at $12.62 on Feb. 9 and the stock is now worth $10.41, having regained some ground it lost initially after the dividend cut. GE's official perspective is a little different, as you might imagine. A spokeswoman for the company sent me a note to point out that "in a February 6th press release announcing the quarterly dividend, Mr. Immelt clearly stated that 'the Board and I will continue to evaluate the Company's dividend level for the second half of 2009 in light of the growing uncertainty in the economy, including U.S. government actions, rising unemployment and the recent announcements by the rating agencies. Our fundamental priorities will remain keeping the Company safe and secure in the current environment and investing in attractive growth opportunities.' This was before the February 9th purchase by the individual you reference." So shareholders were warned. Things change. Deal with it. As for the sale of shares by Immelt and other executives in February, the spokeswoman pointed out that: "As indicated in the applicable SEC filings, Mr. Immelt and other executives had share awards vest in February 2009, which required the company to withhold a number of shares equal to the applicable tax liability. The tax withholding is an automatic plan feature over which none of the executives exercise any discretion. This required withholding is very different from an open market sale, which is what the complaint and article are incorrectly implying." Immelt & Co. are apparently victims of bad timing. In hindsight, it might have been a good idea to turn off the autopilot on those withholdings. Better yet, maybe the executives should have declined the share awards, all things considered.
The big issue here is not that GE cut the dividend for the first time since 1938 - it's the fact that Immelt said one thing and then backpedaled and did another. I can't blame Christiansen for being angry about that. She bought GE stock on the promise of the dividend and the company reneged. Immelt should never have made such a promise, even if he did later recant. Sadly, not much was made of Christiansen's complaint and nothing more has been said in the media since. Where's the outrage about shareholder abuse? Whether or not other shareholders join the class action suit, Christiansen's activism on their part should be applauded. Company officers need to know that they will be held accountable by stockholders. That is the right of ownership. Are you outraged about something? Let me know by clicking here to send an email to the editor.