Media coverage on the latest revelations concerning insider trading raises an interesting question. If you didn't mean to break the law, and if you didn't make a profit from the indiscretion, did you actually violate the trust of your stakeholders?This is the challenge facing the interpretation of the actions of former Advanced Micro Devices ( AMD) Chairman and Chief Executive Hector Ruiz. According to The Wall Street Journal, Ruiz shared confidential information about the chipmaker to one of the defendants in the ongoing criminal case involving AMD and hedge fund Galleon Group. It appears that this action served no purpose for Ruiz, and by all reports it may be that Ruiz is less lacking in integrity than lacking in judgment at the point where he shared information with Danielle Chiesi, a defendant in the case and a former New Castle hedge fund employee. There is no question he should have known better. His tenure at Texas Instruments ( TXN) and Motorola ( MOT), before joining AMD, was a time that reflected a man who worked hard and was well respected as a leader. And, of course, the most puzzling thing of all comes back to the purpose of this alleged insider trading. Ruiz did not apparently do any sort of manipulation of his own equities in a way to benefit from the AMD spinoff and actually lost money with everybody else. In a recent story on insider trading, Reuters reported that the Securities and Exchange Commission has investigated more than 800 cases of insider trading in the last 15 years. In this latest case involving Galleon and billionaire Raj Rajaratnam, executives at companies such as Intel ( INTC), Google ( GOOG) and Akamai Technologies ( AKAM) are also part of the investigation into information shared inappropriately. It appears that in most cases, those who did the sharing did not benefit ultimately from the transaction. But when it comes to the rules of ethics and compliance, there is not much room to wiggle. If you are an executive in the company and you have material and private knowledge of a future action that can influence the financials of that company, you have to keep your mouth shut.
So if executives are not going to benefit financially and if the potential cost of getting caught is so great, why would there be so many alleged cases of insider trading, and how could one firm get so many executives to cough up information? The answer may lie in a recent study by Utpal Bhattacharya and Cassandra Marshall, both of Indiana University, titled "Do They Do It For The Money?" These researchers found that there is little indication that financial reward is the motivator behind most insider trading situations. Instead, they suggest that it may be more related to the ego and hubris of the individual and/or the corporate culture in which they work. In other words, executives may share tips with people they like or want to impress as a sign of the power they hold. This could explain why many of the executives implicated in the case did not have any apparent upside to sharing the information. It might be that the benefit was not a financial one to begin with, but a psychological one. Affirmation of influence is a powerful motivator, and for many top executives, this type of power is the internal driver for their careers. The ability to make things happen is a large part of what drives many top executives. I sincerely hope that those without criminal intent that are implicated in this case somehow avoid the consequences of being tarnished with the same brush as those who were intentionally trying to benefit illegally. I don't have high hopes for this, however, because the distinction is likely to come down to the actual behavior ... did they or did they not share confidential inside information. For any corporate leader, the rules of the game can sometimes be harsh. But they are the rules of the game for a reason.