Prearranged insider stock sales are emerging as perhaps the sweetest executive perk since the Gulfstream jet.
Executive pay has grabbed headlines in recent months, thanks in part to possible stock-option manipulation at numerous companies. But fat cats like
chief John Chambers show there's an easier way to help yourself to shareholder wealth.
Through a fully disclosed and transparent 10b5-1 plan, Chambers has availed himself to a swimming pool-sized pot of cream. Since his selling started on Aug. 17, 2004, Chambers has pocketed $98.3 million in net proceeds by selling 8.1 million shares.
Unlike so-called option backdating, 10b5-1 plans raise no tax or disclosure issues. But that doesn't mean they're good for shareholders, some observers say. Since Chambers enrolled in his 10b5-1, Cisco shares are up 8%, trailing the 16% gain in the S&P 500.
Regardless of their effect on the stock, the plans can certainly provide ample income for well-paid execs. Sales have funneled the equivalent of $150,000 a day to Chambers' already deep pockets.
"That's certainly more than the minimum wage," says author Bruce Ellig, who is working on the second edition of his book,
The Complete Guide to Executive Compensation
. "I'm not a big believer in CEOs selling. Stocks should be an asset, not a source of income."
But it is little wonder that Chambers is on record backing stock-based compensation. "Stock options are a shot for employees at the American dream," he once said. And who would know better?
The good news for Cisco holders is that Chambers, who is set to add a chairman's post to his CEO title in November, is almost halfway through his four-year selling arrangement. The plan allows him to unload up to $300 million worth of stock.
In his latest quarterly cashout, Chambers sold 1.29 million shares on May 18 at about $20.34 apiece, according to a
Securities and Exchange Commission
filing. With a strike price on the options of $12.27, Chambers netted $9.69 million in proceeds from the deal.
Chambers retained 60,000 shares in the transaction, taking his total stock holding to 3.49 million.
A Cisco representative says the options involved are typically facing expiration and that a big portion of the proceeds go to taxes. The options, in this recent deal, were set to expire on May 1, 2007.
Critics point out that Chambers' big selling program coincides with Cisco's
$40 billion stock buyback effort. This only highlights concerns that too much of the company's cash is
flowing into the pockets of option-larded executives.
In February, Chambers sold 1.37 million shares for a net gain of $19.9 million. And in November, he netted $15.9 million. During the previous fiscal year ended in July 2005, Chambers sold 4.1 million shares, leaving him about $52.8 million after the cost of exercising the options.
"If you have to sell, then the 10b is the best way to do it," says Ellig. "But I've become a skeptic in the world of executive pay, given what's gone on these past few years. I think there is more than one way you can skin the 10b."