Showing posts with label Board of Directors. Show all posts
Showing posts with label Board of Directors. Show all posts

Monday, March 1, 2010

Big paper profits already seen on stock options

[NYT's stock surge today benefited top executives]

A slew of stock options showered on a top executives in late February are already worth hundreds of thousands of dollars, based on today's big jump in NYT Co. shares. NYT stock closed at $11.75 a share moments ago, up 7.4% amid rumors -- later denied -- that the company was targeted for takeover by major investor Carlos Slim of Mexico.

The options awarded by the board of directors allow the executives to buy NYT shares from the company for $11.13 a share -- the "strike price" -- no matter how high the market price goes. They may buy and then sell the shares, known as "exercising" them, in three equal annual installments starting Feb. 18, 2011, newly disclosed company documents show.

The 62-cent difference between this afternoon's closing price and the $11.13 strike price means, for example, that Chairman Arthur Sulzberger's 181,650 options have now jumped in value to a net $112,623 -- in well under two weeks. Ditto for CEO Janet Robinson. See the chart, above, for paper value increases for all eight executives.

[Data: Google Finance]

Thursday, February 18, 2010

Family member nominated to a shrinking board; therapist said expert on family-controlled firms

The board of directors said today it has nominated Ochs-Sulzberger family member Carolyn Dryfoos Greenspon, a psychotherapist, to replace another family member on the board, Daniel Cohen, who disclosed in January that he would not stand for re-election.

Also today, the board revealed in its statement that Scott Galloway, a one-time activist director since 2008, also would not seek re-election. The board chose to not fill his seat, so the governing body will shrink to 13 members.

Galloway joined the board after leading a dissident shareholder campaign to force changes at the company; his departure appears to be victory for Chairman Arthur Sulzberger Jr.

Soothing family dramas
The Ochs-Sulzberger family has controlled the Times Co. for more than 100 years. Greenspon (left) and Chairman Sulzberger are second cousins; Cohen and Sulzberger are first cousins. (See this family tree.)

Greenspon, 41, is a social worker and therapist in private practice at Comprehensive Psychiatric Associates in the Boston suburb of Wellesley. Notably, today's board statement says, she offers expertise in a speciality of current importance to her own family: She is a consultant working with "multigenerational family businesses and families who share substantial assets."

Consultants such as Greenspon are increasingly in demand at family-controlled firms, where intergenerational squabbles can spur the breakup of dynastic businesses. That was the fate of Dow Jones & Co. in 2007, when the long-time controlling Bancroft family sold the media giant and its marquee title, The Wall Street Journal, to News Corp.

Murdoch's looming threat
The Ochs-Sulzbergers have led the Times Co. since 1896, when Adolph S. Ochs bought controlling ownership for $75,000.

But in recent years, observers have questioned how long the family can maintain control amid growing competition online -- and from News Corp. Under News CEO Rupert Murdoch (left), the Journal increasingly is encroaching on The New York Times' franchise; the WSJ reportedly is about to launch a 36-person New York City Bureau, for example.

The Times Co. board elections are to be held at the annual shareholders meeting, set for April 27.

Please post your replies in the comments section, below. To e-mail confidentially, write jimhopkins[at]gmail[dot-com]; see Tipsters Anonymous Policy in the rail, upper right.

Saturday, January 9, 2010

Board member Cohen won't run for re-election

A New York Times Co. director and member of the Ochs-Sulzberger family, Daniel H. Cohen, has told Chairman Arthur Sulzberger Jr. that he won't stand for re-election at the company's yet-to-be scheduled annual meeting this year.

Cohen (left) also is a trustee of the family trust that holds a majority of the special Class B shares, the company said yesterday, in a filing with the U.S. Securities and Exchange Commission disclosing Cohen's decision. Those shares give trustees the right to elect 70% of the NYT Co.'s 14-member board of directors, allowing the family to control the enterprise. The trustees have told the company they intend to "advise'' the board's nominating and governance committee on a suggested nominee to replace Cohen, the filing says.

Sulzberger and Cohen are cousins. Cohen, about 57 years old, has been a board member less than three years, a relatively short time. A former New York Times executive, he was nominated in February 2007 to fill the seat that had been held by Sulzberger's sister, Cathy J. Sulzberger, who had been a board member for five years. She chose to not run for re-election.

Cohen is a fourth-generation member of the family, The Wall Street Journal said in its story about the director's move. The family's ties to the company date back to 1896, when Adolph Simon Ochs acquired control of the paper. Cohen founded DeepSee LLC, an oceanic exploration and submarine leasing company, in 2007. From 1999 to 2006, he was president of Dan Cohen & Sons LLC, a television production company that focused on reality series and programs, the company said at the time he was nominated to the board.

Cohen was senior vice president over advertising of the New York Times from 1996 to 1999, before Sulzberger removed him from that job. He had held several other positions at the Times company in the advertising, circulation and corporate planning departments beginning in 1983.

Please post your replies in the comments section, below. To e-mail confidentially, write jimhopkins[at]gmail[dot-com]; see Tipsters Anonymous Policy in the rail, upper right.

[Photo: NYT Co.]