Google director faces SEC action over backdating at Pixar
Tuesday, April 29th, 2008As reported on Mercury News.
Google amended its proxy Monday to update information about one of the directors on its board and chair of it audit committee, Ann Mather (pictured below), who joined its board in November 2005, which might be of interest to its shareholders in advance of their meeting.It seems Mather was “advised” by the SEC office in L.A. that it “intends to recommend that the SEC initiate a civil proceeding against her, alleging violation of federal securities laws related to certain stock option transactions involving her former employer, Pixar Animation Studios.” Pixar was acquired by Disney in 2006.
The Google filing hastened to add that the action “arises out of Ann’s prior employment as Chief Financial Officer of Pixar, and not her service as a director of Google.”
The SEC’s interest in Mather begs the question: what about Pixar’s chief executive, Steve Jobs? What did he know, and when did he know it?
When John Lasseter, Pixar’s Oscar-winning animated-film director, signed a 10-year employment contract in 2001, he received 1 million stock options that carried a strike price equivalent to the lowest price of Pixar’s stock the previous year. Jobs reportedly helped negotiate the contract.
But an internal investigation conducted by Disney’s board, on which Jobs sits, concluded that Pixar backdated stock options before Walt Disney acquired the film studio, but “no one currently associated with the Company engaged in any intentional or deliberate acts of misconduct,” according to a statement issued by Disney last year.
Mather, who was Pixar’s CFO from September 1999 through May 2004, netted $7.2 million in 2002 exercising options for 375,000 shares, according to Pixar filings.
She also serves on the board of Glu Mobile, the San Mateo publisher of games for mobile devices, and chairs its audit committee too, and serves on the board of two private companies: Zappos.com, an retailer, and Ariat International, a maker of footwear for “equestrian athletes.”
We just got a statement from Mather’s attorney, Timothy Coleman with Dewey & LeBoeuf, sent our way, which we include for the record:
“Ms. Mather acted diligently and responsibly at all times in her position as CFO at Pixar. There is no basis for any legal action against her.”
[via Mercury News]








