Restricted stock backdating

But the agency has not notified Jobs of plans to bring civil charges against him, according to a lawyer familiar with the SEC probe.Apple is perhaps the highest-profile of the approximately 160 companies federal regulators are investigating in their broader backdating probe.Legal experts and lawyers familiar with the grant say it would be difficult for prosecutors to base a securities fraud case against Jobs since his grant was approved by the board.

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But thanks to the stock market crash, those options were well underwater by mid-2001, with a strike price – that at which he could buy the stock – more than double Apple’s then-market price.

Jobs wanted to replace them, and the board wanted to appease him. 29, 2001, the board signed off on giving Jobs a new grant of 7.5 million shares.

“That would seem to distinguish the Apple situation.” So what actually happened with the 2001 grant?

According to lawyers familiar with the matter – and a review of the company’s public filings – the grant began with an effort by the board to reward Jobs for helping resurrect Apple.

But Jobs has been on the hot seat since last year, when Apple acknowledged it backdated thousands of grants to employees, sometimes at Jobs’ direction. Attorney’s Office in San Francisco have continued to look into the matter, including interviewing Jobs – and signs point to the SEC soon finishing its investigation. But while others involved in the falsified minutes may face consequences, Jobs appears insulated against criminal prosecution and perhaps SEC action.

An internal investigation released in December found no evidence of wrongdoing by Jobs, but that did not remove the cloud of suspicion over the company’s powerful CEO. If Jobs avoids criminal charges for the 2001 grant – easily the most explosive revelation in Apple’s backdating report – he may avoid criminal charges entirely.In Apple’s case, the company has admitted the grant to Jobs, approved in December 2001, was backdated by two months and that the grant documents were falsified, an act that has been condemned by everyone involved in the matter.But it was a star-studded board of directors that approved the favorable grant date – not Jobs – to end a tough negotiation to compensate him for his leadership.A close review of the events that led to the controversial grant reveals that the backdating emerged from a good-faith, although clumsy, attempt by Apple’s board of directors to reward its star chief executive for resurrecting a moribund company.A decision not to indict Jobs would carry enormous significance for Apple and its shareholders, who have fretted the scandal might lead to the CEO’s ouster. Jobs is not only Apple’s chief spokesman and evangelist, he is Apple, playing a key role in decisions big and small. Attorney Timothy Crudo, who is heading the Apple criminal investigation, declined comment. From the start, the focus has been Jobs’ 2001 receipt of 7.5 million options that were backdated through minutes of a board of directors meeting that never occurred.But the CEO and the board continued to negotiate on what to do with Jobs’ underwater options from the previous year.

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