When I learned years later that the grant had been backdated, I wrote the Company a check for the amount of the benefit I had received.
Four years after being appointed as Mercury’s CFO and driving the aforementioned changes, I was forced to resign by the same Board that put me in the role and granted me stock options upon my appointment that turned out to be backdated.
Instead, it assembled a story implicating certain executives as having hatched a secret plot to improve the price of their options for personal gain without any knowledge or involvement on the part of the Board.
This in spite of the fact that 3 Directors had been with the company since its inception; had been members of the Compensation Committee throughout the backdating; and, were significant beneficiaries of backdated stock options.
We believe that we will successfully conclude this matter in the near future in a manner that does not limit, in any way, my ability to serve as an officer or director of a public company.
Frankly, this is little consolation for having had my reputation impugned.
The Judge in charge of the case has accepted many aspects of our motion while at the same time giving the SEC the opportunity to amend its complaint.Once the backdating at Mercury was discovered, the Company, its Board of Directors and its Compensation Committee came under fire from the SEC.In part to keep the SEC at bay, the Board of Directors of Mercury responded to the backdating allegations by appointing a special committee of the Board to investigate those allegations. The Special Committee became the vehicle by the Board deflected blame from itself to mitigate the response of the SEC.(iii) Because stock option grants at Mercury were for many years backdated from what was determined to be their actual grant date, the 2001 Form 10‑K that I signed as the new CFO overstated retained earnings by virtue of failing to take a charge for the in the money value imputed to these grants.I had no knowledge at the time, however, that the Company had improperly accounted for its stock option grants.