The following statement is attributed to Mr. Fred Anderson’s attorney Jerome Roth, a partner at Munger, Tolles & Olson LLP in San Francisco. This statement was issued following the announcement by the United States Securities and Exchange Commission that it had settled claims against Mr. Anderson arising from his tenure as Chief Financial Officer at Apple.
“Fred Anderson has a long-standing impeccable reputation and is widely regarded as one of the most ethical CFO’s in the nation whose extraordinary contributions to Apple’s success during his eight-year tenure are unquestioned. He is accurately recognized by many current and former Apple employees and throughout the industry as a man of exceptional ability, achievement and integrity.
“With respect to today’s announced settlement by the SEC of its complaint against him, Fred is pleased to put this matter behind him.
“In the settlement Fred makes no admission or denial of the claims by the SEC. The terms of the settlement permit Fred to continue to act as an officer or director of public companies and do not bar him from practicing before the SEC. The claims against him also do not include fraud under the two antifraud provisions of the securities laws requiring proof of knowing misconduct.
“With respect to the Executive Team grant that is the subject of the complaint against him:
• Fred was told by Steve Jobs in late January 2001 that Mr. Jobs had the agreement of the Board of Directors for the Executive Team grant on January 2, 2001. At the time Mr. Jobs provided Fred this assurance, Fred cautioned Mr. Jobs that the Executive Team grant would have to be priced based on the date of the actual Board agreement or there could be an accounting charge. He further advised Mr. Jobs that the Board would have to confirm its prior approval in a legally satisfactory method. He was told by Mr. Jobs that the Board had given its prior approval and the Board would verify it. Fred relied on these statements by Mr. Jobs and from them concluded the grant was being properly handled.
• Fred understood that, under Apple’s stock option plan and accounting rules at the time, a grant date could be moved to a later date than the date of the actual grant decision and that there would be no compensation expense as long as the stock price on the new date was higher than the price on the original date. Apple’s 1998 Executive Officer Stock Option Plan provided in Section 16 that ‘The date of grant of an Option…shall be, for all purposes, the date on which the Administrator (in this case the Board) makes the determination granting such Option…or such later date as is determined by the Administrator ‘. Mr. Anderson understood that the date of grant was to be moved forward pursuant to this provision from January 2 to January 17 to avoid any appearance of impropriety that might arise from a grant awarded just prior to the stock price rise that resulted from the 2001 MacWorld exhibition and Mr. Job’s keynote speech at the exhibition on January 9. He further understood that the January 17 date was selected by Mr. Jobs and Ms. Nancy Heinen, the former General Counsel, and that the stock price on January 17 was higher than the price on January 2.
• Finally, Mr. Anderson understood that the Board of Directors, which consisted of sophisticated corporate executives of national stature, including the former Chief Financial Officer of IBM, verified the January 17 date by signing in early February 2001 a Unanimous Written Consent (UWC) with an effective date of January 17. It now appears the Board may not have given the necessary prior approval to the grants, contrary to what Mr. Anderson understood from Mr. Jobs and from the Board’s signing of the UWC with an effective date of January 17.
“Mr. Anderson has agreed to pay disgorgement, the difference in the value of the stock between the January 17 date and the date in early February when the UWC was signed by the Board.
“With respect to the October 2001 grant to Mr. Jobs that is also the subject of the complaint, Fred had virtually no involvement as he was not a member of the Board and did not have a formal role in compensation matters pertaining to the CEO. Fred had absolutely no knowledge of any alteration of Board documents and this is reflected by the fact that he is not even mentioned in those charges.
“Fred Anderson remains proud of his accomplishments as a former CFO and Board member at Apple. He wishes the company and its many talented employees continued success. With this matter resolved, Fred looks forward to continuing his career as a Founder and Managing Director of Elevation Partners.”
i think this new design is awful… too much scrolling, text too small, cramped.
I preferred the old ‘amateur’ look better than this new amateur look.
(why so many ‘related articles’ all the time? we all just scroll through! … if there was only one or two we might do a re-read)
Sookit–Right, thanks. Your post hadn’t loaded yet when I reposted. I agree.
I backdated Fred Anderson once.
ONCE.
I come here to laugh at the inane comments posted by 14-year-olds who think that stealing each others names and then making up ridiculous bull about each other is “teh roxxors”.
T-H-I-S
N-E-W
W-E-B-S-I-T-E
R-E-D-E-S-I-G-N
B-L-O-W-S!!!!!
(I guarantee my post will be removed by MDN’s editors.)
I doubt the DOJ will pursue this since the AG can’t even remember what he had for breakfast this morning.
I prefer the old site-design; somehow more open and readable.
MDN,
never change a winning team!
Look at ME, I’m self-important!!!
Look at ME, everybody!!!!!!!!
Please backdate this site to the old one. Makes my eyes flutter around like Balmer in a furniture store. irritating
I actually like this website design,, its very applelike in nature plus has that neat 3D look to it.. just wish it was a bit wider on the page since im on a 17 inch powerbook. It looks like it was designed for a very low resolution monitor. it seems cramped.
I don’t understand your headline. Where does Anderson blame Jobs? He said only that Jobs told him the board had approved and would verify it which, judging by the board’s subsequent actions, they did. Based on his statement it seems that Mr. Anderson did nothing particularly wrong, and neither did Mr. Jobs.
Huck speaks for me on this one, the SEC knows all of this stuff. This is damage control.
This redesign is straight out of Redmond.
Like microsoft, MDN is about mediocrity. This site still is visual crap.
i am now looking for another site for mac news. any suggestions anyone?
Terrible,
What makes you think there is more than one editor?
Change is good. Just ask my mistress.
Company Boards are almost always responsible for approving options, aren’t they? If Anderson was not on the Board then at a minimum, regardless of Jobs’ involvement, he would appear to be correct in his statements.
Could the Board have approved backdating without Jobs’ knowledge or presence at the particular meeting the approval took place? Possibly, but I’d be surprised if anyone’s talking either way.
NO REGISTERED LOGINS, PLEASE NO
this isnt a community, lately the comments have become a myspace community. Just post your comment and move on. You want MDN discussion boards? start an IRC chan or something
This site looks like the back of a box of microsoft software. Just how much can you cram into this space?
Just compare this site with Apple’s site, then compare this site with microsoft’s site. See what I mean!
I agree with you jimbo. Yes, nothing much has changed, this site is still visual garbage.
This design went form bad to WORST!
Read between the lines:
SEC needs a fall guy but recognizes that Steve CAN’T be the one. Steve knows this too. SEC doesn’t want to process Steve as they normally would, because without Steve, Apple collapses. Thus they go after some easy kill “Fred”. Fred understands that there’s no options unless he wants to spend a ton of money (which I’m sure Apple would not pay for thanks to Steve), so there you go. Fred is the fall guy for irresponsible behavior by “the board”. I don’t necessarily believe that Steve is the only one in this, but it is a double standard. In other cases we know that the CEO would be fired.
As long as this thread is going this direction, count me as one who doesn’t care for the new design. Mac people have WIDESCREENs for the most part and this tight restrictive design is awful.
MW: should, MDN SHOULD have kept the old design.
Yes, this new format sucks.
Anyhow, there is a difference between “responsibility” and “culpability”. One ruins your life the other lands you in prison, too. Neither is desirable, but both are preventable and are both are lamentable.
Since this thread seems off subject anyway, I’ll chime in on the MDN site redesign: I like it, although it doesn’t seem all that much different. I like the width, even though I’m on a 23″ display. I never spread my browser window out to cover the whole screen like those Windoze people just love to do – what a waste of space! Lines of text are easier to scan when they are shorter anyway, as in the new design here. I like having several windows open at once on the desktop.
As for Fred Anderson, I agree that he might be the “scape goat” in some respects and he can walk away; but Nancy H is going to be the the scape goat’s turd, and she’s going to be in a hot pile goin’ nowhere.
THIS WEBSITE LOOKS LIKE A TURD. CLEAN THIS THING UP … LOOKS LIKE A CLUSTER FUCK