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Proxy Statement

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BUSINESS
February 7, 1986
MGM/UA Entertainment picked March 3 as the latest date for a special stockholders meeting to approve the $1.25-billion acquisition of the company by Turner Broadcasting System. The date was shown on a proposed proxy statement filed with the Securities and Exchange Commission. Sources said the proxy would be mailed this weekend if, as expected, it is cleared by the SEC in time.
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BUSINESS
May 1, 2012 | By Andrew Tangel
Pep Boys' shares plunged nearly 25% in midday trading on Wall Street after reports that Los Angeles private equity firm Gores Group wants to delay a shareholders meeting in its $800-million buyout of the automotive retail chain. Gores Group said it believes Pep Boy's proxy statement, after a disappointing first quarter, “is no longer accurate,” according to a filing Tuesday with the U.S. Securities and Exchange Commission. Gores wants to include in the company's proxy a statement noting a “serious deterioration in the Pep Boys business,” the filing stated.
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BUSINESS
May 3, 1994
A major shareholder in Big O Tires Inc. said Monday that the tire products retailer has agreed to demands that it modify a soon-to-be released proxy statement. The shareholder, Kenneth Pavia, is general partner in Balboa Investment Group LP of Newport Beach, a limited partnership that controls 9.6% of the company's shares. On Monday, Big O Tires of Englewood, Colo.
BUSINESS
April 9, 2010
Felony charges against Karatz After a monthlong trial, a federal grand jury is expected to begin deliberations Friday on 20 felony charges against former KB Home Chief Executive Bruce Karatz. He has pleaded not guilty to all charges. They are: Seven counts of mail fraud. These allege that Karatz mailed compensation committee agendas and reports to KB's auditors that contained false statements. Five counts of wire fraud. These allege that Karatz used e-mail and fax machines to exercise backdated options.
BUSINESS
August 16, 1987 | MARTHA GROVES
Around Carter Hawley Hale Stores' headquarters these days, folks are joking about the possibility of getting a mention in the next edition of the Guinness Book of World Records. After all, a proxy statement mailed recently to stockholders weighed in at 568 pages (plus the cover). The statement, which spells out every detail of the company's restructuring, is thought to be the largest proxy statement ever.
BUSINESS
May 29, 1994 | KATHY M. KRISTOF
With so many executives earning so much money, stockholders increasingly want to know if the managers deserve those big bucks and if the insiders are minding the shareholders' business--or merely their own. Fortunately, new proxy disclosure rules make it easier to conduct such assessments--which, in turn, may be pivotal in determining whether your shares are worth owning over the long haul. What should you be looking for in the proxy statement?
BUSINESS
April 16, 1986 | DONALD WOUTAT
Zoltan Merszei, one of several executives once thought to be the successor to Occidental Petroleum Chairman Armand Hammer, 87, resigned as vice chairman to "pursue private interests," the company said Tuesday. Merszei, 62, one-time chairman and chief executive of Dow Chemical, was named president and vice chairman of the Los Angeles-based oil company in 1979 but was removed from the presidency in 1980. The current president, Ray R. Irani, 51, is the fourth since 1979.
BUSINESS
March 8, 1996 | Times Staff and Wire Reports
WHX Readies Pitch for Teledyne Shareholders: WHX Corp. launched its fight to gain control of Teledyne Inc.'s board by filing a preliminary proxy statement that urges Teledyne shareholders to elect nominees who would sell the Century City-based conglomerate to WHX. New York-based WHX has made four unsuccessful hostile offers for Teledyne since 1994. The latest was a sweetened bid of $1.78 billion, or $32 a share in cash and common stock, which the Teledyne board rejected last week.
BUSINESS
February 2, 1993 | From Times Staff and Wire Reports
Exxon's Rawl to Retire This Year: Lawrence Rawl will retire as chairman and chief executive of Exxon Corp., the largest oil company in the United States, according to a proxy statement filed Jan. 29 with the Securities and Exchange Commission. Rawl, who has guided the Irving, Tex., company since becoming chairman and CEO in 1987, will reach the company's mandatory retirement age of 65 in May, the proxy statement said.
BUSINESS
September 26, 2009 | Times Wire Services
Bank of America Corp. said today that it had publicly disclosed its intent to pay bonuses to Merrill Lynch employees right before it bought the investment bank, pressing a key point in its defense against charges from the Securities and Exchange Commission. The Charlotte, N.C., bank said in a court filing Friday that it had made the disclosure in the deal documents by saying that Merrill was "continuing to accrue compensation and benefits expenses in 2008 at a rate similar to 2007."
BUSINESS
August 11, 2009 | Walter Hamilton
Bank of America Corp.'s deal to pay $33 million to settle accusations that it misled shareholders about executive bonuses hit a roadblock Monday -- U.S. District Judge Jed Rakoff. The bank agreed last week to pay the money to settle a Securities and Exchange Commission lawsuit alleging that it led shareholders to believe that Merrill Lynch & Co. would not pay year-end bonuses. In fact, the bank had already approved $5.8 billion in bonuses at Merrill, which it was in the process of acquiring at the time.
BUSINESS
March 22, 2005 | From Bloomberg News
ChevronTexaco Corp. Chief Executive David O'Reilly's compensation rose 2.2% last year to $9.98 million as soaring oil and fuel prices boosted profit at the second-biggest U.S. oil company. O'Reilly's salary rose 15% to $1.51 million and his bonus climbed 25% to $3.95 million, the San Ramon, Calif.-based company said in a proxy statement filed with the Securities and Exchange Commission. The CEO, 58, also received options valued at $3.48 million.
BUSINESS
December 10, 2003 | From Bloomberg News
A former Tyco International Ltd. director told a New York jury Tuesday that he didn't closely scrutinize company public filings, including annual proxy statements to investors, saying he "relied on the people" who prepared them. "I did not examine them line by line," former board member Stephen Foss told jurors Tuesday at the fraud trial of former Chief Executive L. Dennis Kozlowski and ex-Chief Financial Officer Mark Swartz.
BUSINESS
May 11, 2001 | Marc Ballon
In an increasingly bitter proxy fight, ICN Pharmaceuticals Inc. sued dissident shareholder Special Situations Partners Inc. and others, accusing them of giving shareholders false and misleading information. Special Situations, which owns about 4% of the Costa Mesa drug maker, has three nominees vying for the ICN board at the firm's May 30 annual meeting. Dissident shareholders criticize ICN for its slow pace in splitting into three companies.
BUSINESS
September 27, 1997 | JAMES BATES, TIMES STAFF WRITER
As any film buff knows, the cost of seeing a movie has soared in recent years. Showing movies to Hollywood executives isn't cheap either. Seagram Co. has spent $276,544 to date to build a movie screening room at the Los Angeles home of Frank Biondi Jr., chief executive of the company's Universal Studios Inc. entertainment unit. The information is included in Seagram's proxy statement filed Friday by the Montreal-based spirits and entertainment giant with the U.S.
BUSINESS
April 24, 1989
Carson Pirie 'Parachutes' Disclosed: Three Carson Pirie Scott & Co. executives will receive "golden parachute" severance payments totaling nearly $9.5 million should the company change ownership, according to a filing with the Securities and Exchange Commission revealed in a published report. Carson's, which has been trying to fend off a bid by Milwaukee-based P.A. Bergner & Co., also said in a proxy statement filed with the SEC that the three executives were granted stock options within days of Bergner's first public bid for the 137-year-old Chicago-based retailer, the Chicago Sun-Times said.
BUSINESS
April 17, 1989
GM Discloses Smith's Salary: General Motors Corp. Chairman Roger B. Smith received about $3.6 million in salary and benefits last year. In its annual proxy statement, the nation's largest auto maker said Smith received $983,000 in salary, exercised $1 million in stock options and had $68,833 contributed by the company to a savings and stock purchase plan. Smith also received $1.5 million in stock, which could be held or liquidated during the following three years. The proxy statement said that in addition, Smith was paid $1 million early this year for the company's performance during the five previous years.
BUSINESS
March 8, 1996 | Times Staff and Wire Reports
WHX Readies Pitch for Teledyne Shareholders: WHX Corp. launched its fight to gain control of Teledyne Inc.'s board by filing a preliminary proxy statement that urges Teledyne shareholders to elect nominees who would sell the Century City-based conglomerate to WHX. New York-based WHX has made four unsuccessful hostile offers for Teledyne since 1994. The latest was a sweetened bid of $1.78 billion, or $32 a share in cash and common stock, which the Teledyne board rejected last week.
BUSINESS
August 28, 1995 | James Bates
Is Dodger pitcher Hideo Nomo the next big name in fashion? A sign outside the Matsuzakaya department store in the Little Tokyo area of Los Angeles suggests he may be. Store windows in Little Tokyo these days are stuffed full of shirts, pictures and other memorabilia of the Japan native, whose success this year--despite losing the last three of his four decisions--has sparked "Nomomania" in baseball.
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