Stock Options

The Securities and Exchange Commission is poised to adopt rules requiring companies that trade on U.S. stock markets to get shareholder approval for stock compensation plans, people familiar with the proposal said Friday. The requirements would be included in listing standards that the SEC plans to approve Monday for companies that trade on the New York Stock Exchange, the Nasdaq Stock Market and other U.S. exchanges, the people said.

Henry Samueli, who co-founded Broadcom Corp. in a friend's garage and helped grow it into a leading microchip designer, took the witness stand Tuesday with an equally challenging task at hand: defending the company's backdating of stock options to a federal jury in Orange County. Samueli was called as a defense witness in the trial of Broadcom's former chief financial officer, William J. Ruehle, who faces 14 counts of fraud and conspiracy related to the stock option scandal. Ruehle has pleaded not guilty.

Former KB Home chief Bruce Karatz engineered a massive stock option scheme that made him millions of dollars and then fought to keep it secret from investigators, a longtime company executive testified Wednesday. Gary Ray, who served as KB's human resources director from 1996 to 2006, told a federal jury in Los Angeles that he and Karatz backdated stock options to make them more valuable to themselves and employees and then concealed it from company shareholders and the Securities and Exchange Commission.

Computer problems at the Associated Press resulted in transmission of incomplete stock options tables Monday. A problem in computer programs that process incoming trading data resulted in some transactions being excluded from the tables. It could not be immediately determined how many transactions were missing.

Computer Associates International Inc., the world's fifth-largest software maker, said it will begin treating stock options as expenses starting in April, trimming annual earnings by 2 cents a share. Computer Associates will treat the options as an expense based on the fair value on the date the options are granted. Critics of omitting stock options from income statements have said that the practice inflates profits by understating expenses. Computer Associates shares rose 60 cents to $8.

The Internal Revenue Service said it will delay requiring companies to track employee stock options after payroll managers complained they didn't have enough time to comply. The IRS said it gave all companies that distribute stock options until 2002 instead of 2001 to begin segregating that income from total wages on W-2 forms. The agency still faces a challenge over whether it even has the authority to mandate the change, which it ordered in November without explanation.

Ciena Corp. said its board repriced employee stock options to $12.38 a share, days after plans for Tellabs Inc. to acquire the firm were called off because of the company's woes. Shares in Linthicum, Md.-based Ciena, the No. 1 maker of equipment that boosts phone network capacity, have fallen 87% since July. Effective immediately, the repricing applies to all employee stock options with an exercise price above $12.38, Ciena's Wednesday closing price.

U.S. accounting regulators dropped a plan that would have forced companies to deduct from earnings the value of stock options given to outside directors. The Financial Accounting Standards Board proposed the change earlier this year because it saw the directors as independent contractors who were being paid for their services. Corporations argued that outside directors, elected by shareholders, act more like employees.

Cisco Systems Inc. said it set the price for new employee stock options at $18.57, Monday's closing price, after a 77% plunge from the stock's record high made many options worthless. Chief Executive John Chambers said in March that he planned to issue additional options as an incentive for workers to remain with firm. Shares of San Jose-based Cisco rose 17 cents to close at $18.74 on Nasdaq. They set a record of $82 on March 27, 2000.

Smart & Final Inc., the Los Angeles-based grocery warehouse store operator, has offered its employees a way to gain value from stock options that have been worthless for more than two years. The company's board adopted a voluntary exchange program in which directors and employees can trade in their stock options for restricted stock through March 9, the company said in a Securities and Exchange Commission filing. The stock options eligible for exchange have an exercise price of $14 or more.