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Politics : Formerly About Advanced Micro Devices -- Ignore unavailable to you. Want to Upgrade?

To: Paul Engel who wrote (34349)	7/12/1998 9:34:00 PM
From: Tiley	Read Replies (1) \| Respond to of 1571754

Paul "Re: AMD @50% off", JB might have something there. I remember with the last proxy vote, there was a question regarding issuing AMD stock or options (I'm not sure which) at 50% of the market value. At that time, I was an AMD stockholder (having had the good fortune to sell on the hype :-)) and voted no on all the proposals. I did raise the question on this thread at that time but not one of the loud AMD supporters had any comment on the issue (perhaps they were all busy counting the profits AMD was going to make in the next quarter based on the yield and the large number of CPUs they would sell :-))- so I figured they had all probably sold out and I was the only one on the thread who had been sent the proxy and held any AMD stock and who was outraged at the proposal. I've long since thrown out the report (along with the stock) so perhaps someone else can dig it up. I'm sure there are ways around SEC regulations (perhaps the difference in the issue price and the market price will count as compensation to the grantor or some such loophole). Of course, if I remember right, this boondoggle was not for all employees but only for Jerry and his select few. Of course, its always possible that I do not have all the facts on this issue right but it would be interesting to see the actual proposal again, I don't think there are any AMD employees with $48 stock options anymore. I believe they've all been repriced. If only the ordinary stockholders were so lucky!! Best Wishes, - MJ

To: Paul Engel who wrote (34349)	7/12/1998 11:19:00 PM
From: JBoyd	Read Replies (1) \| Respond to of 1571754

Options At 50% of market. As of four years ago it was O.K. I worked for a publicly traded company that did it. Few companies do this, but it did have some advantages. The only catch was that you had to record expense for the difference between market value and strike price. The expense was amortized over the period of time until the restrictions lapsed. I'm certain I read this in the proxy. It has been several months so my recollection could be rusty, but I am not trying to blow something by anyone. I'm trying to understand if AMD is having trouble retaining employees and what they are doing to retain quality people.

To: Paul Engel who wrote (34349)	7/13/1998 3:46:00 AM
From: Gil Davis	Respond to of 1571754

Paul -- SEC regulations generally don't control the terms of stock sales -- a public company can give away shares to employees if its Board of Directors decides it is appropriate. J. Boyd's response regarding his experience four years ago is still applicable now. You may also recall that KO gave approximately $80 million worth of stock to its CEO several years ago. I assume that when you were with Intel the terms of its option plan required a fair market value exercise price -- hence your assumption that SEC regulations controlled this -- but such is not the case. Gil