GoPro stock as rallied almost 150% from its June IPO price of $24, which made it the top performing IPO of 2014. Investors are enthusiastic about the stock, but corporate governance advisers are less so. They are concerned with a couple of “unfavorable features.” One is a stock grant awarded to the company’s founder and CEO Nick Woodman right before the IPO, when his stake in the company was already valued at more than $1 billion.
Repricing has almost disappeared
The second issue is bylaws that let the San Mateo-based company reprice employee stock options and issue fresh shares to employees even without shareholders’ nod, reports Bloomberg. Repricing stock options allows a company to reduce the price at which its employees can buy stock issued as compensation. It can help the companies retain prized employees. But such a move could cost the companies billions of dollars. Repricing has almost disappeared from the corporate world. No company in the S&P 500 Index has repriced its stock options since 2010.
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Last year, GoPro granted Woodman 4.5 million shares of restricted stock. The compensation committee valued those shares at a meager $6.13 per share or a total of $27.6 million. In less than a month, it swelled to $108 million when the stock went public at an IPO price of $24. Based on Friday’s closing price, Woodman’s stock grant is worth a staggering $270 million.
GoPro is paying Woodman like anyone else
According to Bloomberg data, that is much higher than the total pay package of Cheniere Energy’s Charif Souki, the highest paid CEO in the US in 2013. Besides the stock grant, Woodman owns 39 million GoPro shares valued at $2.4 billion. Stanford University professor David Larcker says that if Woodman already holds a large stake in the company, you wonder about the purpose of the “next big tranche.”
GoPro’s compensation committee chairman Michael Marks said that the grant was given to recognize Woodman’s accomplishments. He said in a phone interview with Bloomberg that, for someone like Nick Woodman, you have two choices for compensation. You can argue that he is already wealthy, so he should not be paid more. Or you can pay him like anyone else. And GoPro is paying him like anyone else.
GoPro shares fell 3.53% to $58.69 at 10:29 AM EST on Monday.