Transocean, Scripps Networks – Two Favorites From The Friday Night Dump by Footnoted
When it comes to filings, there’s few times as interesting as the Friday before Labor Day. We counted 119 8Ks that were filed after 4 pm on Friday. There were also Qs filed by several large retailers, including Kohl’s Stores, Best Buy, Limited Brands and Lowe’s. While we sent out our finds to our Pro subscribers last night, we wanted to share two with our free readers as well:
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Scripps Networks Interactive filed this 8-K at 4:36 pm on Friday, raising Chairman and CEO Kenneth Lowe’s salary to $2 million. Of course, you would have had to go back to the proxy to realize that this represented a 33% pay raise over his former salary of $1.4 million. Needless to say, that detail wasn’t included in the late-Friday filing. Nor was the fact that the company seems to have done away with its “mandatory retirement policy” that required “all bona fide executives” to retire at age 65. The company had previously made an exception for Lowe, who turned 65 earlier this year by extending his agreement through Dec. 31, 2016, which the proxy noted was about eight months after Lowe turned 65. Friday’s filing, which extended Lowe’s employment through Dec. 31, 2019, didn’t mention anything about Lowe’s age or retirement plans.
Equally interesting was this 8-K filed by Transocean, the offshore drilling company. According to the filing, the company decided to do away with generous benefits for its top executives who were forced to live in Switzerland, where the company is based for tax purposes. Those benefits included housing allowances, club memberships and education. Friday’s filing only appears to impact CEO Jeremey Thigpen and CFO Mark Mey, even though according to the most recent proxy, all of the named executives were eligible for these benefits, which cost the company just over $2 million in 2015. For Thigpen, this included a $91,000 housing allowance, a $37,000 cost-of-living adjustment, and $137,000 for dependent education costs. Mey’s expenses were similar. The filing said this was due to a decision to eliminate executive perquisites next year.
Friday afternoons after 4 pm are always a fertile hunting ground for filings that companies are hoping few people pay attention to. But the Friday before a three-day weekend is really the best of the best. Or, perhaps the worst of the worst.