Antitrust Column & Publications

Executive Compensation

Date: 02/01/12

Source: Insights. Volume 26 Number 2, February 2012. Reprinted with permission.

Comcast Corp. Chief Executive Officer Brian L. Roberts agreed to pay $500,000 to settle allegations that he violated premerger notification laws by failing to notify federal antitrust authorities prior to the vesting of restricted stock units (RSUs) that were part of his compensation plan. This enforcement action demonstrates that antitrust authorities may bring charges for technical violations of premerger regulations even though the transaction does not appear to raise substantive antitrust issues. Companies and their counsel and advisors should be aware that the acquisition of stock by officers and directors, either through the exercise of stock options or the receipt of stock as compensation, may trigger premerger notification reporting requirements.

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