A mystery at Sun…

March 18, 2009

The big news this morning is IBM’s (IBM) interest in Sun Microsystems (JAVA).

So I decided to go back and look at some of Sun’s recent filings to take a look at the company’s change in control agreements, which seemed pretty standard. But then something caught my eye: in the 10Q that the company filed on Feb. 6, it included new agreements with both its executive officers as well as new agreements with Chairman Scott McNealy and CEO Jonathan Schwartz. The agreements were dated Jan. 1.

Now here’s where it starts to get interesting. Just six months earlier, when Sun filed its 10K on Aug. 29, it also included new agreements with what appears to be the same group of senior executives. Those agreements were dated Aug. 1. A quick scan of 10KWizard shows that the agreements are virtually identical. There’s no changing of the terms, like accelerating the vesting or any of the other things that might signal a company is contemplating a sale.

So why did Sun sign agreements with its top executives in August and again in February, but make virtually no changes? Seems like a good mystery.

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