HP and Oracle’s lawyers worked through Labor Day…

By now, you’ve no doubt either read or heard about Hewlett-Packard’s (HPQ) lawsuit against former golden child CEO Mark Hurd that was filed yesterday morning (you can read the actual complaint here). And perhaps, you’ve even seen some of the stories about Hurd’s new contract with Oracle (ORCL), which was filed with the SEC earlier today (and which we tweeted as soon as we saw it).

As HP notes in its complaint, the news about Hurd being hired by Oracle came out on Monday afternoon. So you can imagine our surprise when we were reading Oracle’s proxy that was filed late yesterday and found multiple references — we counted 12 — to Hurd’s new role at the company. Here’s a snip:

Key Director Qualifications

In his current role at Oracle, Mr. Hurd is responsible for sales and marketing, consulting, support and Oracle’s industry-specific global business units. As a member of our Board, we will benefit from Mr. Hurd’s insight as he helps guide Oracle’s sales and marketing efforts, manages our support and consulting organizations and acts as a primary contact for our customers. As the former Chief Executive Officer of HP and NCR, Mr. Hurd brings to the Board first-hand experience in successfully leading and managing large, complex global sales, support and consulting organizations in the technology industry. Mr. Hurd’s hardware experience is particularly important to us given our recent acquisition of Sun Microsystems, Inc. In addition, Mr. Hurd’s prior experience as Chairman of HP’s board and as a director of another large, public company provides the Board with important perspectives in its evaluation of Oracle’s practices and processes.

We know a few people who write proxies and most of them have assured us that proxy statements aren’t the type of documents that are whipped up overnight, over a holiday weekend no less. Which brings us to this conclusion: not only were HP’s attorneys busy drafting up its lawsuit, but so too were Oracle’s attorneys rushing to get some quick inserts into Oracle’s proxy.

Indeed, that haste caused Oracle to get the number of unvested stock options that former President Charles Phillips was leaving on the table wrong when he resigned on Sunday. The initial proxy put the number at 16.5 million, but the revised proxy filed this morning said the actual number was 9.75 million. At the same time, while Hurd’s offer letter was part of the 8-K filed today, Phillips’ separation agreement was missing.

We’ll go out on a limb here and say that between being forced out and having to give up 9.75 million options, Phillips’ exit from Oracle won’t be cheap. Unfortunately, we’ll probably have to wait until Columbus Day weekend before that contract surfaces.

Image source: The Berra Circular


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