Zafirovski Sells Shares

Not sure what to make of Mike Zafirovski’s “purchase” earlier this week of 2.26 million Nortel shares (the filing says $0 per share) and sale of 180,706 shares at $2.07 each for proceeds of $374.061. Who knows, maybe he’s got a tax bill or doing some renovations. Zafirovski still owns 2.08 million shares. Some other corporate officers to sell shares recently include Steve Slattery (37,414 shares in September) and Dian Joannou (28,508 shares in August). Note: This post has been amended to correct a mistake. Zafirovski purchased the 2.26 million shares in Nov., 2005.

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9 Responses to “Zafirovski Sells Shares”

  1. Apple Says:

    Not sure what to make of Mike Zafirovski’s “purchase” earlier this week of 2.26 million Nortel shares
    ===========
    re
    not true
    Mike did not purchase anything
    and it wasn’t this week anyway!
    Cheer up, anyone can be wrong.
    Stop “monitoring” the posts, btw!
    Show me one my post I was wrong in the last 3 years and if you will not find any why didn’t you post my analysis of a stalker, bashing critics and defrauded NT’s investors?
    You know that investing in a stock can be seen at many angles, don’t you?
    Long term investors have different agenda_targets than daytraders or “shorts” and put option players?
    It all should be about verifiable facts and reasonable speculations.
    We, the public, are the last to find out the facts about NT.
    Most of the time it’s pure speculation based on past performance _facts_ news _propaganda.
    Can we speculate at your blog?
    Can we come to your blog in time NT loses Yahoo NT message board during the RevSplit to post messages “I ToldYouSo”??

  2. Observer Says:

    Everyone just loves being a CEO at Nortel, after all they pay soooo well. He gets shares for free, but seems to be able to sell others. Nice.

    Given he cost NT $37 million (part of to pay for defrauding his MOT agreement signed on no less than 8 written occassions), 374 grand is relatively peanuts to the mega lotteries he and those he holds close relationships with gets paid.

    I wonder if there is even more to come and this is a reflection of lack of confidence. hmmmm…

    Just before the stock pulls a reverse split too. Heh, surely the timing is suspect.

    They should have halt trading until they furnished reliable numbers and paid the defrauded I feel. Management pay practices remain an utter laugh, just ask any lawyer.

  3. nortel Says:

    apple,
    thanks for pointing out the error in the post. it has been corrected. as for monitoring the blog, not sure what to tell you other than it’s the current policy i feel is appropriate.

  4. geb Says:

    I believe this is selling of “restricted stock”. Restricted stock is granted at $0 to execs as a bonus instead of options and can be sold later for cash under certain circumstances.

  5. Jack_baurs_evil_twin Says:

    Mark,

    This sale wasn’t so mysterious.

    In his employment contract, Zafirovski was granted $7.5M shares of NT stock, which would vest at 20% per year for five years, with the first vesting date being Nov 15, 2006. Since his “official” employment date (per attachments to the most recent 10-K) was Oct 17, 2005, and the stock was $3.30 on that date, the number of shares granted was approximately 2.265M shares, and Nortel filed a Form 4 on 11/16/05 describing this grant of restricted shares.

    Last week, 20% of those shares (453,000) vested, and because they did, taxes had to be withheld. Therefore, a certain percentage of those shares were sold (the form 4 filing indicates that the sale was “…required by Nortel Networks Corporation to pay applicable withholding taxes upon the vesting of restricted stock units.”).

    I’m not sure here if the quantity sold was based on the price on the grant date ($3.30) or the price on the sale date ($2.07), but I believe it was based on the grant day price, as I think the usual withholding amount is 25%.

    On the day of the grant, the 453K shares were worth $1.5M ($7.5M * 20%). The dollar value of last week’s sale was about $374K, and that’s nearly exactly 25% of $1.5M.

    So you see, this sale really doesn’t indicate anything ominous, unless you want to make a general case about restricted stock awards.

  6. Jack_baurs_evil_twin Says:

    Oh, and about Slattery and Joannou, their sales have pretty simple explanations as well:

    Slattery sold for the same reason as Zafirovski, to pay the withholding taxes on a restricted stock grant

    Joannou sold shares as part of the agreement to repay the ill-gotten bonuses from a few years ago. Here’s the relevant quote from the form 4 filing:

    “Explanation of Responses:
    1. Common shares of Nortel Networks Corporation (NNC) surrendered by the officer for cancellation in accordance with the escrow agreement dated as of March 1, 2005 among NNC, Computershare Trust Company of Canada et al, in connection with the voluntary undertaking by the officer to pay over a three year period an amount equal to the return to profitability bonus paid to the officer in 2003, net of tax deductions at source, as set forth in a letter of undertaking dated January 10, 2005 as modified by a letter dated as of March 1, 2005.”

    All of this information is available at the SEC’s EDGAR web site (which shows the complete filings). I would post links to the appropriate form 4s, but I’m not sure if you allow that.

    FYI, if you go to the EDGAR site and go to the “Company Search” screen, you can actually search by the names of company executives.

  7. nortel watcher Says:

    all it really tells me is that these guys want to sell their stock before the bottom falls out

  8. Observer Says:

    Sure.

    Governments won’t accept bonds or stocks for cash.

    He could have just as easily cut a cheque to alleviate raising brows from the whopping 37 mill. Nortel paid him.

    With all that money, this just shows a lack of confidence in the shares rising and especially before the reverse split they just announced. He sure knows how to maximize his earnings, never mind the shareholder’s.

  9. Ryan Says:

    Quite frankly I don’t care what they pay Zafirovski and what he chooses to do with his shares and when he chooses to do so. But this feeling of not caring wont set in until I see some profit as an investor. I’m glad he’s making so much money while I see my investment drop about 33% this year alone. My belief is that either the Nortel execs do something to improve this stock price quickly, or a regulatory board force the execs to go through the same hard times with this investment that its millions of investors are feeling.

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