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Friday, June 21, 2013, 03:02 pm PT (06:02 pm ET)

Cook incentivizes his 1M restricted stock unit payout as top brass net $86.5M in share selloff

A number of top Apple executives, including CEO Tim Cook and CFO Peter Oppenheimer, on Friday sold off recently vested restricted stock units worth a total of nearly $86.5 million, while Cook asked the board to incentivize his award.

Cook RSU

Source: SEC


According to filings made public by the U.S. Securities and Exchange Commission, six executives sold off hundreds of thousands of restricted stock units (RSUs) which vested on Friday.

Apple CEO Tim Cook, COO Peter Oppenheimer, marketing head Phil Schiller, SVP of Technologies Bob Mansfield, legal chief Bruce Sewell and SVP of Operations Jeff Williams sold common stock worth $86.45 million

Cook made out with the most after exercising 41,391 shares at a price of $413.50, netting him over $17.1 million. Apple also agreed to modify the chief executive's one-million RSU package, worth nearly $413 million at today's AAPL price, adding performance provisions to the stock that will vest in increments over the next eight years. In return, a portion of the RSUs will vest sooner.

Under the adopted modification, Mr. Cook will forfeit a portion of the award if Apple Inc. does not achieve certain performance criteria. As modified, assuming continued employment through the applicable vesting date and satisfaction of applicable performance-based criteria, the one million restricted stock units subject to the award vest as follows: 100,000 restricted stock units vest on August 24, 2016; 100,000 restricted stock units vest on August 24, 2021; the balance of 800,000 restricted stock units is separated into ten equal tranches of 80,000 restricted stock units each that vest over the ten-year life of the award. This transaction represents the settlement, pursuant to the terms of the modified award, of 80,000 restricted stock units that vested upon the modification of the award on June 21, 2013. Each remaining tranche of 80,000 restricted stock units vests annually commencing August 24, 2013, assuming continued employment through the applicable vesting date and, with respect to a portion of each tranche, satisfaction of applicable performance-based criteria.

In an 8K filing posted to Apple's website, the company noted that Cook's stock will vest based on AAPL performance. If Apple's total shareholder return is within the top third of S&P 500 companies, the RSUs for that year will vest in full. If performance is in the middle third or lower third, the RSUs set to vest in that year will be will be reduced by 25 percent and 50 percent, respectively.

As for the total breakdown of common stock sold today, the list is as follows:
  • Tim Cook: $17,115,178.50
  • Phil Schiller: $16,287,540
  • Jeff Williams: $15,787,843.50
  • Peter Oppenheimer: $15,641,878
  • Bruce Sewell: $15,641,878
  • Bob Mansfield : $5,981,277.50

The shares sold on Friday were all from RSUs awarded in 2011, which vested on Friday. For most, the other half will vest on March 21, 2016, contingent on performance and employment by that date.