|Cramer and CEO Clarke Adopt 10b5-1 Plans...|
Tuesday February 7, 9:29 am ET
NEW YORK--(BUSINESS WIRE)--Feb. 7, 2006--TheStreet.com, Inc. (Nasdaq: TSCM - News), a leading provider of financial commentary, analysis, research and news, announced today that James J. Cramer, its co-founder, director and largest shareholder, intends to donate 100,000 shares of stock to the James J. and Karen L. Cramer Family Foundation, Inc., which in turn plans to donate the proceeds from the sale of the shares to The Connection For Women and Families, a charitable organization in Summit, New Jersey. Mr. Cramer owns, directly or indirectly, an additional 3,748,451 shares.
In addition, Mr. Cramer intends to enter into a selling agreement with Smith Barney that will provide for the sale and exercise of 150,000 stock options held by Mr. Cramer over a 12-month period in accordance with Rule 10b5-1 under the Securities and Exchange Act of 1934 and the company's policies with respect to insider sales.
A Rule 10b5-1 program is designed to enable an executive to avoid any real or perceived conflict of interest in connection with the trading of company securities. The program is established at a time when the executive does not have material inside information. Once a written program is executed, the executive does not retain or exercise any discretion over the shares traded under the program. The broker administering the program is authorized to trade company securities in volumes and at times determined independently by the broker subject to the limitations set forth in the program.
It is Mr. Cramer's intention to provide an orderly liquidation of these options through this plan, which provides for the sale of approximately 12,500 shares on a monthly basis. Proceeds from the sale will be used to pay withholding taxes and the option exercise price and to assist in the diversification of personal assets. Mr. Cramer has options to purchase an additional 540,000 shares that are not subject to this plan.
TheStreet.com also announced that its chairman and chief executive officer, Thomas J. Clarke, Jr., also intends to enter into an unrelated selling agreement with Smith Barney. Mr. Clarke's plan will provide for the exercise and sale of up to 800,000 stock options held by Mr. Clarke through December 31, 2006, by which time many of the options will expire if not exercised. Proceeds from the sales will be used to pay withholding taxes and the option exercise price and to assist in the diversification of personal assets. Mr. Clarke has options to purchase an additional 650,000 shares that are not subject to this plan.