State Treasurer Wants Probe of Countrywide CEO's Stock Sale

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State Treasurer Richard Moore has asked the U.S. Securities and Exchange Commission to investigate the timing of stock sales made by the chief executive of mortgage lender Countrywide Financial Corp.(CFC)

Moore, the trustee of a pension fund that holds about 500,000 shares of Countrywide stock worth about $9.6 million, said in an October 8 letter to SEC Chairman Christopher Cox that he was "shocked" to learn that CEO Angelo Mozilo "apparently manipulated his trading plans to cash in" as the subprime crisis was heating up.

"As one of many investors who have felt the painful losses in Countrywide stock, I am outraged at his manipulation of the system and this abuse of shareholders," Moore wrote. "The timing of these sales and the changes to the trading plans raise serious questions about whether this is mere coincidence."

Moore cited reports that Mozilo was unloading 4.9 million Countrywide shares worth more than $138 million between November 2006 and August 2007. Moore said that at least three times over five months starting in October 2006, Mozilo reportedly changed the plans that outline how many of his shares would be sold monthly. That, said Moore, allowed the CEO to sell the stock before prices fell dramatically.

Moore, a Democrat who is running for governor, said in a statement Thursday that Mozilo had generated gains of about $4 million this week.

"While Countrywide shareholders have faced massive losses, Mr. Mozilo has been stuffing his pockets," Moore said in the statement. "With Mr. Mozilo still in the CEO chair and with the deafening silence coming from Countrywide to its investors, the SEC needs to take a hard look at this situation."

A spokeswoman for Moore said Thursday that he had not yet heard back from the SEC regarding his request for a probe.

Moore also said in the SEC letter that last month he sent a letter to Countrywide's Board of Directors about reports of questionable loan practices and received a "polite response" denying the allegations.

Countrywide, based in Calabasas, California, announced Friday that Mozilo will sell stock under a prearranged trading plan between October 8 and October 12. The so-called 10b5-1 trading plan allows a company insider to set up a program before stocks are sold.

Mozilo, who has exclusively used 10b5-1 plans for company stock sales since 2004, now has two plans in effect, Countrywide said. One plan covering stock options previously granted to Mozilo, set to expire this month, provides that a predetermined amount of Countrywide's stock issued upon the exercise of these options must be sold in specified increments each month.

According to the plan, sales trades can't take place if the company's stock falls below a designated floor price - which it did in August and September, and during those months no trades were executed.

A message seeking comment from Countrywide was not immediately returned Thursday.

In a recent statement, Mozilo said he recognizes that Countrywide's stock is "under pressure."

"However, the terms of the 10b5-1 Plan that I established in October 2006 require that these sales be executed," he said.

Countrywide has struggled this year as mortgage defaults and foreclosures have soared, particularly among borrowers with subprime loans. Moore noted that the company's share price has dropped from around $45 in February to roughly $19 this week.