DuPont CEO Says Trian Stock Sales Criticism Is Misleading

DuPont Co.’s chief executive officer said criticism of her sale of stock in the chemical company is misleading, the latest salvo in a proxy battle being waged with activist investor Trian Fund Management.

It’s the first time Ellen Kullman has addressed her personal stake in DuPont, which faces a showdown with Trian at next month’s shareholders meeting. The investment firm, founded by Nelson Peltz, is running four nominees for the board of the Wilmington, Delaware-based DuPont and has advocated breaking up the company.

Kullman has sold 1.24 million DuPont shares since Trian started buying stock in the second quarter of 2013, according to data compiled by Bloomberg. Trian, in an April 9 letter to DuPont shareholders, cited the exercise of options expiring in 2016 and 2017 as evidence she lacks confidence in the share price.

In a letter to DuPont employees on Tuesday, Kullman said the sales were made under a 10b5-1 trading plan that exercises stock options at predetermined prices. Such plans are frequently adopted by executives at publicly traded companies to avoid the appearance of insider trading.

“By any measure, I have a significant stake in our company’s future, and my compensation is closely aligned with the interests of shareholders,” Kullman, who is also DuPont’s chairman, said in the letter, a copy of which was filed with regulators.

Kullman still held 473,537 shares as of March 13, which are worth about $34 million at today’s price, according to data compiled by Bloomberg. She also holds more stock options.

Her ownership of the stock has grown to four times the company’s corporate governance requirements, comprising the “vast majority” of the her family’s assets, she said in the letter.

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