National Holdings Corporation (NHLD)

[glass99]

NHLD should release earnings today after the close of the market. We will see if they are as bad as the market is expecting.

As you know NHLD has not announced a road show. I thought it was because of a potential takeover, but NHLD must have just hired an Executive VP-Finance--Glenn Worman, who had been ICAP's Treasurer. We know this because NHLD just awarded him stock options equal to one-and-a-half percent of the company (180,000). That is more than Fagenson's post-split 150,000 option award in 2013. How ridiculous.

https://www.sec.gov/Archives/edgar/data/1023844/000143774915009772/xslF345X03/rdgdoc.xml

Worman may help with any potential merger, but why would a company hire this guy if a merger is imminent. I guess a merger may not be in NHLD's immediate future.

You may remember this mealy mouth response from Fagenson regarding stock option awards from the 1Q2015 Conference call.

Question:
I do have one more question, and it has to do with potential dilution. I know from your filings that back in June of 2013, 7.2 million stock options were awarded to you and to the former CEO. I think most of that went to the former CEO, and this, of course, is dilutive to the existing holders, and as the prices—as the price of the stock continues to increase, you will have that dilution that will show in the bottom line.

The question that I have is, do you have any plans to award any large number of stock options to senior management going forward?

Robert Fagenson Answer:
As we sit here today to be honest, we've not discussed it at all. So, the honest answer to that question is no, we don't have any plans. Am I telling you that might not change? Of course, it might change. If we decide to go out of attract other executives to the company, I'm sure that we’d have to offer options packages to induce them to come to visit us—to work with us rather, because we are not a company that historically has paid huge management salaries. So that having been said, all I can tell you is the complete answer at this point is no, we have no plans, but obviously that's subject to change, and beyond that, I really don't want to speculate because I don't want to box myself into corner where we found someone attractive that we wanted to induce to join the company, and then have made a commitment not to give any options out because that would not be a good place to put us, should that arise. But as we sit here today, no, we have not planned to make any significant options grants to senior management.