
Texas Instruments CEO Brian Crutcher resigns for violating code of conduct - CommieBobDole
https://www.cnbc.com/2018/07/13/texas-instruments-ceo-brian-crutcher-resigns-for-violating-code-of-conduct.html
======
astura
There is very little information given, to save a click through:

The CEO was (presumably forced to) resign for violation of the company's
personal code of conduct policies but it's not being released what the
violation was.

>Texas Instruments said Tuesday that CEO Brian Crutcher resigned for violating
the company's code of conduct related to personal behavior... TI did not
specify exactly what Crutcher did that violated company policies. He had been
at the company for more than two decades before assuming the role of CEO.

~~~
raphman
Given that the press release does not contain any "We thank Mr. Crutcher for
...", it seems plausible to assume that the resignation was not his idea.

~~~
pitaa
I don't remember where I first heard it, but I've always remembered the adage
that if someone personally announces their resignation, it was likely their
idea. If the company announces their resignation, they were likely forced out.

------
stephengillie
TI Code of Conduct: [http://www.ti.com/corp/docs/company/ti-code-of-
conduct.pdf](http://www.ti.com/corp/docs/company/ti-code-of-conduct.pdf)

\- Signed in 2015 by then-CEO, president, and chairman, Rich Templeton. Rich
had named Brian Crutcher as his CEO successor on June 1st, and today has
permanently resumed CEO responsibilities.

Their CEO isn't exempt from the ethics policy: _Violations of the code may be
punishable by reprimand or termination, and in some cases, are criminal
offenses. No provision of this code may be waived for any director, officer or
employee._

Not seeing fraternization listed, only lawbreaking, bribery, export controls,
conflict of interest, etc.

From another article[0], Brian has only been CEO for 47 days, since June 1st.

 _TI said that Crutcher resigned because of violations of the company’s code
of conduct related to personal behavior “that are not consisent with our
ethics and core values, but not related to company strategy, operations, and
financial reporting.”_ [0]

[0] [https://dallasinnovates.com/rich-templeton-takes-command-
aga...](https://dallasinnovates.com/rich-templeton-takes-command-again-at-
texas-instruments/)

~~~
mikekchar
I'm probably imagining things, but this sounds mostly like internal politics.
Why would a CEO hand over the reins and then less than 2 months later return
indefinitely? The succession was announced in January and was apparently part
of a "well planned" transition to move Brian Crutcher to the CEO position. I
couldn't find a quote from Rich Templeton on the move, which seems strange for
a "well planned" transition.

My guess: The two have been exercising "pointy elbows" for a while now and
this is the fallout. But like, I said, it's pure speculation...

~~~
tptacek
I mean, strictly speaking, you are clearly just imagining things; no
information has been released about the nature of the violation.

~~~
philip1209
Except that it was a violation of their code of conduct. They could have left
that part out and just said "he resigned"

------
bigtones
This coming not even one month after the CEO of Intel, Brian Krzanich,
resigned after violating that company's code of conduct by having an
undisclosed relationship with an employee. Similar to Brian Crutcher at TI, he
too had been at the company for more than 20 years and worked his way up to
CEO.

[https://www.nytimes.com/2018/06/21/technology/intel-ceo-
resi...](https://www.nytimes.com/2018/06/21/technology/intel-ceo-resigns-
consensual-relationship.html)

~~~
RachelF
CEO of Intel, Brian Krzanich sold $24M of his Intel shares when he heard about
Spectre, but before Intel made it public to stockholders.

The Intel "inside" was Insider Trading.

~~~
dcow
I was under the impression this was a "regular" scheduled sale and had been
planed months before anyone knew anything about Spectre.

~~~
williamscales
When execs sell stock it's done according to a schedule done in advance. In
this case, after learning of these vulnerabilities he changed his plan to be
that he would sell a huge chunk of shares in a month (but still well before
the public knew). So technically complied and very hard to prove insider
trading, but come on. As CEO he's required to hold a certain number of shares
and he sold everything except what he was required to maintain.

~~~
phil21
I'm not usually that guy asking for sources - but I was under the impression
that was a lower level executive who did that, not the CEO. As far as I know
the CEO has been cleared by the SEC?

I spent 2 whole minutes googling, but all the articles for "Intel CEO insider
trading" come up from January and are simple speculation. Since the Raj
Rajaratnam verdict already came down[0], I'd assume by now the CEO would have
been at least indicted.

[0] [https://www.mercurynews.com/2012/09/24/former-intel-exec-
avo...](https://www.mercurynews.com/2012/09/24/former-intel-exec-avoids-
prison-in-insider-trading-scandal-after-testifying-against-friend/)

~~~
eschutte2
Here are the Form 4s - the 12/1/17 sale must be the one in question. It looks
like he exercised a bunch of options at that time. Regardless, it doesn't look
like he benefitted from it.

[https://www.secform4.com/insider-
trading/1538580.htm](https://www.secform4.com/insider-trading/1538580.htm)

------
hn_throwaway_99
Why don't companies just say what the code of conduct violation is? Just
leaving it nebulous like that means that of course people will speculate and
pry, and the truth always eventually comes out.

Is there some legal reason they aren't giving more details?

~~~
vortico
Why in your opinion should they release it?

~~~
smueller1234
I'll give you one instead of grand parent: to protect the company.

If you fire your CEO over an inappropriate relationship with an employee, the
company may come out looking strong and principled.

If you fire your CEO over fraud, your company will look dubious at best and
you can see your stock tumble.

An example of specifics provided for this EXACT reason: Priceline Group (more
Bookings Holdings) being fired over a relationship in 2016. The stock didn't
budge.

~~~
smueller1234
NB: To be clear, Booking Holdings actually IS really principled about holding
execs accountable to the code of conduct. It's something that I always
appreciated a great deal when I worked there.

------
Mononokay
I'm actually pretty enthusiastic about this; Templeton resided over the golden
era of TI, and now he's back in the role of CEO.

~~~
mpd
Interesting that they don't intend his tenure to be temporary.

~~~
wavefunction
Presumably the board hopes he identifies/designates the successor to pursue a
new golden age for TI.

~~~
TheRealPomax
Can we at least acknowledge that charging $150 for a calculator is no longer
in line with "golden age" and more with "because we can"? In terms of their
chips, TI is fantastic. But the part of them that every kid and student sees
can do with a fixin' uppin'

~~~
thaumasiotes
You can get equivalent and superior calculating software for free. What do you
want TI to fix up?

The $150 you pay for a College Board certified calculator goes entirely
towards the ability to use it on a College Board test without being considered
a cheater.

If you want to lower that cost, there's always the self-service approach --
produce $50 Android phones with calculator software preinstalled and the phone
and wifi connectivity ripped out. Then get the College Board to certify your
calculator. You can have TI's market share, if you can get the certification.

~~~
trendia
Sounds like NumWorks [0]

[0] [https://www.numworks.com/](https://www.numworks.com/)

~~~
saagarjha
Except NumWorks is $100.

------
bitL
Game of Thrones, Texas Instruments Edition.

It's getting ridiculous lately...

------
sureaboutthis
Attempting to regulate human behavior has gotten morbidly beyond ridiculous as
we see companies shoot themselves in the foot based on these so-called codes
of conduct.

Based on all this, and the quote at the end of the article, I fully expect
Warren Buffet to submit his resignation due to his support.

In the grown up world, we would take someone aside and say, "Hey, don't do
that."

~~~
rsynnott
We have no idea what he did, of course, but generally these firings aren't for
minor issues. If anything, companies tend to be a bit too willing to overlook
the rules for C-level employees.

A company can reasonably expect their CEO to behave themselves; if not, firing
them is reasonable.

