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Alarm bells almost always sound when a key executive leaves a bank unexpectedly. And in the absence of a good explanation, they are likely to keep on ringing.
February 9
When Howard Atkins resigned from Wells Fargo & Co. on Tuesday, he didn't even leave behind the standard valedictory quote in a company press release that a 10-year veteran normally merits.
The curt announcement of the chief financial officer's retirement for "personal" reasons jarred investors and analysts. It stuck out as distinctively un-Wells-like, coming from a company that prides itself on management stability and smoothly orchestrated transitions. The fact that he left millions of dollars of unvested compensation on the table deepened the sense of mystery.
Given Atkins' popularity on Wall Street and his relatively high profile, questions turned to how the company would manage the transition. Wells, however, appears to be in a good position to ignore them. Though his replacement, Chief Administrative Officer Tim Sloan, lacks CFO experience or a significant public profile, he shares a trait with most of the bank's leadership: decades of experience at Wells. Barring further tumult, the company can make the case that management remains a family affair.
"They've got a deep bench," said Joe Morford, analyst for RBC Capital Markets, using a phrase that regularly appeared in research notes throughout the day. "When [former CEO Dick Kovacevich] left, one of the things he was really focused on was leaving the team in place — clearly there was a horse race to see who was going to be CEO, and John got the nod. It would have been easy for any of the others to leave, and take a job elsewhere, but they all stayed."
Whatever Atkins' personal reasons for leaving Wells were, they cost him a lot of money. According to Wells' compensation filings with the Securities and Exchange Commission, Atkins, 59, is giving up restricted share rights on $127,937 shares of common stock, worth $4.2 million.
The shares are an award he received in February 2009, while the company was subjected to pay restrictions under the Troubled Asset Relief Program which prevented it from awarding stock options as it normally does. Unvested shares evaporate upon retirement — and Atkins' weren't due to start vesting until July 2012.
Nor does there appear to be any countervailing financial benefits to retiring early. Though retiring will allow Atkins to exercise some options faster than he otherwise might, he already holds 2 million in-the-money options that have vested.
Atkins could not be reached for comment, and Wells said it did not intend to offer further information on his departure.
"I can't add anything," said David Carroll, head of Wells' wealth, brokerage and retirement division, in response to an investor question about Atkins at a conference Wednesday. "What we announced in the press release was a personal decision. We'll just leave it at that."
Analysts commenting on the departure have almost unanimously declared his tenure to be a great success. As Wells' second in command during the financial crisis, Atkins was instrumental in organizing the purchase of Wachovia Corp. He oversaw a subsequent period in which the company created wildly profitable mortgage servicing hedges and helped it turn out relatively smooth profits that cleanly separated Wells from many of its big-bank peers.
"We believe he was well-respected among investors, and [Wells'] financial performance speaks for itself," Sandler O'Neill analyst Scott Siefers wrote in a note Wednesday. Its "last major management change (Dick Kovacevich to John Stumpf as CEO) was well-telegraphed, measured and took place over a period of time. This one is obviously different."
(Stumpf took over as CEO in 2007 and added the chairman's title last year.)
Yet Siefers viewed the a lurching replacement of the company's second-highest-ranking executive with an executive relatively unknown to investors as at most a "short-term pressure" on the stock. Other morning research notes cited any dip in Wells price — it fell nearly 3% for the day — as a "buying opportunity."
What investors have heard from Sloan, 50, to date is very much what might be expected of a veteran of 20-plus years at Wells. At the company's first ever investor day last year, then-executive vice president Sloan spoke at length about cross-selling and the company's efforts to wrangle Wachovia's investment banking operations into something that fit into Wells Fargo's risk-averse approach to the field.
"We organized the business so that the risk and the credit decisions are made outside of our investment banking and sales and trading businesses," he said. "We are not going to lead with our balance sheet. We are not going to buy business. That means that over time we are going to miss some things that some of our competitors are going to do."
It was a brief presentation, and Sloan only took a couple of questions afterward. But confidence in Wells' own meritocracy appears to be winning the day.
According to RBC's Morford, the reaction is in effect a vote of confidence in Wells management. Sloan is "not one of the normal people you'd see on a visit to the company," he said, but his experience of running a range of businesses in Wells' wholesale banking division should have steeped him in the company's culture and business lines.
"Clearly with [Sloan's] promotion to [chief administrative officer] six months ago, he was kind of breaking out," Morford said. "People like him, internally."
