一向信奉“不作恶”的Google这次要“作恶”了，从明天开始，你拥有的谷歌股票将一股变成两股，理论上价格将减半。但是请注意：老股票的代码为GOOGL - 这是有投票权的A类股，新增加的股票代码用的是现在的GOOG-这是没有投票权的C类股！！那么B类股是什么呢？当然是其创始人拥有的股票啦，但是他们一股有10票的投票权！！只是不明白，如果价格一样的话，谁会去买没有投票权的GOOG，而不直接买有投票权的GOOGL呢？即使你可能不行使权力。两类股票应该会有价格差！更有趣的是，今后标普500其实有501个公司代码。
By Paul R. La Monica April 1, 2014
It's been almost 10 years since Google famously told the world in its filing for an initial public offering that "don't be evil" was a guiding principle for the company.
But Google is about to issue new shares to existing investors which have absolutely no voting rights. Isn't that sorta evil?
If you owned Google (GOOG) as of March 27, you will wind up with twice as many shares at half the price when the markets open on April 3. The old Google Class A shares will trade under the new ticker symbol of GOOGL. That comes with the right to a vote at the annual shareholder meeting.
The new Class C Google shares will trade under the old ticker symbol of GOOG. They have no vote. So while the value of your investment will not change, your say over how Google runs the company will.
Why is Google doing this? To further consolidate power among the Google leadership triumvirate of CEO Larry Page, chairman Eric Schmidt and co-founder Sergey Brin.
Keep in mind those three already control more than 61% of the voting power for Google because they are the largest owners of Class B shares. Those shares are not listed publicly ... and they have 10 votes per share compared to one vote for the Class A shares.
Even before this stock split, Google was viewed by some as the New York Yankees of tech stocks: the proverbial Evil Empire. This move is the equivalent of making the Death Star fully operational. (Watch out, Alderaan!)
As the company explained/spun when they first announced the proposal for the split nearly two years ago, the new share structure was "designed to preserve the corporate structure that has allowed Google to remain focused on the long term."
Translation: Nobody else really matters when it comes to decision making. We might as well be a private company.
Unsurprisingly, some shareholders were not pleased with the proposal. The fact that it has taken this long for the split to go into effect is because some shareholders sued to block it.
Google settled with that group last June. Google agreed to stricter board reviews of some acquisitions using company stock and also agreed to compensate shareholders if the new C shares begin to trade at a discount to the A shares with voting rights. And I think that is exactly what should and will happen. But more about that in a bit.
Google is not the only company to play this game. Many media firms, particularly family-run ones, also have two shares of stock. That's the case for Rupert Murdoch's News Corp. -- (NWS),(NWSA) -- and Twenty-First Century Fox -- (FOX), (FOXA). Ditto for Sumner Redstone's CBS --(CBS), (CBSA) and Viacom -- (VIA), (VIAB).
And cable giant Comcast has three classes of shares like Google. Two trade publicly: (CMCSA)and (CMCSK). The shares with a symbol ending in A have a vote. The ones with the not-so-special K do not. Comcast's Class B shares are held by a company controlled by CEO Brian Roberts -- whose father, Ralph, founded Comcast.
So why am I making such a fuss of this? Google is supposed to be different than the rest of the tech sector. This is a firm that started as a plucky David going up against the Goliath of Microsoft(MSFT). Google now is worth more than Microsoft. It's no longer fighting "The Man." It is "The Man."
The point of owning a stock is that you don't just profit from the company's success. You also have a say -- albeit small -- in how it is run. Google is throwing that out the window. Ironically, the company that owns YouTube is saying that "You" don't matter.
The notion that Google shareholders have any real rights is a Woody Allen-esque travesty of a mockery of a sham of a mockery of a travesty of two mockeries of a sham. The company wants you to blindly put its faith in Page, Brin and Schmidt and hope for the best.
To be fair, Google shareholders have been rewarded handsomely by that trio so far. Google's stock is up more than 40% in the past year and has surged 220% in the past five years.
And if you were lucky enough to own Google since it went public, you might want to name your sons (or daughters, I'm not judging) after Larry, Sergey or Eric. Google's stock is up an astonishing 1,235% from its IPO price of $85.
Still, isn't it reckless for an investor to throw caution completely to the wind and trust that Page, Brin and Schmidt will never make a mistake? The tech sector is full of companies that were once leaders who failed to adapt to changing times.
Luckily, Google has not made any notable blunders -- well, none that had a lasting impact on the stock. It is a forward-looking company that doesn't worry as much about what Wall Street and short-term oriented traders think about the company.
So while I wouldn't necessarily advise investors to drop Google -- it is, after all, a phenomenal company -- no investor in their right mind should ever buy the new class C shares.
In fact, if I were an existing Google investor, I'd sell the Class C shares I receive in order to buy more A shares. That way, my vote would still count as much in the future.
The price of Google shares is going to be cut in half on Thursday.
That is not because the company is worth less than it was. It is because an unusual stock split will take effect.
Owners of Google Class A shares — ticker symbol GOOG through Wednesday — will get an equal number of new Class C shares. Those Class C shares will get the GOOG symbol, while the Class A shares will trade under the symbol GOOGL.
Why bother? The new Class C shares have no voting rights. The Class A shares have one vote each, but collectively those votes are dwarfed by the 10-votes-per-share Class B shares. Those shares, which do not trade in the public market, are owned by Google insiders, who will also get Class C shares in the distribution.
As originally proposed by the company, the move would have made it easy for Google’s founders, Larry Page and Sergey Brin, and the chairman, Eric E. Schmidt, to cash in a large part of their holdings without giving up their voting control. But that ability has been limited after the company settled a class action suit filed by angry (Class A) shareholders, and reached agreements with the three top officials to limit their sales.
In essence, for every share of Class C they sell, they must also convert one Class B share into Class A. Presumably they will sell that share as well. So their voting rights will fall as they would have under the old structure, when they would have converted Class B shares into Class A shares before selling them.
But Google is expected to issue primarily Class C shares in the future, for acquisitions and in grants of share options. So the total number of votes will not be rising, and that will delay the day when the company’s leaders lose voting control of the company. Currently they own less than 16 percent of the company’s shares, and have 61 percent of the votes.
Google shares closed on Wednesday at $1,135.10. Trading on a when-issued basis, the new Class C shares closed at $567, and the new Class A shares closed at $568.07.
An interesting question is whether the Class A shares will trade for much more than the Class C ones. That might be expected to happen, on the theory that limited voting rights are worth more than none, even if neither class of share has any real control over the company. But the company has promised to compensate Class C holders in a year if there is a substantial difference in price, and that could hold down the difference.
One change all this has wrought is in the Standard & Poor’s 500-stock index. Until now, it has always contained 500 different stocks. Now it will contain 501, since it will include both Class A and Class C Google shares. (Among other things, this means that index funds will not have to buy or sell any Google shares to continue to reflect the overall index.)
At Google’s annual meeting on May 14, shareholders will be able to vote on a shareholder resolution calling on the company to switch to a one-share, one-vote system. Rarely has a shareholder vote been less suspenseful. With the Class B shares able to vote, the founders can easily vote down the proposal.
But it could nonetheless serve as something of a vote of no confidence in those leaders if a large part of the Class A shares vote for the idea of one share, one vote.