Securities and Exchange Commission

The Greenbrier Companies Settle with SEC for Failing to Disclose Perks to Executives

The SEC announced on March 2, 2023, that The Greenbrier Companies Inc. and its founder and former CEO and Chairman, William A. Furman, settled charges for failing to disclose perks provided to Furman and other Greenbrier executives, as well as compensation Furman received from Greenbrier’s charters of his private plane for executive travel.

Private Plane Charters and Perks

Furman owned a private aircraft that he leased to an aircraft management company to charter to third parties on his behalf. According to the SEC’s orders, from fiscal years 2017 to 2021, Greenbrier paid the management company approximately $3 million to charter Furman’s plane for business-related travel. However, Greenbrier did not disclose that Furman received approximately $1.6 million of that amount.

Furthermore, Greenbrier failed to disclose approximately $320,000 in perks provided to Furman and other executives from fiscal years 2017 to 2020. These perks mostly covered travel-related expenses for the executives’ spouses to attend customer and industry receptions, as well as other functions.

Violation of Federal Securities Laws

The SEC’s orders found that Greenbrier and Furman violated negligence-based antifraud and proxy provisions of the federal securities laws. Additionally, Greenbrier and Furman also committed or caused reporting, books and records, and internal accounting controls violations of the federal securities laws.

Settlement Terms

Without admitting or denying the SEC’s findings, Greenbrier and Furman agreed to pay $1 million and $100,000 in civil penalties, respectively, to settle the charges. They also agreed to cease-and-desist from future violations of the securities laws.

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