Equity compensation is a form of non-cash pay that is offered to employees and sometimes other service providers by companies. Equity compensation gives the recipients an ownership stake in the company, which can align their incentives with the company’s goals and performance. Equity compensation can also be a way for companies to attract and retain talent, especially startups that may not have enough cash to pay competitive salaries.
Equity compensation can be a powerful tool for wealth accumulation, but it also comes with some complexities and risks. Different types of equity compensation have different tax implications, vesting schedules, and valuation methods. Some of the common types of equity compensation are stock options, restricted stock, performance shares, and employee stock purchase plans. It is important for employees and service providers who receive equity compensation to understand the details of their plans and how they can affect their financial situation.
In this article, we will explain the different types of equity compensation and their benefits and drawbacks. We will also introduce Kubera, a valuable tool for managing equity compensation and optimizing your financial plan.
1. Stock Options: Incentive Stock Options (ISOs) vs. Non-Qualified Stock Options (NSOs)
Stock options are one of the most common types of equity compensation. They give the recipients the right to purchase shares of the company’s stock at a predetermined price, called the exercise price or strike price. The recipients can exercise their options after they meet certain conditions, such as working for the company for a certain period of time (vesting) or achieving certain performance goals.
Incentive Stock Options (ISOs)
ISOs are stock options that qualify for favorable tax treatment if certain holding requirements are met. ISOs are only granted to employees, not contractors, consultants, or board members.
The main tax benefit of ISOs is that they are not taxed as ordinary income when they are exercised, as long as the recipient holds the shares for at least one year after exercise and two years after grant. Instead, they are taxed as long-term capital gains when they are sold, which usually have lower tax rates than ordinary income.
However, ISOs may trigger the alternative minimum tax (AMT), which is a parallel tax system that applies to certain high-income taxpayers. The AMT calculates income differently than the regular tax system and may include the difference between the fair market value of the shares at exercise and the exercise price as income. This can result in a higher tax liability for some ISO holders.
Another feature of ISOs is that they have a 10-year expiration date, meaning that they must be exercised within 10 years of grant or they will expire worthless.
Non-Qualified Stock Options (NSOs)
NSOs are stock options that do not qualify for favorable tax treatment like ISOs. NSOs can be granted to employees, contractors, consultants, or board members.
The main tax drawback of NSOs is that they are taxed as ordinary income when they are exercised, regardless of how long the recipient holds the shares. The amount of income is equal to the difference between the fair market value of the shares at exercise and the exercise price. This can result in a higher tax liability than capital gains tax.
However, NSOs do not trigger the AMT like ISOs do, which can be an advantage for some taxpayers. NSOs also have more flexibility in terms of expiration date, which can be longer than 10 years depending on the plan.
2. Restricted Stock Units (RSUs): The Promise of Future Shares
Restricted stock units (RSUs) are another common type of equity compensation. They are promises to grant shares of the company’s stock or cash equivalent upon completion of a vesting period or achievement of certain performance goals.
Unlike stock options, RSUs do not have an exercise price or require any payment from the recipient. They simply represent a future entitlement to shares or cash based on the company’s performance.
The main tax implication of RSUs is that they are taxed as ordinary income at the fair market value on the vesting date, regardless of when or whether the recipient sells the shares. This can result in a large tax bill if the share price appreciates significantly during the vesting period.
However, RSUs have some advantages over stock options as well. RSUs do not have any expiration date or risk of becoming worthless if the share price falls below the exercise price. RSUs also do not require any payment from the recipient. They simply represent a future entitlement to shares or cash based on the company’s performance.
3. Employee Stock Purchase Plans (ESPPs): Buying Company Stock at a Discount
Employee stock purchase plans (ESPPs) are programs that allow employees to purchase company stock at a discounted price through payroll deductions. Large companies or public corporations sometimes offer these plans, and they use the sum of their total employee contributions to make a large investment in the company.
The discount rate on company shares depends on the specific plan, but can be as much as 15% lower than the market price. ESPPs may also have a “look back” provision that allows the plan to use the lower of the closing price of the stock on the offering date or the purchase date.
The main tax implication of ESPPs is that they are taxed in two parts: the discount and the capital gains. The discount is the difference between the fair market value of the shares on the purchase date and the actual purchase price. This amount is taxed as ordinary income in the year of purchase. The capital gains are the difference between the selling price of the shares and the fair market value on the purchase date. This amount is taxed as long-term or short-term capital gains depending on how long the shares are held after purchase.
The benefits of participating in an ESPP are that they offer a potential for favorable returns and a long-term investment in the company. Employees can take advantage of buying company stock at a lower price than the market and sell it later for a profit. Employees can also benefit from any dividends or growth in the company’s value over time.
4. Stock Appreciation Rights (SARs) and Phantom Stock: Cash-Based Equity Awards
Stock appreciation rights (SARs) and phantom stock are two types of cash-based equity awards that are tied to the value of company shares, but do not involve actual ownership or transfer of shares.
Stock Appreciation Rights (SARs)
SARs are rights to receive cash or shares equal to the appreciation of company stock from the grant date to the exercise date. For example, if an employee is granted 100 SARs with a grant price of $10 per share, and exercises them when the stock price is $15 per share, they will receive $500 in cash or shares ($15 - $10 x 100).
The main tax implication of SARs is that they are taxed as ordinary income at the fair market value on the exercise date, regardless of when or whether the recipient sells the shares.
The advantages of SARs are that they do not require any payment from the recipient, they do not dilute existing shareholders’ ownership, and they provide a cash incentive for employees to increase the company’s value.
Phantom stock is similar to SARs, but instead of granting rights to receive cash or shares based on appreciation, it grants cash awards based on the value of company shares. For example, if an employee is granted 100 phantom stock units with a grant price of $10 per share, and receives them when the stock price is $15 per share, they will receive $1,500 in cash.
The main tax implication of phantom stock is similar to SARs, as they are taxed as ordinary income at the fair market value on the payment date.
The advantages of phantom stock are also similar to SARs, as they do not require any payment from the recipient, they do not dilute existing shareholders’ ownership, and they provide a cash incentive for employees to increase the company’s value.
5. Performance Shares: Rewards Tied to Company Goals
Performance shares are another type of equity grants that are awarded based on the achievement of specific company performance goals. These goals can be financial, operational, strategic, or a combination of various metrics.
Unlike stock options or RSUs, performance shares do not have a fixed number of shares granted at the beginning. Instead, the number of shares earned can vary depending on how well the company meets or exceeds the performance targets. The payout can range from zero to a maximum number of shares specified in the plan.
The main tax implication of performance shares is that they are taxed as ordinary income at the fair market value on the vesting date, regardless of when or whether the recipient sells the shares.
The advantages of performance shares are that they align the interests of employees with the company’s objectives and provide a potential for larger rewards if the company performs well. Performance shares may also have no vesting requirement, meaning that employees can receive their shares as soon as the performance period ends.
Managing Equity Compensation with Kubera
Equity compensation can be a complex and diverse topic that requires careful planning and management. That's where Kubera comes in as a valuable tool for managing equity compensation and optimizing your financial plan.
Kubera is an online platform designed to help you track your equity awards and organize other assets, such as bank accounts, investments, real estate, cryptocurrencies, and more. With Kubera, you can:
- Connect your accounts and sync your data automatically
- View your net worth and asset allocation in one dashboard
- Share your information securely with your family or advisors
Kubera is designed to help you make informed decisions and manage your assets effectively. Whether you have stock options, RSUs, ESPPs, SARs, phantom stock, performance shares, or any combination of equity compensation plans, Kubera can help you understand and optimize them as part of your overall financial plan.
Consider consulting a financial advisor to fully understand tax rules and potential tax benefits of your equity compensation plans. You may be able to optimize for capital gains rates or avoid alternative minimum tax with proper planning and timing.
Equity compensation can be a rewarding and motivating benefit that allows you to share in the success of your company. However, it also comes with some challenges and risks that require careful attention and management.
Different types of equity compensation have different features, benefits, drawbacks, and tax implications. It is important to understand how each type of equity award works and how it fits into your financial plan.
By using Kubera, you can track your equity awards and optimize your financial plan. Kubera also helps you manage your other assets and achieve your financial goals.
Equity compensation can be a powerful tool for wealth accumulation, but it requires careful planning and management. With Kubera, you can make the most of your equity compensation and take control of your financial future.