6 employee stock plan mistakes to avoid
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A variety of vehicles exists to address the desires of companies to provide stock ownership or quasi-equity participation to employees. Each of these vehicles differs in the type of benefits trading ideas stock options for income tax, requirements of coverage and scope, and tax consequences at the corporate and employee levels. Although the Tax Reform Act of "TRA " initially repealed the favored status of long-term capital gains, the characterization of transactions as capital or ordinary remained in the Internal Revenue Code ofas amended "Code".
With the dramatically increased rate differential as the result of legislation in the s, the capital gains preference reassumed importance. The following are compensation methods reviewed in trading ideas stock options for income tax outline: A deferred compensation arrangement is, in essence, an agreement to delay payment of amounts otherwise due until a later date.
The employee's objective in such plans is to ensure that the employee will be taxed, generally at ordinary income rates, when and as such payments are received. With such a plan, employees may be able effectively to delay taxation and to reduce the rate of such taxation. The corporate objectives in adopting such plans are to offer an incentive to key employees and to ensure deductibility of the compensation payments when they are actually paid.
Deferred compensation arrangements are particularly valuable because the arrangements are not subject to the funding, employee coverage, trust and other requirements which "qualified" plans must satisfy under Section a of the Internal Revenue Code. ERISA exempts from its purview virtually all unfunded arrangements maintained "primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees sometimes called "top hat" plans. Uses of Deferred Compensation.
Prior to the Tax Reform Act and the current Internal Revenue Code, it was often assumed that the employee's effective tax rate at the time of the payment would be lower than the current tax rate, generally because of the progressive bracket structure. With the introduction of relatively flat rates in the Act, the significance of deferral suddenly become much more limited. When individual rates climbed again in the s, deferral again became a planning consideration, albeit of some less importance than previously.
An employer can tailor a deferred compensation arrangement to provide substantial post-termination compensation without adversely affecting the cost of ERISA coverage to other company employees. Also, deferred compensation may involve a system of compensation for a group of particular employees. The principal tax issues with respect to use of deferred compensation arise from the tension between the desire of the employee to avoid current taxation on the future benefit while, at the same time, being protected from the economic vicissitudes of the obligor.
Thus employers must balance the objective of deferring taxation with establishing reasonable assurance that the employee will in fact be paid. Trading ideas stock options for income tax, SARs provide that if trading ideas stock options for income tax exercised trading ideas stock options for income tax a specific date, they will expire.
In private letter rulings, the IRS has trading ideas stock options for income tax its position that grant of a SAR does not create current income because SARs are merely unfunded and unsecured promises to pay, i.
PLR, Upon the exercise of a SAR, however, if the employee elects to receive cash, the cash received is treated as compensation income to the employee. Similarly, if the employee elects to receive the stock of the employer, the full fair market value of the stock received is taxable as ordinary compensation to the employee.
The employee's basis in any stock received upon exercise of an SAR for purposes of reporting gain will be the fair market value of the stock on the date of the exercise of the SAR. Any subsequent sale of the stock received on exercise of the SAR would result in capital gain or loss, depending on market fluctuations. The holding period will determine the applicable capital gain rate.
In general, the corporate employer will receive a deduction upon the exercise of the SAR in an amount equal to the income recognized by the employee. Generally, SARs are especially useful for public companies where the stock is valued automatically by the market.
However, a private company that desires to restrict equity ownership may find SARs featuring a cash-only payout to be an alternative worth considering.
The term "phantom stock plan" generally refers to a long-term incentive program which grants employees "units" equivalent to the actual shares of a company's stock. These units are often referred to as "phantom stock. These plans allow an employee to participate in the growth of a company, without adding additional shareholders. Phantom stock plans are generally grouped into the following two 2 broad categories: Phantom Stock Appreciation Plan. Under these plans, the employer company awards "units" to an employee entitling the employee to participate in the appreciation of a designated number of shares of the company's stock.
These units, often referred to as "phantom stock," are not securities of the company. Generally, these phantom stock units are awarded to an employee in accordance with a phantom stock agreement. Under the phantom stock agreement, the employee granted the phantom stock units is entitled to receive an amount equal to the excess if trading ideas stock options for income tax of the market value of the phantom stock units on a specified future date, over the value of such units on the date on which they were awarded.
Normally, the triggering event is a specified date for example, termination of employment, sale of substantially all of the company's stock. The appreciation if any may be awarded and paid in a lump sum or installments, and may be made either in cash or common stock of the company. In some cases, the appreciation amounts are paid to the employee over a period of time. Under these plans, an employee is awarded a phantom stock unit, corresponding to actual shares of stock of a company.
Again, these units do not represent securities of the company. A performance share agreement trading ideas stock options for income tax evidences the award of these units to an employee. As noted above with respect to the phantom stock appreciation plans, certain triggering events will entitle the employee to obtain the benefits of these performance share units.
Specifically, upon the occurrence of one of these designated events, the employee is entitled to receive an award equal to the value of company stock equating to the performance share units as of the date of the triggering event. Thus, even though the company's shares may not have appreciated, the employee will at least receive an award equal to the value of a designated number of company shares on the date of the triggering event.
Determining valuation is a critical part of both types of phantom stock plans. Generally, a written plan will be prepared by the company, setting forth the exact basis for determining value of the phantom stock or performance share units. This value may be based on i book value, ii fair market value as determined by a third party such as the certified public accountant representing the companyor iii a valuation formula. Generally, our clients will consult with their accountants in order to determine the appropriate valuation formula to trading ideas stock options for income tax included in the plan.
Additional provisions may be added to phantom stock plans to increase the incentive nature of the plan. For example, payment for phantom stock may be conditioned on individual or group performance goals, or both, such as corporate earnings or sales revenues.
Payment for the phantom stock might also be conditioned upon consulting services following termination of employment or upon non-competition arrangements. Accounting Considerations for the Employer. The structure of the phantom stock plan largely determines the financial accounting consequences to the employer.
A phantom stock appreciation plan generally results in no charge to earnings upon grant of the phantom stock to the employee. However, appreciation of the company's stock and corresponding appreciation of the phantom stock may result in a charge to earnings. A performance share plan may result in a charge to earnings at the time of grant of the phantom stock.
The charge to earnings will be equal to the value of the phantom stock at the time trading ideas stock options for income tax grant. Additionally, appreciation of the company's stock and corresponding appreciation of the phantom stock may result in charges to earnings.
Financial accounting for a phantom stock plan involves many considerations and is ultimately determined by the specific provisions of the plan. In order to make a final determination of financial accounting considerations, the company should consult with its accountant prior to implementation.
Phantom stock plans resemble SARs in many respects. However, the phantom stock plan gives the company more flexibility than SARs in providing benefits to the employee. Such benefits include the right to receive credit for dividends and the right to receive credit for the value of the company's stock on the date of grant.
Phantom stock plans are also similar in several respects to restricted stock plans, in which stock is issued to employees, but may be forfeited for example, if the employee is terminated from employment. In both phantom stock plans and restricted stock plans, employees are allowed to participate in the appreciation in the company's stock.
Phantom stock plans and restricted stock plans differ, however, in several significant areas. First, phantom stock plans generally impose an obligation on the company to pay cash in the future. The company may be required under financial accounting principles to recognize this liability on its financial statements. Second, employees receiving stock are generally required to include the value of stock in income at the time of receipt.
If the stock is subject to forfeiture restrictions such as vesting requirements, i. Phantom stock can be a trading ideas stock options for income tax incentive arrangement in a closely-held company.
The employee receives the opportunity to participate in the trading ideas stock options for income tax of the company, but the company does not dilute the voting power of existing stockholders and does not incur the complications of additional shareholders.
There may, however, be certain financial charges to earnings as a result of phantom stock which should be considered before making such awards. Additionally, phantom stock plans often require valuation of trading ideas stock options for income tax company in order to determine the compensation earned under the plan. Accordingly, phantom stock plans are among the least common forms of long-term incentive compensation plans. In view of the financial statement charges, few large publicly-held companies maintain phantom stock arrangements.
This section applies to all transfers of property in connection with the performance of services. The broad scope is reflected by the regulations under Treas. Section 83 governs the timing trading ideas stock options for income tax computation of that income. The term "property" is interpreted broadly, covering every type of property real, personal, tangible, intangible other than cash, with important exceptions.
Section 83 is most commonly confronted in the setting where property, generally stock, is transferred to employees, often at a bargain price, subject to various types of "vesting" restrictions and conditions. Stock options, both incentive stock options ISOs and non-qualified stock options NQSOshave their own sets of unique rules discussed below.
Generally, under a restricted stock plan, the Board trading ideas stock options for income tax Directors determines to whom and at what price restricted domain trade brokerage accounts is to be issued.
The stock restrictions are conditioned on the employee's continued service to the company over a specific number of years or other criteria, such as meeting performance criteria. At the completion of each year of service or at the end of the specified period, a portion or all of the employee's shares become unrestricted shares. The key attraction of this structure is the ability through use of a properly prepared and implemented plan to control the timing of the income and, in some cases, to reduce the amount.
The tax consequences of a restricted stock plan are governed by Section 83 and the Treasury Regulations promulgated thereunder. Except for alternative minimum tax "AMT" purposes, in general, ISOs do not create taxable income for the employee, either at the issuance of the options or at their exercise. Under the Regulations, the option has a readily ascertainable fair market value at the time it is granted only if traded on an exchange.
In those rare cases where the option has a "readily ascertainable fair market value," the optionholder realizes compensation either 1 when his right in the option becomes transferable or 2 when his right in the option is not subject to a substantial risk of forfeiture. Thus, in virtually all other cases, the tax treatment of the option is determined at the time of exercise of the option as discussed below.
Compensation Issues of Particular Current Interest. Combining Forms of Compensation. Such compensation may enhance the value of the compensation package to the employee while increasing the compensation deduction trading ideas stock options for income tax the company. The following features are becoming popular for option plans trading ideas stock options for income tax many businesses: