Demystifying Stock
Options and Signing Bonuses
Sacha Cohen
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Everything is going according to plan. You've
been offered the salary you were expecting and
a nice benefits package. But now, you've been
thrown a curveball. Your soon-to-be employer is
offering you stock options and talking about a
signing bonus if you start right away. Before
you jump for joy and sign on the dotted line,
consider what these incentives really mean to
you-in the short and long-term.
A year or so ago, stock options at many companies-especially
high-tech and biotech-could mean a quick trip
to easy street. Nowadays-with the stock market
tumble and a slowing economy-that's all changed.
And even though the economic landscape has changed,
your evaluation of stock options shouldn't. Let's
begin with a quick run down of what stock options
are and how they are distributed out to employees.
A stock option is a contractual right granted
to an individual to purchase a specified number
of shares of stock of the granting corporation
at a specified price for a specified period of
time. The price at which the option is provided
is called the "grant price" and is usually
the market price at the time the options are granted.
The terms of the option state the employee can
buy the shares at that price for up to 10 years
(the "expiration" date). Most options,
however, also have vesting schedules, meaning
an employee has to wait a few years before all
the options can be used. Common vesting schedules
are 4-5 years. Exercising an option is when an
employee buys the shares he or she is offered.
Sometimes they can wait as long as 10 years after
vesting before they must buy or forfeit the shares.
Keep in mind that there are two main kinds of
options: incentive stock options (ISOs) and nonqualified
stock options (NSOs). With an ISO, if certain
rules are met, the employee does not have to pay
tax on the "spread" between the grant
and exercise price until the shares are sold.
Capital gains taxes would then be due. The company,
however, cannot take a tax deduction for the spread.
With an NSO, the employee pays taxes on the spread
just as if it were wages, and the company can
take a corresponding tax deduction.
According to the American
Benefits Council about 56 percent of U.S.
employers participate in stock reward plans, which
cover between 7 million and 10 million workers.
And even though the stock market has gone through
a very rough patch as of late, that number is
holding steady. In fact, a survey of consultants
representing hundreds of broad-based stock option
companies by The National Center for Employee
Ownership found that most said that none of their
clients was currently planning to alter their
option plans in response to market declines.
It's important to find out how stock option grants
are viewed as part of the overall compensation
package, says Deborah Thobe, president of Thobe
Group, Inc., a human resources management consulting
firm. "Are they giving something up to get
the stock -- which means then the stock represents
pay "at risk," or is it "gravy"
-- above and beyond the targeted total compensation
for the job?"
When you are considering an offer that includes
stock options, there are many questions you should
ask. First, says Corey Rosen, Executive Director
at the National Center for Employee Ownership,
you will want to know how many options you will
be getting and at what price. "In a public
company, the face value of the option (the grant
price times the number of options) is a good measure
of initial value; in a private company, the number
of options is a more useful measure." You
also want to know how the company's stock price
has performed and what its prospects are. Finally,
you want to know if you will be getting more options
in the future and what you have to do to get them.
Other questions to ask include:
-- Is the company's financial track record solid?
--How far along in the funding cycle is the company?
--How many options have been granted and at what
average price? (More options could dilute the
value of your shares.)
-- If the company is private, how far off is a
public offering or other event that would give
your options actual value?
-- What happens to your options if the company
is sold?
There are a few excellent online resources where
you cannot only learn about stocks, you can also
research the company that you are considering
joining (if it's public). They include Quicken.com,
Fidelity.com,
TheStreet.com,
Motley
Fool and Kiplinger.com.
Sidebar:
Quick Tips for Evaluating Stock Options
Sidebar:
Stock Options Terminology
All About the Signing Bonus
Another benefit that many companies now offer
is the signing bonus, which is "a pile of
cash that you get up front, just for signing on
to work for a company," say the advisors
from the Motley Fool. Last year, Lucent made news
when it paid its new CFO $4 million just to join
the company. While the amount of money is unusual,
the practice is not rare at all.
Many companies use signing bonuses to attract
and retain high-level executives and mid-level
management, reports WorldatWork (formerly the
American Compensation Association), which found
that 60% of its members offer sign-on bonuses.
It usually serves two purposes, says Dwight Ueda
of Salary.com: a signing bonus establishes goodwill
and "buys out any compensation 'left on the
table' from a previous employer."
If you find yourself in the rather enviable position
of being offered a signing bonus, you should ask
a couple questions first. For example, find out
when you'll be eligible to receive the bonus (after
six months with the company, a year, immediately,
etc). Generally, medium to large signing bonuses
are paid over a period of up to a year to protect
the company's interests. But according to the
WorldatWork survey, of the payouts given, only
40 percent required a split pay (part of the money
was given upon hire and the remainder was given
after a set period of time). The remaining 60
percent received their entire bonus up front.
You should also find out if you'd still receive
the bonus if you leave the company after a certain
amount of time. And, if you did receive the lump
sum when you started, will you have to pay the
money back if you leave in less than a year? Finally,
ask whether or not the signing bonus in lieu of
performance bonuses.
The key to getting the most from such benefits
as stock options and signing bonuses is to make
sure you ask lots of questions up front. The more
information you get, the better off you'll be
in the long run.
Sacha Cohen is a Washington-based business and
technology writer. Her work has appeared in The
Washington Post, Kiplinger.com, Fast Company,
Oxygen's ka-Ching and other print and online publications.
Cohen has been covering Internet trends and culture
since 1996.
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