News & Analysis as of

Equity Compensation

Jackson Walker

Income Tax Changes Warrant Consideration When Awarding Equity Incentives

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Tax law is an interrelated web of complex rules, and changes in one rule can impact compensation strategies for management and executives even if the change is to individual income tax calculation rules. Executives should...more

Wilson Sonsini Goodrich & Rosati

Glass Lewis Launches 2025 Policy Survey

Glass Lewis recently announced the opening of its 2025 Policy Survey. The survey seeks input on several key governance topics including board diversity, executive compensation, ESG considerations, shareholder rights, and...more

Goodwin

In Management Equity Repurchases, Who Determines Fair Market Value?

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A majority of private equity firms prefer for their boards to value departing management’s equity, but approaches vary based on the applicable circumstances. When management equity holders leave a private equity-backed...more

Morris James LLP

Chancery Finds Plaintiffs Did Not Plead Demand Futility in a Derivative Suit Challenging a Controlling Stockholder’s Equity Grant

Morris James LLP on

In re Trade Desk, Inc. Deriv. Litig., Consol. C.A. No. 2022-0461-PAF (Del. Ch. Feb. 14, 2025) - In this decision, the Court of Chancery found that stockholders challenging a controlling stockholder’s equity compensation...more

Goodwin

Online Filing of Section 83(b) Elections Is Here!

Goodwin on

Last year, the US Internal Revenue Service (IRS) released Form 15620 for taxpayers to make elections under section 83(b) of the Internal Revenue Code, an important part of US tax planning for founders, employees, board...more

Cooley LLP

Navigating Pre-IPO Purgatory: Insights and Strategies

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In periods of market volatility and shifting investor sentiment, the path to an initial public offering (IPO) often becomes less predictable – and at times, significantly longer. As a result, executive teams must rethink how...more

Fenwick & West LLP

What Founders Actually Own at IPO (And Why It Matters Now More Than Ever)

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Founders often dream about the IPO moment—the bell-ringing, the headlines, the validation. But what’s often overlooked is what ownership actually looks like by the time you get there....more

Wilson Sonsini Goodrich & Rosati

FAQs: UK Employee Equity Incentive Annual Reporting and EMI Notification Deadline Fast Approaching

Companies operating employee equity incentive arrangements in the UK, including companies incorporated or registered outside of the UK, are mandated to file an online annual return with HM Revenue & Customs (HMRC) no later...more

Goodwin

UK Employee Share Plans: 6th of July HMRC Reporting Deadline

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Businesses that award shares, options or other securities to UK employees, directors or officer holders need to be aware of the July 6 deadline to submit an Employment Related Securities (ERS) annual return to HM Revenue &...more

Wilson Sonsini Goodrich & Rosati

[Event] 32nd Annual Medical Device & Digital Health Conference - June 5th - 6th, San Francisco, CA

Join medical device and digital health entrepreneurs, CEOs of venture-backed companies, and business development executives from large Medtech and digital health companies, as well as angels, venture capitalists, and...more

Amundsen Davis LLC

Key Takeaways – Beyond Sweat Equity: Modern Compensation Strategies for Enhanced Engagement & Retention

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Today’s employment environment requires companies large and small to be deliberate when designing their compensation strategy. Our panelists presented a high-level overview of the options available to executive teams when...more

DarrowEverett LLP

Massachusetts Court Decision Could Spark State Tax Crackdown Nationwide

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Founders and executives with equity compensation need to be prepared for state tax exposure, even in states where they do not live. In a landmark decision that reverberates beyond Massachusetts, the Massachusetts Appeals...more

Amundsen Davis LLC

[Webinar] Breakfast Briefing: Beyond Sweat Equity: Modern Compensation Strategies for Enhanced Engagement & Retention - April...

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In today’s competitive talent marketplace, traditional compensation models alone are no longer enough to attract and retain top performers. Join us for “Beyond Sweat Equity: Modern Compensation Strategies for Enhanced...more

Latham & Watkins LLP

The LathamTECH Podcast — Can RSUs Unlock Employee Equity?

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The trend of RSU (Restricted Stock Units) participation in secondary markets is transforming how private tech companies manage employee equity. As companies remain private for longer, the need for employee liquidity options...more

Allen Matkins

Court Rules Compensation Package Offer Is Not A Security

Allen Matkins on

The definition of a "security" Section 25019 was modeled after the definition in Section 2(a)(1) of the Securities Act of 1933, albeit with some notable differences.  Both laws broadly define the term and therefore cover a...more

Goodwin

Thinking Outside the Buyout: Four Factors Management Teams Need to Get Right

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Management teams of companies acquired by private equity (PE) firms often find themselves in a unique position. For a time, they are both selling owners and operators who will continue to run the business after the sale....more

Williams Mullen

[Webinar] M&A Series: Pre-Exit Housekeeping for Emerging Companies - March 20th, 11:00 am - 11:15 am EDT

Williams Mullen on

Please join Williams Mullen attorneys David Lay and Cathy Zhang as they discuss common M&A diligence issues that emerging companies should review before pursuing an exit....more

Skadden, Arps, Slate, Meagher & Flom LLP

2025 Annual Meeting Filing and Disclosure Reminders

When finalizing proxy materials for annual shareholder meetings, we recommend that companies consider the recent changes to proxy disclosure requirements and other disclosure trends summarized in our December 11, 2024, client...more

DarrowEverett LLP

Private Equity Incentive Structures: What Management Needs to Know

DarrowEverett LLP on

If a private equity buyer is exploring an acquisition of the company you manage, and you anticipate remaining involved in the business after the sale, there are a number of options that may be appealing to you. It is likely...more

Barnea Jaffa Lande & Co.

Phantom Stock: A Strategic Tool for Equity Incentivization

In the contemporary landscape of talent management, organizations face major challenges in recruiting and retaining top-tier professionals. Equity incentive mechanisms have emerged as a sophisticated strategy to cultivate...more

BCLP

Don’t Forget Accounting Rules When Accelerating Vesting of Stock-Based Awards

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Last month, the SEC settled charges against Celsius Holdings, Inc. for allegedly improper accounting when it modified equity compensation awards for six departing employees and retiring directors. The errors caused allegedly...more

DLA Piper

What's New in 2025 for Global Equity Plans

DLA Piper on

As we settle into 2025, companies granting equity compensation awards to their employees around the world are encouraged to monitor developments that affect compliance and administration across different jurisdictions. ...more

Cooley LLP

Early Lock-Up Releases: Overview and Trends

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Lock-up agreements prohibit company insiders (founders, directors, executive officers and major stockholders) and other pre-IPO stockholders from selling their shares for a period of time after an offering. Lock-ups are...more

Wilson Sonsini Goodrich & Rosati

Action Required: Share Transfers Pursuant to ISO Exercises and ESPP Purchases

Companies frequently grant incentive stock options (ISOs) or sponsor an employee stock purchase plan (ESPP) to provide tax-advantaged equity incentives to employees that are U.S. taxpayers. One aspect of the tax-advantaged...more

Proskauer - Employee Benefits & Executive...

ISS and Glass Lewis Announce Compensation-Related Updates For 2025 Proxy Season

Recently, Institutional Shareholder Services (“ISS”) released updates to its voting policies for 2025, including new and updated responses to its Compensation Policies FAQs and new Value-Adjusted Burn Rate Benchmarks (based...more

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