Print This Page

Subject:   Question I did not see addressed on your site
Date:   Fri, 15 Oct 2010
From:   Sara

My company has a stock option plan. I have some of them.

If my company was sold to a privately-held company, would the new company be required to purchase the stock from those holding the options?

Would employees whose options are 100% vested remain vested? Would they have a limited time to exercise or purchase their shares?

Thank you for your time and assistance.

Sara

Answer

Date:   3 Nov 2010

Hello Sara,

You have asked a legal question that I’m not qualified to answer. You might seek an attorney who specializes in this area.

In my experience, part of the negotiations for the purchase of a company includes individuals holding options.

The options do remain vested. They might be bought out or converted to options for stock of the acquiring company.

For employees holding incentive stock options, I suggest they consider exercising before the acquisition, because a disqualified disposition of ISO shares isn’t subject to employment taxes, but the buyout of the options themselves is subject to income tax withholding and employment taxes.

Good luck!

Mike Gray

For more information about incentive stock options, request our free report, Incentive Stock Options - Executive Tax and Financial Planning Strategies.

IRS Circular 230 Disclosure: As required by U.S. Treasury Regulations, you are hereby advised that any written tax advice contained in this answer was not written or intended to be used (and cannot be used) by any taxpayer for the purpose of avoiding penalties that may be imposed under the U.S. Internal Revenue Code.