ContractsCounsel Logo

How Stock Options Work

Updated: August 11, 2023
Clients Rate Lawyers on our Platform 4.9/5 Stars
based on 10,677 reviews
No Upfront Payment Required, Pay Only If You Hire.
Home Blog How Stock Options Work

Jump to Section

What Are Stock Options?

Stock options are a form of employee compensation and are not actual shares of company stock. Instead, they are equity options offered by companies as compensation that allow employees to purchase stock at a pre-determined rate in the future.

Stock options are frequently offered to employees of startups and can be extremely profitable if obtained early enough and if the startup grows quickly.

How Do Stock Options Work – Breakdown for Employees

If you’re wondering how stock options work, you’re not alone. It can be overwhelming to try to understand all the ins and outs of these equity perks, but luckily, they are not as complicated as you might think.

Here are two examples of how employee stock options work to help you:

  • Carlita is a new employee at a startup. As an incentive to take the job, she was offered 5,000 stock options over a 4 year vesting schedule with the company at a strike price of $5. This means that Carlita will gain the right to purchase 25% of her stock options each year, or 1,250. At the end of the 4-year term, she can purchase all 5,000 stock options for $5 even though the fair market value has raised to $15.
  • When Jaleel signed on with his company, he was granted 1,000 stock options at a strike price of $10 each with a vesting term of 4 years. At the end of the vesting term, the market price for the stock options Jaleel is entitled to dropped to $5. Rather than exercising his right to stock options, he chooses to let them expire, since the previously agreed upon strike price is higher than the stock options are worth.

Check out this article to learn more about how employee stock options work

Key Terms in Stock Options

Understanding the key terms in stock options is essential to comprehend how they work.

Here are the most important terms you need to know:

  • Strike Price : also known as a grant price or exercise price; the price you pay for stock options
  • Exercise Window : the period in which employees are permitted to exercise stock options
  • Vesting Period : the amount of time an employee must wait before they have the right to purchase all their stock options
  • Equity Grant Agreement : the written agreement that establishes employee stock options, strike price, exercise window, and vesting period
  • Non-Qualified Stock Options : also known as NSOs, when exercised, the difference between the strike price and the market price of a stock option is taxed at standard income rates
  • Incentive Stock Options : also knows as ISOs, these options are not taxable when exercised
  • Alternative Minimum Tax : used to calculate taxes for certain ISOs that are paid out to high-yield earners; created to ensure high earners pay their fair share of taxes

Here is an article about all the aspects of employee stock options.

Meet some lawyers on our platform

Tabetha H.

33 projects on CC
CC verified
View Profile

Laura B.

7 projects on CC
CC verified
View Profile

Ryenne S.

606 projects on CC
CC verified
View Profile

Samuel R.

65 projects on CC
CC verified
View Profile

Different Types of Employee Stock Options

Employee stock options give workers the right to purchase a pre-determined amount of stock at a set price, usually after a specific period known as a vesting period. These options are used as an incentive to bring employees aboard and to retain them in the long term.

There are two main types of employee stock options out there: nonqualified stock options and incentive stock options.

Nonqualified Stock Options

When employees exercise their right to purchase nonqualified stock options (NSOs), there is usually a difference between the strike price and the market price of their shares. With NSOs, the difference between these two numbers is taxed at the standard rate for payroll taxes and personal taxes. Then, taxes are charged again if the stock options are ever sold.

Incentive Stock Options

Incentive stock options , or ISOs, are unique because when employees opt to exercise their right to purchase them, they are generally not taxable under payroll tax, only personal taxes. The only exception to this rule is in the case that an alternative minimum tax (AMT) applies, which requires high earners to pay taxes on options regardless of their type. The AMT is essential to ensuring that high earners pay their fair share of taxes.

Learn more about nonqualified stock options and incentive stock options by checking out this article .

Understanding Vesting for Stock Options

When employers create stock options to offer to their workers, they determine a certain amount of tenure the employees must have before purchasing their options in full. This period is called a vesting period.

Vesting periods are important because they give employees incentive to retain their jobs with the company. Since long-term employees are more knowledgeable in their roles, business leaders find them more valuable than new employees in most cases.

Consequently, vesting periods are set in place to incentivize quality workers to gain tenure in their roles and thus becoming more valuable to the company.

Vesting periods typically last between four and six years. The length of time an employee’s specific period lasts is outlined in the equity grant agreement they sign when accepting their right to stock options.

Learn more about vesting periods by reading this article .

Stock Options and Taxation

Understanding tax rules can be intimidating, but when it comes to employee stock options , taxation is simple. Taxation for stock options can be broken down into three main categories: nonqualified stock options, incentive stock options, and alternative minimum taxes.

Taxation and Nonqualified Stock Options

Nonqualified stock options are known for being taxed at the standard rate. When employees exercise a stock option, there is usually a difference between the strike and market price of any given stock option. Employees pay taxes on the difference between the market price and the strike price of purchased options.

For example:

  • Franco exercises a stock option to purchase 500 shares at a strike price of $5, for a total of $2,500. The market price of the same options is $10, which would be a total of $5,000. Franco is responsible for paying payroll taxes and regular taxes on the difference of $2,500.

Taxation and Incentive Stock Options

When an employee exercises an incentive stock option, employees only pay personal taxes and are excused from paying payroll taxes. Employees are not required to pay the difference between the strike price and the market price at the time of exercising. However, taxes are due on any profits received when selling the options.

Taxation and Alternative Minimum Taxes

When employees exercise an ISO, they are generally not responsible for payroll taxes on the difference between the strike price and the market price. However, certain high-value incentive options can trigger alternative minimum taxes. These taxes are designed to ensure that high earners pay their fair share of taxes.

Find out more about stock options and taxation in this article .

Get Help with Your Stock Options

If you have questions or concerns about employee stock options, you need a qualified professional in your corner. Understanding the ins and outs of employee stock options can get complicated, so it’s always a good idea to have a lawyer on your side. Post a project on ContractsCounsel today to get connected with financial lawyers who specialize in employee stock options today.

How ContractsCounsel Works
Hiring a lawyer on ContractsCounsel is easy, transparent and affordable.
1. Post a Free Project
Complete our 4-step process to provide info on what you need done.
2. Get Bids to Review
Receive flat-fee bids from lawyers in our marketplace to compare.
3. Start Your Project
Securely pay to start working with the lawyer you select.

Meet some of our Lawyers

Hao L. on ContractsCounsel
View Hao
Member Since:
October 19, 2023

Hao L.

Partner
Free Consultation
Miami, Florida
1 Yr Experience
Licensed in FL
Golden Gate University School of Law

Florida Licensed Attorney & CFA® Charterholder Specializing in Immigration, Taxation, Aviation, Bankruptcy, Estate & Succession, and Business & Civil Litigation

Corey H. on ContractsCounsel
View Corey
Member Since:
October 20, 2023

Corey H.

Managing Partner
Free Consultation
Richmond, Virginia
15 Yrs Experience
Licensed in DC, MA, VA
UC Berkeley Law - LL.M

Veritas Global Law, PLLC ("Veritas") is a law firm specializing in Life Sciences, Private Equity, M&A, technology transactions and general corporate law. Veritas frequently represents clients seeking cost a cost efficient, on-demand, general counsel in a variety of general corporate law matters, and a range of contracts including NDAs, MSAs, Software as a Service (Saas) agreements. Veritas also represents U.S. and non-U.S. private investment fund GPs and LPs across a broad range of activities with a particular emphasis on private equity, venture capital, secondary funds, distressed funds and funds of funds. Mr. Harris received his LL.M. from the University of California, Berkeley, Boalt Hall School of Law and served as an articles editor of the Berkeley Business Law Journal and was an active member of the Berkeley Center for Law Business and the Economy. Additionally, Mr. Harris also holds a J.D. from Boston College Law School, a M.B.A. from the Boston College Carroll School of Management, a B.A. from Hampton University in Political Science with a minor in Economics and Spanish and a certificate in financial valuation from the University of Oxford, Saïd Business School.

Samantha P. on ContractsCounsel
View Samantha
Member Since:
October 24, 2023

Samantha P.

Family Law Attorney
Free Consultation
Honolulu, Hawaii
4 Yrs Experience
Licensed in HI
William S. Richardson School of Law at the University of Hawaii

Samantha earned her J.D. at the University of Hawaii, William S. Richardson School of Law and has been a member of the Hawaii State Bar Association since 2020. Samantha has worked as a Family Law attorney in Hawaii since 2020, and has represented clients on a variety of family law matters including: premarital agreements, pre- and post-judgement custody, parenting time and child support issues, pre- and post-divorce issues, interstate custody, and paternity issues. Samantha is a certified E-RYT 200 yoga instructor, taught yoga classes at the Modern Hotel in Waikiki throughout law school, and continues to teach yoga classes at various yoga studios in Honolulu to this day.

Alan V. on ContractsCounsel
View Alan
Member Since:
October 30, 2023

Alan V.

Staff Attorney
Free Consultation
Birmingham, AL
3 Yrs Experience
Licensed in AL
Birmingham School of Law

Bilingual attorney currently employed as a staff attorney for Legal Services of Alabama. Previous legal background includes clerkship with Judge Dorothea Batiste in the field of Domestic Relations. Legal background also includes being an associate at the prestigious firm of Shelnutt & Varner. I performed criminal defense, family, probate, and personal injury services for the firm.

Matthew F. on ContractsCounsel
View Matthew
Member Since:
October 30, 2023

Matthew F.

Attorney
Free Consultation
Lawrence, KS
5 Yrs Experience
Licensed in KS
University of Kansas

Matthew grew up in Leawood, Kansas. He graduated from the University of Kansas with a Bachelor of Arts degree in Political Science and Communications in 2016 and from the University of Kansas School of Law in 2019 where he received a Business and Commercial Law Certificate. During his time as an undergraduate, he worked at a consulting firm focused on political campaigns and corporate public relations. In May of 2020, he will receive an MBA with a focus on finance from the University of Kansas Business School. Matthew is interested in several practice areas including business and commercial law, arbitration, and civil litigation. In his free time, Matthew enjoys playing basketball, using his virtual reality headset and listening to audiobooks.

Katherine V. on ContractsCounsel
View Katherine
Member Since:
November 1, 2023

Katherine V.

Attorney
Free Consultation
Frankfort, Illinois
26 Yrs Experience
Licensed in IL
DePaul University College of Law

I am a skilled legal researcher and writer with a background in contract drafting and negotiation as well as litigation. I've served as an arbitrator for the past three years and have presided over nearly 400 binding arbitrations for an online dispute resolution platform. Additionally, I am a content writer and editor for the insurance division of LexisNexis. In my role as a contractor for LexisNexis, I research, draft, and edit high-quality legal reference tools on a variety of insurance topics for use by lawyers and insurance industry professionals.

Shawuki H. on ContractsCounsel
View Shawuki
Member Since:
November 3, 2023

Shawuki H.

Managing Attorney
Free Consultation
Bushnell, FL
4 Yrs Experience
Licensed in DC, FL
Western Michigan University Thomas M. Cooley Law School

hawuki attended SUNY Binghamton where he graduated with a Bachelor of Science in Marketing and Leadership & Consulting. Shawuki then went on to pursue his Juris Doctorate from Western Michigan University Thomas M. Cooley Law (WMU Cooley). During his time at WMU Cooley, Shawuki served as Justice of Phi Alpha Delta Law Fraternity, International, Vice President of Entertainment of Sports and Entertainment Law Society, and an Associate Editor of the Western Michigan University Thomas M. Cooley Journal of Practical and Clinical Law. At the conclusion of law school, Shawuki graduated with cum laude honors earning a spot on the Honor Roll and Dean's List. Professionally, Shawuki is an attorney/contract advisor and a serial entrepreneur. As the Managing Attorney of The Hilton Law Firm, PLLC, Shawuki has aided over a dozen startups and existing businesses with contractual, regulatory, administrative, and other legal matters. As a Canadian Football League (CFL) Contract Advisor, Shawuki has negotiated multiple player contracts, ensuring just compensation for his clients. Entrepreneurially, Shawuki is an owner of multiple businesses and has a wealth of business experience. Shawuki is a member of the Florida and District of Columbia Bar, Phi Alpha Delta Law Fraternity, International, Phi Delta Phi Legal Honor Society, and was recently named to the National Black Lawyers Top 40 under 40 list Florida.

Darren W. on ContractsCounsel
View Darren
Member Since:
November 5, 2023

Darren W.

Attorney
Free Consultation
South Jordan, Utah
20 Yrs Experience
Licensed in AZ, CO, UT, WY
J. Reuben Clark, BYU

My main focus is estate planning and business transactions, but I have had many practice areas throughout my career, including criminal defense and prosecution, civil litigation from neighborhood squabbles to corporate contentions. I have also worked in bankruptcy, family law, collections, employment law, and personal injury. I stand ready to assist in any area to which I feel I can be of service, but will not try to fake it if I do not know the area of law I am being asked to serve in.

Dawn K. on ContractsCounsel
View Dawn
Member Since:
November 5, 2023

Dawn K.

Partner
Free Consultation
Los Angeles, CA
9 Yrs Experience
Licensed in CA
Concord Law School Kaplan University

Dawn K Kennedy has been licensed to practice law since 2015, but has been an entrepreneur since 2011. She uses her extensive project management and business background to support small and mid-sized businesses with contracts, negotiations, and other matters relating to the operation of a successful business venture.

Find the best lawyer for your project

Browse Lawyers Now

Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.

View Trustpilot Review

Need help with a legal contract?

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer

CONTRACT LAWYERS BY TOP CITIES
See All Startup Lawyers
STOCK OPTIONS LAWYERS BY CITY
See All How Stock Options Work Lawyers

Contracts Counsel was incredibly helpful and easy to use. I submitted a project for a lawyer's help within a day I had received over 6 proposals from qualified lawyers. I submitted a bid that works best for my business and we went forward with the project.

View Trustpilot Review

I never knew how difficult it was to obtain representation or a lawyer, and ContractsCounsel was EXACTLY the type of service I was hoping for when I was in a pinch. Working with their service was efficient, effective and made me feel in control. Thank you so much and should I ever need attorney services down the road, I'll certainly be a repeat customer.

View Trustpilot Review

I got 5 bids within 24h of posting my project. I choose the person who provided the most detailed and relevant intro letter, highlighting their experience relevant to my project. I am very satisfied with the outcome and quality of the two agreements that were produced, they actually far exceed my expectations.

View Trustpilot Review

How It Works

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer

Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call

Find lawyers and attorneys by city