Equity Grant Agreement: Definition, Terms, Example
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Quick Facts — Equity Grant Agreement Lawyers
- Avg cost to draft an Equity Grant Agreement: $1040.00
- Avg cost to review an Equity Grant Agreement: $520.00
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- Clients helped: 42 recent equity grant agreement projects
- Avg lawyer rating: 5.0 (8 reviews)
What is an Equity Grant Agreement?
An equity grant agreement is a legal document that defines the terms and conditions of an employee's company ownership. It is essential to have this contract drawn up before hiring new employees, as it can help protect both the company and its business partner(s) if there are any disputes or disagreements down the road.
This type of contract should be implemented before hiring any new employees. It will ensure all parties involved understand their rights if there ever comes a time when they want to leave or disagree with something related to work ethics or job duties.
Common Sections in Equity Grant Agreements
Below is a list of common sections included in Equity Grant Agreements. These sections are linked to the below sample agreement for you to explore.
Equity Grant Agreement Sample
(a) | The Units are or will be acquired for investment for an indefinite period for Grantee's own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and Grantee has no present intention of selling, granting participation in, or otherwise distributing the same. By executing this Agreement, Grantee further represents that he does not have any contract, undertaking, agreement or arrangement with any person to sell, transfer, or grant participations, to such person or to any third person, with respect to any of the Units. |
(b) | Grantee understands that the Units have not been registered under the Securities Act of 1933, as amended (the "Act"), on the grounds that the transactions provided for in this Agreement are exempt from the registration requirements of the Act, and that the Company's reliance on such exemption is predicated on Grantee's representations set forth herein. |
(c) | Grantee acknowledges that he understands that any sale of the securities that might be made by Grantee in reliance upon Rule 144 under the Act may be made only in limited amounts in accordance with the terms and conditions of that rule and that Grantee may not be able to sell the Units at the time or in the amount Grantee so desires. Grantee is familiar with Rule 144 and understands that the Units constitute "restricted securities" within the meaning of that Rule. |
(d) | In connection with the investment representations made herein Grantee represents that he is able to fend for himself in the transactions contemplated by this Agreement, has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of his investment, has the ability to bear the economic risks of his investment and has been furnished with and has had access to such information as he has requested and deem appropriate to his investment decision. |
(e) | Grantee agrees that in no event will he make a disposition of any of the Units unless and until (a) he has notified the Company of the proposed disposition and has furnished the Company with a statement of the circumstances surrounding the proposed disposition, and (b) he has furnished the Company with an opinion of counsel satisfactory to the Company to the effect that (i) such disposition will not require registration of such Units under the Act, or (ii) that appropriate action necessary for compliance with the Act has been taken, or (c) the Company shall have waived, expressly and in writing, its rights under clauses (a) and (b) of this subparagraph. In addition, prior to any disposition of any of the Units the Company may require the transferee or assignee to provide investment representations in writing and in a form acceptable to the Company. |
(f) | The Company shall not be required (i) to transfer on its books any Units of the Company which shall have been sold or transferred in violation of any of the provisions set forth in this Agreement, or (ii) to treat as owner of such Units or to accord the right to vote as such owner or to pay dividends to any transferee to whom such Units shall have been so transferred. |
Reference:
Security Exchange Commission - Edgar Database, EX-10.1 2 a101-equitygrantagreement.htm, Viewed January 7, 2022, View Source on SEC.
Who Helps With Equity Grant Agreements?
Lawyers with backgrounds working on equity grant agreements work with clients to help. Do you need help with an equity grant agreement?
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Meet some of our Equity Grant Agreement Lawyers
Rhea d.
Rhea de Aenlle is a business-savvy attorney with extensive experience in Privacy & Data Security (CIPP/US, CIPP/E), GDPR, CCPA, HIPAA, FERPA, Intellectual Property, and Commercial Contracts. She has over 25 years of legal experience as an in-house counsel, AM Law 100 firm associate, and a solo practice attorney. Rhea works with start-up and midsize technology companies.
"Rhea is very knowledgeable, responsive, and a pleasure to work with. She provided excellent guidance throughout the MSA and BAA process, and I highly recommend her services."
Paul S.
I focus my practice on startups and small to mid-size businesses, because they have unique needs that mid-size and large law firms aren't well-equipped to service. In addition to practicing law, I have started and run other businesses, and have an MBA in marketing from Indiana University. I combine my business experience with my legal expertise, to provide practical advice to my clients. I am licensed in Ohio and California, and I leverage the latest in technology to provide top quality legal services to a nationwide client-base. This enables me to serve my clients in a cost-effective manner that doesn't skimp on personal service.
"Was my great pleasure working with Paul. He is very knowledgeable about startups/companies, professional, wise, and supportive. I would highly recommend him."
Keidi C.
Keidi S. Carrington brings a wealth of legal knowledge and business experience in the financial services area with a particular focus on investment management. She is a former securities examiner at the United States Securities & Exchange Commission (SEC) and Associate Counsel at State Street Bank & Trust and has consulted for various investment houses and private investment entities. Her work has included developing a mutual fund that invested in equity securities of listed real estate investment trusts (REITs) and other listed real estate companies; establishing private equity and hedge funds that help clients raise capital by preparing offering materials, negotiating with prospective investors, preparing partnership and LLC operating agreements and advising on and documenting management arrangements; advising on the establishment of Initial Coin Offerings (ICOs/Token Offerings) and counseling SEC registered and state investment advisers regarding organizational structure and compliance. Ms. Carrington is a graduate of Johns Hopkins University with a B.A. in International Relations. She earned her Juris Doctorate from New England Law | Boston and her LL.M. in Banking and Financial Law from Boston University School of Law. She is admitted to practice in Massachusetts and New York. Currently, her practice focuses on assisting investors, start-ups, small and mid-size businesses with their legal needs in the areas of corporate and securities law.
"Received very meaningful advice and I hope to work with you in the future."
Kenneth G.
Kenneth E. Gray, Jr. is a business and tax attorney who advises entrepreneurs, investors, and closely held companies on transactions, tax planning, disputes, and long-term wealth structuring. He focuses on helping clients make legally sound decisions that also make business sense. Ken’s practice includes business formation and restructuring, mergers and acquisitions, private investments and fundraising transactions, contract drafting and negotiation, and cross-border matters. He also maintains a significant tax practice, advising on federal and state structuring, specialty filings (including partnership, corporate, and non-resident matters), and representing clients in disputes before the U.S. Tax Court and other federal and state tribunals. In addition to his transactional work, Ken handles commercial and business litigation, including tax controversies, financial disputes, and partnership matters. His litigation experience informs how he structures deals and governance documents, with an eye toward preventing disputes before they arise. Ken also advises individuals and families on estate planning, trust formation, tax-efficient wealth transfer strategies, and probate administration, including planning involving closely held businesses and foreign assets. Before practicing law, Ken worked in banking and private equity, including managing a $5 billion emerging markets fund-of-funds portfolio at the U.S. Overseas Private Investment Corporation (OPIC) and serving in equity research at ABN AMRO. That financial background allows him to understand transactions from both the legal and capital perspective. He holds a J.D. from Georgetown University Law Center and an MBA from Yale University. He practices before the U.S. Tax Court, various state courts, and other federal courts.
"It is not easy to find a lawyer that knows Offshore Asset Protection Trusts, which own a foreign LLC, which owns a USA LLC. Fines could reach $100K if the tax forms are incorrect, or not filed. He was able to review my draft returns and provide memos with required changes (many, many changes), after 1 follow-up everything was basically done other than a few tiny edits. I really appreciated how he worked me in, right in the busiest time of tax season, to ensure there were no errors. Would definitely hire again."
Michael S.
I began my career at "big law" firms, worked in-house for 14 years, and now have my own practice, providing big law quality at small firm rates. My practice focuses on strategic and commercial transactions, including M&A, preferred stock and common stock offerings, asset purchases and sales, joint ventures and strategic partnerships, stock option plans, master services agreements and SOWs, software development and license agreements, SaaS agreements, NDAs, employment and consulting agreements. I also manage corporate governance, advise boards and executives, and act as outside general counsel. I represent clients across the country and around the world.
"Completed most of the work with majority of the answers correct!"
Matt S.
Hello, my name is Matt Shelton and I am a transactional attorney with about 3 years of legal experience, mainly consisting of drafting, reviewing, and negotiating contracts. I have a background in real estate, with experience drafting and negotiating a wide range of real estate contracts, including purchase agreements, operating agreements, leases, easements, property management agreements, development agreements, deeds, NDAs, and others. Additionally, I have experience working on a variety of commercial agreements, including sponsorship agreements, shareholder agreements, indemnities, sales contracts, and others, as well as drafting persuasive letters, such as demand letters, cease and desists, and notices.
"Matt provides a great service at a reasonable price. He was very responsive and finished the job a day earlier than planned. We will be using his services in the future."
June 25, 2026
Edward L.
I handle litigation, trial, and appeal of civil rights, torts, breach of contract, and family law matters.
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"Ryenne was amazing to work with. She understood my issues and provided a red-lined agreement which aligned exactly with my goals."
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"Michael offered great feedback on an incentive equity units agreement. He was very helpful and responsive. Highly recommend!"
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"Ryenne was quick to schedule a call and help me review and answer all questions I had regarding my agreement document. Very knowledgeable and professional. Would love to work with her again!"
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Can you explain the key terms and considerations in an Equity Grant Agreement?
I recently received an Equity Grant Agreement from my employer, outlining the terms of my stock options as part of my compensation package. While I understand the basics, I would like a lawyer's perspective on the key terms and considerations I should be aware of before signing the agreement. I want to ensure that I fully understand my rights and obligations, any vesting schedules, and potential tax implications associated with the equity grant.
Dolan W.
Hello! My name is Dolan and I'm happy to help. What you want to do first is make sure you understand the type of equity you’re being granted. Is it stock options, RSUs or another form of equity, for example? Stock options often come with the right to purchase shares at a specific price (the "exercise price"), while RSUs usually represent shares given to you outright after meeting certain conditions. Each type of equity has its own rules and tax implications. Also, look at the vesting schedule. This determines when you gain full ownership of the equity. Then, you want to consider the exercise terms. Basically, is there a date you can or must exercise them (turn them from stock to cash). The company may have repurchase agreements or clauses in place giving them right of first refusal before a sale. ' Typically, if there is a merger, other rules apply. I can always draft or review them for you.
Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.
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