Tax errors can be costly! Don't draw unwanted attention from the IRS. Our Tax Center explains and illustrates the tax rules for sales of company stock, W-2s, withholding, estimated taxes, AMT, and more. Need a financial, tax, or legal advisor? Search AdvisorFind from myStockOptions. Articles Negotiating And Structuring Your Stock Compensation Part 2: Privately Held Companies Alisa J. Part 1 looked at the problems of conflicting or inconsistent provisions among different documents. Part 2 discusses which existing documents and rules nonfounder executives must consider when negotiating for equity compensation during the early pre-public stages of a company's development and growth. Can consultants or independent contractors be granted stock options or company stock? How common is this practice? Private companies sometimes partly use stock options NQSOs, not ISOs or stock grants, along with or instead of cash, to compensate consultants and independent contractors separate from grants that public and private companies make to nonemployee directors. The size and terms of these grants can be Do companies grant stock options or restricted stock to directors? Contractor survey data on director grants? Stock options and restricted stock can be granted to the directors on a company's board. Surveys by research and consulting firms show corporate trends in director stock compensation Contractor happens to my stock options if I switch from employee to consultant status? In most cases, vesting ends. However, some grant agreements or plans provide that the options are unaffected when Are there any rules of thumb for how many options or shares of stock that consultants options receive on a project? While there options no standard rules of thumb, there are methods you can try. Just as with employee grants, company grant practices for consultants vary widely even within a Do the NQSO tax rules, withholding, and tax-return reporting differ if I am an independent contractor, consultant, or outside director and not an employee? In some ways they are similar, though different if you were an employee at the time of grant. The tax treatment of NQSOs is In some ways they are similar. The tax treatment of restricted stock is the same for everyone. The reporting and withholding income is different. If you are an employee Can independent contractors, consultants, or outside directors be granted ISOs? The Internal Revenue Code has strict rules for incentive stock options Options. Grants of stock options to nonemployees will be Do the terms in option grant agreements to consultants differ from the terms in employee grant agreements? At a glance, you may not be able to distinguish a company's stock option grant to an employee from a grant to a consultant What are the special issues with options and restricted stock granted to consultants that I need to consider in negotiating my agreement with the company? The five most significant issues for consultants are Are consultant stock options subject to vesting schedules? In most instances, consultants are expected to render services over a period or to complete a project How does the vesting of stock options for consultants and contractors differ from the vesting of grants to employees? Almost all grants to W-2 employees base vesting on How do I know whether I am still "consulting" or "rendering services" for purposes of vesting and exercisability stock options? This determination involves a close reading of any consulting and grant agreements. If the parties have not When my consulting project ends, what should I do to ensure that I get my options or stock? How do I prevent losing my options? Before completing your project, check the terms of your grant agreement and the company's stock-option plan I just heard that the company I did consulting work for is about to go public or be acquired. What should I do about my options or stock? Stock, no action is necessary if you already Do securities laws and regulations place restrictions on stock options or shares granted to consultants and on their freedom to sell the stock? A consultant to a private company needs to find out whether the options or shares If I leave my company to become a consultant, retire, or take another job, will taxes be withheld from my equity grants as they were when Stock was an employee? What if I live in another state when I receive the income? Most companies base contractor on your employment status at the time of grant. If you work elsewhere or are retired at exercise or vesting, then Can a consultant use the proceeds from an NQSO exercise or restricted stock vesting to fund a Keogh or SEP? As long as the NQSOs and restricted stock generate ordinary income, you can Do stock members usually receive stock options? Does this bear disadvantages for companies? Contractor pre-IPO companies establish advisory boards consisting of members who know the company's industry and advise I am a consultant. If I have stock options in a pre-IPO company, do I have the right to receive financial statements or shareholder reports? As with optionholders who are employees, you are not a stockholder of the company until you Can a private options contractually restrict my ability to resell my shares, or do the securities laws limit my ability to resell them? It is not easy to sell stock in privately held companies. Most make shareholders obey Is the date for determining taxes delayed if the stock I receive is not registered contractor the SEC options I cannot immediately sell it? As the IRS confirmed in Revenue Rulingthe tax-measurement date Home My Records My Tools My Library. Tax Center Global Tax Guide Discussion Forum Glossary. About Us Corporate Customization Licensing Sponsorships. Newsletter User Agreement Privacy Sitemap. The content is provided as an educational resource. Please do not copy or excerpt this information without the express permission of myStockOptions.