The NASPP Blog

March 23, 2017

Jettisoning Estimated Forfeiture Rates

Now that ASU 2016-09 allows companies to record expense for service-based awards without applying an estimated forfeiture rate to the accruals (see “Update to ASC 718: The FASB’s Decisions“), some our readers may be wondering how to make the transition to accounting for forfeitures as they occur. This is done by recording a cumulative adjustment to retained earnings in the period you adopt the ASU. In today’s guest blog entry, Elizabeth Dodge of Equity Plan Solutions explains how to calculate this adjustment (which she refers to as a “true-up amount”).

How to Get Rid of Your Estimated Forfeiture Rate

By Elizabeth Dodge, Equity Plan Solutions

So, you’ve decided to get rid of your estimated forfeiture rate… or at least decided to consider it. Congratulations! I recommend the elimination of an estimated forfeiture rate to all my clients. It simplifies equity accounting in so many ways.

Now how do you DO it? And better yet, do it without the auditors crawling all over you with time-consuming questions?

The short answer to the first question is:

  1. Run an expense report, life-to-date WITH your current estimated forfeiture rate.
  2. Run an expense report, life-to-date with a ZERO forfeiture rate.
  3. Compare “To Date” (aka cumulative) expense (or, if your report doesn’t give you To Date, add prior and current expense and compare that).

The difference is your true up amount. Yes, it’s that easy. Yes, proving it’s correct is a little harder. More on that later.

Note: If you are using a system that delays the reversal of expense to the VEST DATE, it’s not QUITE this easy, but that is outside the scope of this article.

Why life-to-date?

Can’t I just run the current period report with and without the rate and take the difference in To Date (aka cumulative) Expense. Yes, you SHOULD be able to do that, but your auditors will want to kick the tires on your analysis and having ALL your grants on the report will help them do that. And life-to-date (LTD) should be from your adoption of FAS 123(R) (now known as ASC 718)—January 1, 2006 for many companies—until the end of your most recent reporting period—December 31, 2016 for many companies.

So now how do you tick and tie the numbers to your auditors’ satisfaction?

The approach I’ve used thus far with all my clients that have early adopted or considered adopting is to create a spreadsheet with four tabs:

  1. LTD Expense Report With a Forfeiture Rate
  2. LTD Expense Report Without a Forfeiture rate
  3. Comparison tab
  4. Summary tab

The Comparison tab has one row per grant and indicates the grant date, unvested shares (optional), final vest date and cancel date, if any, for each. It also pulls in expense from tab 1 and tab 2 and compares them in a “Variance” column. Then I add a “Reason” column that categorizes the grants into (generally) three categories:

  • Fully Vested, No Cancellation: These grants should have no expense variance.
  • Cancelled: These grants should have no expense variance (unless you are using True Up at Vest).
  • Still Vesting, No Cancellation: All grants should have higher expense on the Without Forfeiture Rate tab

You could assign these categories by using formulas. I usually use the low-tech method of filtering for a given criteria and then pasting the Reason down through all the rows to which it applies.

On the Summary tab, I summarize the expense totals from both tabs and then use a pivot table to summarize the reasons (or categories) and the associated variances (or lack thereof):

Summary Tab

Thus far no auditors have had an issue with this approach. (Of course, now that I’ve said that, I’ve jinxed myself.) Have at it! And have fun!

Dodge_SqElizabeth is a Principal for Equity Plan Solutions, LLC, providing equity compensation consulting services to companies from startups to large public corporations. Previously, Elizabeth was a consultant and Vice President for Stock & Option Solutions, Inc. and held product management roles in stock plan services at BNY Mellon and ETRADE Corporate Services. Elizabeth became a Certified Equity Professional in 1999 and co-authors the chapter on accounting in The Stock Option Book. She also serves on the Executive Advisory Committee of the National Association of Stock Plan Professionals and was honored with the NASPP Individual Achievement award in 2012. You can contact Elizabeth at

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March 21, 2017

Dodd-Frank Repeal Losing Steam?

Back in February, it seemed like repeal of the CEO pay ratio disclosure was only a matter of time and that when it goes, it might take a lot of the rest of Dodd-Frank with it (see “More Challenges to Dodd-Frank,” February 9). But now the GOP’s push for a repeal seems to be losing steam.

Piwowar’s Request for Comments

As I noted on February 9, SEC Chairman Piwowar has requested comments from companies that have encountered unexpected challenges in implementing the CEO pay ratio. Comments are posted to the SEC’s website as they are received: so far, the SEC has received over 60 individual comment letters and a form letter (of which there have been over 3,000 submissions). The overwhelming majority of comments, including the over 3,000 form letters, are opposed to a further delay in the implementation of the rule. Given the veritable wealth of information on executive pay that is included in the proxy, it is surprising to me that anyone feels they need to know the ratio of CEO to median employee pay to figure out that CEOs are overpaid but apparently a lot of people really do want to know this. Go figure.

If you have encountered challenges (expected or unexpected) in preparing for the disclosure, now is a good time to tell the SEC about them. Comments are due by March 23 but, in my experience, most governmental agencies will still consider comments received after the deadline. If you are interested in reading about the challenges other companies have encountered, check out the letters from Borg Warner Flushing Financial, Stein Mart, and Finish Line.

Not a Priority?

Trump’s executive order requiring review of all “existing laws, treaties, regulations, guidance, reporting and recordkeeping requirements, and other Government policies” seemed to target Dodd-Frank along with other legislation (see “Dodd-Frank Under Scrutiny“). But, as reported in an article on Bloomberg (“Dismantling Dodd-Frank May Have to Wait“), repeal of Dodd-Frank was notably absent from Trump’s priority-setting speech to Congress on February 28.

Financial Choice Act a Long Shot

The Bloomberg article also noted that there is significant opposition to the Financial Choice Act. This act would repeal or weaken much of Dodd-Frank, but one analyst quoted in the article gives it only a 10-20% chance of passing.

It’s Not Over Until the Secretary of the Treasury Sings

The Executive Order calling for a review of all existing laws, regulations, etc. also requires the Secretary of Treasury and the Financial Stability Oversight Council to report their findings to the Administration by early June. Until then, there’s still a chance the rule may be delayed or repealed.

– Barbara

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March 16, 2017

Adjusting Stock Awards in a Spinoff

The treatment of equity compensation in a change-in-control is complicated and perhaps the most complicated of all is the spin-off.  We recently posted an article by Michael Gorski of Semler Brossy that looks at various ways outstanding stock grants are handled in a spinoff (“Keeping Your Equity Strategy in Balance Through a Corporate Spin‐Off,” originally published in workspan).

Gorski explains that, to minimize concerns over employee relations, companies should seek an outcome in which the pre-spin equity value is preserved. He breaks the approaches into various types, including the following two most common methods:

  • Shareholder (or Portfolio) Approach: Equity holdings are treated the same as those of a company shareholder in that they are divided into equity in both the remaining company and the spun-off entity on a one-for-one basis. For options, the exercise prices are converted, but the number of options remains the same.
  • Employee (or Concentration) Approach: Equity holdings are entirely in either the remaining company or the spun-off entity. This is the approach used most often as it ensures employees are aligned directly with the success of the company they are working for post-spin. For options, both the number of options and the exercise prices are translated to maintain the existing value.

Gorski provides a few examples from high-profile deals. For instance, when PayPal was spun off from eBay, it used the “employee approach” for employees staying with eBay or shifting to PayPal, but for executives in charge of a smooth transition, it used the “shareholder approach.”

When Kraft Foods spun off from Mondelez International, Gorksi notes that the transaction used the “shareholder approach” for options, SARs, restricted stock, and deferred stock units to encourage a collaborative environment between the companies. However, for performance shares, it used an “employee approach” to align directly with each company’s post-spin goals.

– Barbara

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March 14, 2017

Modification Accounting Update: Is it in Time?

Last week, I blogged about the FASB’s recent update to ASC 718, which clarifies when modification accounting is required for amendments to outstanding awards. The genesis for this update is the amendments companies are making to their share withholding provisions in light of ASU 2016-09. So the question is: will the update be final in time for companies to rely on it for their share withholding amendments?

Timing of Share Withholding Amendments

Calendar-year public companies have to adopt ASU 2016-09 by this quarter and presumably will want to amend the share withholding provisions in their plan at the same time or shortly thereafter. Unfortunately, the update on modification accounting (which doesn’t have an official number yet) won’t be issued until April, at the earliest.

Consider Waiting

One obvious alternative is to wait until the update is issued to amend plans and award agreements.  But companies with major vesting events happening before then may want to amend their plans and awards sooner.

Hope for the Best

Once the update is issued, companies can adopt it early. The update clearly won’t be issued in time for it to be adopted in calendar Q1, but companies should be able to adopt it in calendar Q2. When companies adopted ASU 2016-09 in an interim period, they were required to apply it to prior interim periods in the same year. We don’t know for sure that this requirement will apply to the update on modification accounting, but it seems reasonable to assume that it will (it applies to many, if not all, ASUs issued lately by the FASB).

Thus, if calendar-year companies amend their awards in Q1 and account for the amendments as modifications, it’s possible that early adopting the modification accounting update would allow them to reverse that treatment.

Maybe Auditors Won’t Make Companies Wait for the Update

Lastly, my understanding is that—even without the FASB’s update—some auditors don’t think amending a share withholding provision requires modification treatment. The few comment letters that opposed the update did so on the basis that it is unnecessary because this conclusion can already be reached under the current standard.

The FASB’s recent vote on the update (which was unanimous with respect to the question of when modification accounting should be required) provides a clear indication of the board’s attitude. Given that, perhaps the actual issuance of the final update is a mere formality and most (maybe all) auditors will come to the conclusion that modification accounting isn’t required for share withholding amendments even without the final update. But I wouldn’t assume this without discussing it with your auditors.

– Barbara

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March 9, 2017

What Can Social Media Teach Us About Communication

At the CEP Symposium later this month, I am part of a panel that will present on social media strategies that we can leverage in stock plan education programs. Recently, one of my co-panelists, Emily Cervino of Fidelity Stock Plan Services, wrote an article about this topic. I’m so excited about this idea that I asked Emily if we could publish her article as a guest blog entry.

3 Social Media Tricks to Make Stock-Plan Communications Irresistible

By Emily Cervino, Fidelity Stock Plan Services

Did you click on this article because, surely, you have the time to read just three things? And who doesn’t want “irresistible” communications? A quick read could make you a certified hero at work!

I hope you found the title catchy, compelling, and irresistible, because that was my intention. The title is my attempt at “clickbait”—a title that tempts you with information you need and want—but that you have to click to get. The main purpose of clickbait is to attract attention—simply by getting readers to click on it.

I’m gearing up for the CEP Symposium, where I’ll join Aftab Ibrahim, T-Mobile, and Barbara Baksa, NASPP, for a session on using social media tricks to make stock plan communications compelling. No, we aren’t talking about using actual social media for stock plan communications—that’s a no-go from the get-go for many companies. But we are interested in taking the tricks that make social media so addictive and applying them to stock plan communications.

If you are reading this article, you’re on social media and I’d wager that this isn’t your first foray into social media today. I can’t honestly say that I check social media every morning before I get out of bed, but it is a safe bet that by the time I’m done with my 2 minutes of teeth brushing (as recommended by the ADA) I’ve peeked at social media. Sometimes I brush even longer because, you know, one thing leads to another and I clicked here and then there, and then there’s a 30-second video I just have to finish!

Imagine a world where your employees eagerly gobble up your communications, clicking on videos and racing from article to article to absorb the nuggets of stock plan wisdom. Envision employees gathered in the break room sharing ESPP videos on their phone screens. And, treat yourself to the thought that employees look forward to this stuff, rather than approach it with the same enthusiasm as completing their tax return. It isn’t that outlandish.  There are some simple, easy things that you can do. While you can go all out with expensive and custom work, there are a number of impactful changes—surefire tricks, as promised—that you can implement today.

  • Clickbait. Rethink your titles and subject lines to get your audience’s attention. Remember: You want them to open an email or click on a link. The words you choose need to drive action. Which are you more likely to read: “ESPP enrollment window closes on Friday. Enroll today” or “Top benefits you’ll miss out on if you don’t enroll in ESPP by Friday”?
  • Listicles. No, this is not a made-up word to try to get another click. A “listicle” is an article in a list format. It is easy to organize thoughts into lists, and short lists are tempting to read. Which sounds more compelling, “Equity plan: frequently asked questions” or “5 critical things to know about your stock grant”?  When you use listicles, keep them short. Trying to tempt employees to read “36 Tips for Tax Time” is a tough sell. Admit it—you’ve scrolled through an article to check the length before you committed to reading it, haven’t you? Bonus tip: Listicle titles make great clickbait.
  • Interactive quizzes. I’m sure many of us have been lured in by these social media gems: quizzes that rate us on whether we can identify more movie stars than the average person or spot grammar errors or identify exotic foods. Try this out on stock plan topics with a simple five-question quiz. Don’t make it too hard—people like to succeed—and be sure to connect your participants with more information. For example, reward those who score 4-5 with “Congrats! You are a Stock Plan Pro. You are ready for our advanced topics (with a link to deeper content)” or, for those who score less than 4, “Looks like you could benefit from our video on stock plan basics. (with link to video).”

When you are browsing through different forms of social media, take note of what attracts your attention and contemplate if those attention-grabbing tricks can be integrated into your stock plan communications.  And, if you are in the Silicon Valley, please try to join us for the CEP Symposium on March 28. We have a session packed full of examples and activities designed to get all attendees to rethink their approach to communications. #ThisSessionRocks.

cervino_outdoor_landcape2-crop_webEmily Cervino is a Vice President at Fidelity Stock Plan Services. She has been an active participant in the equity compensation industry since 1998, and now focuses on strategic marketing initiatives, thought leadership, and building Fidelity’s strong industry presence.

Emily is a frequent speaker at equity compensation events, past president of the Silicon Valley Chapter of the NASPP, a member of NASPP, GEO, and NCEO, and a 2015 recipient of the NASPP’s Individual Achievement Award. Emily is a Certified Equity Professional (CEP) and she holds Series 7 and 63 securities registrations.

Views expressed are as of the date indicated and may change based on market and other conditions. Unless otherwise noted, the opinions provided are those of the author, and not necessarily those of Fidelity Investments.

Links to third-party web sites may be shared on this page. Those sites are unaffiliated with Fidelity. Fidelity has not been involved in the preparation of the content supplied at the unaffiliated site and does not guarantee or assume any responsibility for its content.

Fidelity Brokerage Services LLC, Member NYSE, SIPC, 900 Salem Street, Smithfield, RI 02917. 791858.1.0


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March 7, 2017

FASB Votes on Modification Accounting ASU

In late February, the FASB met to review the comments received on the exposure draft of the proposed update to modification accounting under ASC 718 (see “ASC 718 Gets Even Simpler“) and voted to go ahead with the changes.

What’s Changing

The update clarifies that when the terms of an award are amended, modification accounting is required only if the amendment causes one of the following things to change:

  • The current fair value of the award
  • The vesting provisions
  • The equity/liability status of the award

The Comment Letters

The FASB received only 15 comment letters on the exposure draft and 12 of those were in support or it. The three letters that opposed the proposal did so at least in part because they felt that the above conclusion can already be drawn from the current standard. (Although, board member James Kroeker noted that one of the firms that opposed the proposal had previously contacted the FASB with technical inquiries as to what types of amendments require modification and had suggested that the FASB issue the update because they felt that there is diversity in practice. Go figure—perhaps the people writing the letters don’t communicate with the people actually doing the work.)

The FASB’s Decision

The FASB voted to go ahead with the proposed update, with only a few clarifications:

  • The determination of whether the fair value has changed should be consistent with the approach used to determine incremental cost for modifications. In general, this is determined on an award basis (rather than a per-share basis or an aggregate basis for all awards modified at one time).
  • The disclosures related to material modifications are required even if the amendment doesn’t trigger modification accounting.

Not So Fast; This Isn’t Final Yet

The FASB staff still has to draft the final language of the update and the FASB has to approve it. The staff anticipates issuing the final update in April 2017. Public companies will have to adopt it by the start of their first fiscal year beginning after December 15, 2017. Early adoption is permitted, but not before the official ASU is issued.

Could I Possibly Use the Word Modification More in One Blog Entry?

I doubt it. Here is this blog entry in a nutshell: As a result of technical questions that arose in the context of the prior modification to ASC 718, the FASB voted to go forward with a proposed modification to ASC 718 to stipulate that award modifications are subject to modification accounting only when the fair value, vesting conditions, or status of awards are modified, but the FASB had a few modifications to the proposed modification. The next time the FASB decides to update ASC 718, I hope the change doesn’t have anything to do with award modifications.

– Barbara

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March 2, 2017

T+2: What’s it to You?

Barring some sort of unforeseen obstacle, T+2 settlement is scheduled to go into effect on September 5 of this year. (That’s the Tuesday after Labor Day—what better way to cap a holiday weekend than with a major change in the US securities markets? I guess they didn’t want to wait until December 26).

On Tuesday, I blogged about why the securities industry is moving to T+2 (“Progress Towards T+2“).  For today’s blog entry, I have a list of six things you need to think about with respect to T+2.

1. Be prepared to shorten processing time for any stock plan transactions that involve open market sales. This includes same-day-sale and sell-to-cover transactions. The broker will need to receive the shares and know the funds to be transferred to the company to cover the cost of the transaction and tax withholding in time to settle by T+2. That means you’ll have one less day to process the transaction.

2. Other types of transactions may be affected as well. Cash and net exercises and share withholding don’t involve open market transactions and, thus, theoretically aren’t subject to the mandated settlement period. But, in recent years, many companies have begun allowing employees to conduct these transactions using the automated, self-service tools provided by their brokers. Some (many? all?) brokers may subject these transactions to the same two-day settlement period simply because that is how their systems will be designed to work.

3. Watch out for complicated transactions.  It may be no sweat to calculate the tax withholding for US employees and get that information over to your brokers in 24 hours. But for non-US employees, where you may have to contact local payroll (possibly in a time zone that is half a day off from yours) for the appropriate tax rate, this might not be so easy.  And then there are your mobile employees. Withholding at the maximum tax rate and refunding the excess through local payroll might be the only way to manage this process.

4. Beware the IRS deposit deadline for same-day sales.  Where the company’s cumulative deposit liability to the IRS exceeds $100,000, the deposit needs to be made within one business day. But for same-day sale exercises, an IRS field directive considers the deposit timely if made within one day of the settlement date. If settlement occurs on T+2, that means the deposit now needs to be made by T+3.

5. Talk to your brokers. Contact your brokers to find out what they are doing to prepare for T+2 and what testing opportunities will be available to you.  Think about what you’ll need from your brokers and communicate this to them. Don’t wait for your brokers to contact you; get out in front of this.

6. Don’t forget about employee communications. Your brokers are going to be communicating this change to your participants. Make sure you know what they will be communicating and when, so you aren’t caught off guard. And review your own educational materials for any mention of the settlement period.

Some of the panelists in the NASPP Conference session on this encouraged the use of the term “settlement period” without explaining how long this period is, so that if/when the period is reduced to T+1, you don’t have to change it again. I hate that idea. It makes a confusing concept even more confusing for employees. And it could be decades before we move to T+1 (moving from T+3 to T+2 took 20 years). By then, you’ll probably have been promoted (or retired) and updating the educational materials will be someone else’s problem.

– Barbara


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March 1, 2017

Looking for a Few Good Volunteers

The NASPP is looking for members to help us review speaking proposal submissions for the 25th Annual NASPP Conference.

What’s Involved

You will be given 10-20 speaking proposals to review from March 13th to 24th. Each proposal will include a short description and a few other key details. You’ll read the proposal and rate it; we expect that it should only take 30 minutes or so for you to rate all the proposals assigned to you.

Your participation will help us design a program with topics and presentations that will draw attendees to our Conference, making the 25th Annual NASPP Conference the best one yet!


To participate in this program, you must meet the following requirements:

  • Be a current NASPP member
  • Work for an issuer company
  • Not be included as a panelist on any speaking proposals submitted for the Conference
  • Have attended the NASPP Conference at least once within the past three years

Willing to Help Out?

If you meet the qualifications and are willing to help out, please email Berni Toy at



February 28, 2017

Progress Towards T+2

In early February, the SEC approved of rule changes by the NYSE and Nasdaq that are necessary to shorten the settlement cycle to T+2. The approved rule changes relate to the calculation of ex-dividend dates and several other administrative procedures that I don’t understand. The exact rules that were changed aren’t particularly important; what is important however is that yet another task on the T+2 to-do list has been checked off.

I recently listened to the recording of the session “Be Prepared For T+2” from last year’s NASPP Conference. (This was a great panel, by the way. So great that we’ve asked the panelists to give a repeat performance for our April webcast. Be sure to check it out.) Here are a few things I learned from the panel.

Why T+2? It’s All About Risk

The move to T+2 is industry driven, rather than a push from regulators, with the goal being to reduce risk in the settlement process.  Currently trades are settled through a central counter-party, which you know as the DTCC (Depository Trust & Clearing Corporation).  One of the DTCC’s roles is to guarantee delivery of shares to the buyer and cash to the seller.  If, over the three-day settlement period, either one of these parties flakes out, the DTCC steps in to make the non-flaking party whole.

This requires cash. With securities worth $8.72 billion changing hands every day on the US markets, it requires a lot of cash. The panelists described it as a big suitcase of cash held by the DTCC that can’t be used for anything else. But the DTCC isn’t your rich uncle; this cash is provided by various market participants (such as brokerage firms).

If we can shorten the settlement cycle, the inherent risk is reduced, and less cash is needed to guarantee settlement. This frees up cash that market participants can use for other, presumably better and more profitable, purposes.

Remember Y2K?

The process of changing to T+2 is not dissimilar to what we all went through back when we were preparing for the new millennium. It’s not terribly complex, but there are a lot of rules and processes that have to be reviewed, updated, and tested.

The Securities Industry and Financial Markets Association (SIFMA) and the Investment Company Institute (ICI) have formed an Industry Steering Committee to define the path to T+2. (They even have their own website and a nifty logo, because any self-respecting industry-wide initiative needs a logo.) The steering committee commissioned Deloitte & Touche to prepare a T+2 Playbook detailing all of the changes that have to take place to shorten the settlement period by a day. Europe moved to T+2 in 2014 and apparently there were some lessons learned during that process.

What About T+1? Or T+0?

The consensus of the panel is that T+1 is a long ways off.  Moving to T+2 merely requires that the current processes speed up.  Moving to T+1 would require real-time clearance; that’s a fundamental change to the entire settlement process. You can rest assured that you’ll have plenty of time to get use to T+2 before having to worry about T+1.

Wait, There’s More!

Stay tuned! On Thursday I’ll discuss the steps you should be taking to prepare for T+2. Also, don’t miss our April webcast, “Be Prepared for T+2.”

– Barbara

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February 24, 2017

Validation of Web Based Grant Acceptance

In the NASPP’s 2014 Domestic Stock Plan Administration Survey (co-sponsored by Deloitte), 92% of respondents said they use at least one electronic form to distribute individual grant notices and/or agreements to US employees. In the same survey, 76% of respondents said that a separate form of acceptance of a grant is required. That translates into a majority of responding companies using electronic delivery methods for at least some of their US grant material, with a majority also requiring proactive acceptance of the terms. This combination of practices was recently tested in litigation. Keep reading to find out the outcome.

If you’re a company that distributes grant documents and requires acceptance of award terms electronically, a recent court case may help validate the processes you have in place for those practices. In a recent blog titled “Stock Award Web Process Works: Non-compete Enforced” (February 7, 2017), author Mike Poerio describes a recent court case (ADP, LLC v. Lynch & Halpin – New Jersey) that “upheld the granting of a preliminary injunction against two former employees who had joined a competitor in violation of restrictive covenants set forth in their stock awards.”

At the core of the former employees’ argument was that the web-based acceptance system for their stock grants did not adequately inform them of the full consequences for accepting the terms of their awards (which included references to a non-compete agreement). As Poerio describes, “the former employee lost their case because because ADP’s check-the-box award system involved the following key steps that led the court to bind them to the stock award agreements and the associated non-competes.”

Poerio analyzes ADP’s step-by-step award acceptance process and provides his commentary on how each step played into the outcome of the award case. Here’s a great chance to compare your own electronic grant acceptance steps to the process that ultimately helped ADP prevail. Perhaps there are areas where covenants can be strengthened or the acceptance process improved.

According to the same 2014 NASPP/Deloitte survey mentioned at the beginning of this blog, 12% of respondents do not require acceptance of grant terms, and another 10% (combined) presume acceptance if no reply is received, or, upon vesting/exercise of the award. It may be worth reviewing these practices, as the outcome of the ADP case suggests that putting time and attention into ensuring that employees do have access to and proactively accept the terms of their grants can make all the difference. Of equal importance is establishing web based processes that are clear and can provide evidence of the acceptance and associated process steps.  The bottom line is that web based grant acceptance can and does hold up in litigation when the right practices and documents are in place to evidence the steps the employee took to accept their award.