The NASPP Blog

Monthly Archives: January 2013

January 31, 2013

Hidden (and Not So Hidden) Gems

It’s happened to me twice recently: someone approaches me, bright eyed, with a great idea: “The NASPP should really put together some chapters or guides for international countries.” Did I say it’s a great idea? It is, the only catch being that the idea has already been implemented – in the form of (a whopping) 33 country-specific chapters that are collectively entrenched as one of the crown jewels of our Global Stock Plans portal. It occurred to me that some of our members may not even fully realize the multitude of resources available to them, all included with their NASPP membership. In today’s blog, I’ll revisit some the gems available to NASPP members (test your knowledge – are you in the know about all of them?)

7 Lucky Resources (ok, I made up the “lucky” part, but they are still fabulous!)

1. International Discussion Forum: Did you know that the topic of global stock plans has its own discussion forum? On top of that, questions posted to the forum are answered by experts in the field – members of our Global Task Force (a list of those members exists in the Global Portal).

2. Country Chapters: We currently have 33 country-specific guides in our Global Stock Plans portal, and more under development. The guides cover the basic legal, tax and exchange control landscape in the covered jurisdiction. This is a great place to start when venturing into a new country or offering new equity types in an existing one.

3. 42 Portals: In the world of NASPP, a portal is a portion of the site dedicated to a particular equity compensation area of focus. This means we have portals on 42 different administration and regulatory topics (and more under development). A portal contains anything from applicable regulatory and tax information, to articles, sample documents, tools, and other resources. The full list of portals can be accessed from the NASPP home page, the drop down menu on the NASPP home page, or here.

4. Global Alerts: Members of our Global Task Force (all of whom are experts in Global Stock Plans) sponsor the NASPP Global Portal by supplying country-specific alerts, global updates and articles. This means that when something significant happens in a particular country that impacts stock compensation, we’re likely to receive an alert. The alerts are posted to our Global Portal and alert subscribers receive an email notifying them of the update. You can subscribe to alerts by individual country, allowing you to receive alerts only for your areas of focus. We currently offer alerts for 68 countries. You can visit the Alert Archive at any time to see past alerts.

5. Monthly Webcasts: If you aren’t taking advantage of the free monthly webcasts, don’t delay. The subjects cover timely administration, regulatory and best practice topics (next month’s is: “Understanding Payroll Administration Related to Equity Compensation”. The speakers represent the best and brightest of the industry. Can’t make a particular webcast? Want to recall something from a past webcast? You can access the archive and dig up the details. This is a huge resource. Did Legal just approach you and ask you about grant practices? Go access the relevant webcast archive on the topic (March 2012) and you’ll have the expert opinions right at your fingertips!

6. Enhancers: There are several features of our web site that I refer to as “enhancers”. They are designed to enhance your knowledge or awareness of stock compensation practices and requirements. They include our weekly Question of the Week quizzes (all of January’s quizzes are active until the end of the month, so if you haven’t started the contest, jump in today!), our Compliance-O-Meter (this month’s topic is Employee Communication Practices), and our Practice and Regulatory Alerts(found in the dead center of our home page).

7. Career Center: I blogged about this feature last week, so I’ll keep it short (you can visit that blog for additional detail). The Career Center is a forum where employers can post equity compensation jobs, and job seekers can post their resume details. If you’re an employer with an opening, or an individual looking for a job in the industry, visiting the Career Center is a must.

These are just a few of the great resources available to you, all the time, as an NASPP member. Be sure you are maximizing your membership – we’re here to help you navigate equity compensation’s many facets! Not a member? Join or renew today.


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January 30, 2013

NASPP To Do List

And now for something a little lighter: a video by the blog Cady Bar the Door on the whistleblower provisions of the Dodd-Frank Act.  I know you don’t care about the whistleblower provisions, but you should watch the video anyway.  It might make you feel better about your own company’s general counsel. 

BTW–if you think this would be a cool format to use for educating employees, you can make your own Xtranormal video.  Just pick your characters, type in your dialogue, and Xtranormal does the rest.  You can make at least one movie, probably more, for free. 

Here’s your NASPP To Do List for the week:

NASPP “To Do” List
We have so much going on here at the NASPP that it can be hard to keep track of it all, so we keep an ongoing “to do” list for you here in our blog. 

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January 29, 2013

Cost-Basis Reporting Redux

As my readers know, cost-basis reporting went into effect last year for Forms 1099-B.  This resulted in a number of changes to Form 1099-B, introduced Form 8949 to the stock plan administration lexicon, and created a whole new “opportunity” for employee education.

If you were thinking we were done with this topic–think again!  This year, the IRS has further revised Form 1099-B and also changed Form 8949–finally issuing instructions to the new Form 8949 just last week.  Any educational materials you may have created last year will likely need to be updated. The examples, FAQs, and flow charts in the NASPP’s Cost Basis Portal have all been updated for the new forms and instructions (now you know what I did this weekend).

Here is a quick summary of what’s new.

Changes to Form 1099-B

  • New boxes 1d and 1e report the stock symbol and number of shares sold. There is still a description box (now box 8, formerly box 9 in 2011) where this information also appears. 
  • Former box 2 (sales price) is now box 2a. This makes room for new box 2b, which has something to do with losses that are disallowed for reasons I don’t understand. Something about acquisitions/changes in corporate structure and foreign corporations–I’m pretty sure it doesn’t have anything to with stock compensation.
  • Former box 8 (short- or long-term gain) is now box 1c.
  • Box 6 now has two checkboxes: a) for noncovered securities, and b) indicates that the basis was reported to the IRS.  Presumably the IRS can figure out whether or not the basis was reported to them, so I assume that box 6b is there to confirm for employees (and their tax preparers) that the basis was (or was not) reported to the IRS (e.g., if the broker reported the basis on the substitute Form 1099-B issued to the employee but didn’t report the basis to the IRS, box 6b would not be checked).
  • A bunch of other boxes that I don’t care about were renumbered.

Changes to Form 8949

  • Former column (b) (adjustment code) is now column (f). This also means that former columns (c) through (f) have all shifted to the left and are now columns (b) through (e).  I guess it makes sense to have the adjustment code next to the adjustment column, but I do kinda wish the IRS had thought of this when they first created the form–it took a long time to update all the column references. 
  • New column (h) now shows the taxpayer’s gain or loss for each transaction. Last year, gains/losses were only shown in aggregate on Schedule D.
  • Where the cost basis is reported to the IRS, new code “E” is entered in column (f) when the transaction fees are not reflected in either the sale proceeds or the cost basis reported on Form 1099-B (an adjustment in the amount of the fees is also entered in column (g)).
  • If the employee’s copy of Form 1099-B (or substitute) reports an incorrect basis and that basis was not reported to the IRS (indicated in new box 6b of Form 1099-B), the employee should report the correct basis in column (e) of Form 8949 but should also report code “B” in column (f), even though no adjustment will be entered in column (g). I’m not sure why the IRS wants taxpayers to enter an adjustment code when there’s no adjustment. It’s the IRS; go figure…
  • If multiple codes are entered in column (f), they should not be separated by a space or comma.  Last year, they were supposed to be separated by a space or comma.  Seriously?  Ok, now it seems like the IRS is just changing things to change them–that’s just rude.

Some Things You Can Still Count On

The good news is that there have been no changes to Forms 3921 and 3922 (or maybe that’s bad news if there’s something you were hoping the IRS would change about them).  Also, tax preference income for ISO exercises is still reported on line 14 of Form 6251 (for all I know, the whole rest of Form 6251 has changed, but at least line 14 is still the same). I feel a little better now.

A Great Resource for Employees

A shout-out to Bruce Brumberg of for letting me know that the IRS had issued new instructions to Form 8949 and for giving me a quick run-down of the changes. If your employees have questions about the tax treatment of their stock compensation, is a great resource for them. The myStockOptions Tax Center has oodles of resources on reporting stock plan transactions on tax returns, even a free video on this topic. 

– Barbara

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January 28, 2013

NASPP Chapter Meetings

Here’s what’s happening at your local NASPP chapter this week:

Houston: The chapter hosts a presentation on “Preparing for the Upcoming Annual Shareholder Meeting.” (Tuesday, January 29, 11:30 AM)

Dallas: AmyLynn Flood of PwC presents “”2013 Tax Rate Increases–How Will You Address the Impact on Your Compensation Programs?” (Thursday, January 31, 3:30 PM)

San Fernando Valley and Los Angeles: Joint meeting of the LA and San Fernando Valley chapters featuring Megan Arthur of Cooley and me presenting highlights from the 20th Annual NASPP Conference.  I hope to see you there! (Thursday, January 31, 11:30 AM)

– Barbara


January 24, 2013

The Job You Deserve

Working in the stock compensation industry, the time comes when you’ve started to think about your career path – where you should go and how you’re going to get that job you know you deserve. Times are changing, and the world is a far more interactive place than even just a few years ago. When we developed our NASPP Career Center, a key goal was to move from simply a one-sided job board to an interactive hub where employers and job seekers could learn more about each other and eventually interact. In today’s blog I offer 3 reasons why you should consider posting your resume profile to the NASPP Career Center.

3 Reasons to Post Your Resume Profile to the NASPP Career Center

1. Finding a new job is about making a match: You have to be a fit for the job and the company, and the job has to be a match for you as well. Dating is now pervasively online, so why not stock compensation career searches? I like to think of the NASPP Career Center as the of stock compensation job searching. Why should you have to do all the work to seek out the perfect opportunity? Put up a great profile to help draw employers to you. You can still search job listings and network, but now you’ve added another way for your expertise to be seen.

2. You can be anonymous: Not sure if this is the right time for you to move? Don’t want to put your name out there as a job seeker? You can post your profile details anonymously (the “Resume Title” is your resume’s public name – why not be a “Passionate, Experienced Stock Plan Professional” or something that reflects what you have to offer?) Employers who like what they see can message you directly through the Career Center, all while you keep your contact details private until you decide to share them. Avoid missing a great opportunity altogether by creating a stand out profile today.

3. You have a captive audience: Employers (NASPP members and non members) can post their jobs in the NASPP Career Center for free. It’s only natural that as they come to post a job, they’d browse the existing resume profiles to see if there’s a match. With a fantastic profile, you’re likely to catch their eye and be noticed in the early stages of their search.

Don’t miss out on the opportunity to put yourself in the spotlight. NASPP members can visit the Career Center and click on “Post Your Resume” (You must be a member to post a resume and browse other resumes.) Not a member? Join or renew today.


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January 23, 2013

NASPP To Do List

Write a Question; Win a Prize!
Write a question for the NASPP Question of the Week Challenge by January 31 and you’ll be entered in a drawing for a free registration to the CEP Symposium. You can increase your chances of winning by writing multiple questions–you get one entry in the drawing for each question you submit by January 31.

Here’s a hint:  First find the article on the NASPP website that you want to use as the source for your question, then write the question.

NASPP “To Do” List
We have so much going on here at the NASPP that it can be hard to keep track of it all, so we keep an ongoing “to do” list for you here in our blog. 


January 22, 2013

Don’t Forget Section 6039

I’m sure that all of you are completely on top of this, but just in case you’ve gotten a little distracted by all the excitement over the new tax withholding rates and the American Taxpayer Relief Act, don’t forget that it’s time to file the returns and distribute the information statements required under Section 6039 for ISOs and ESPPs.

Section 6039 Deadlines Coming Up

The information statements need to be distributed to employees by January 31 and the returns need to be filed with the IRS by February 28 (if filing on paper) or April 1 (if filing electronically).

The returns are filed on Form 3921 for ISOs and Form 3922 for ESPPs. You can simply provide employees with a copy of the returns that will be filed with the IRS or you can provide them with a substitute statement, provided the statement complies with the IRS’s requirements (which aren’t terribly onerous despite what one law firm memo I’ve seen suggests).

What If You Did Forget?

Well, you’ve still got plenty of time on the returns that are filed with the IRS, especially if you file electronically, which is actually probably easier than trying to file on paper anyway. There are several providers than can take your data, whip it into shape, and file it electronically for you–see the NASPP’s webcast “Comparing Solutions for Section 6039 Compliance. Not only is the deadline (April 1–we get an extra day this year because March 31 is a Sunday) still several months off, but you can file for an automatic, no-questions-asked 30-day extension using Form 8809.

But you’d better get cracking on the employee statements. There’s no automatic extension available here–if you need an extension you need to write a letter to the Extension of Time Coordinator in the Information Returns Branch at the IRS, include a good excuse (the dog ate my information statements?), and hope the IRS is feeling generous. [A couple of thoughts come to mind: 1) How cool is that job title? I think it would be awesome to tell people that you are the “Extension of Time Coordinator.” I bet a lot of people want to be your friend. I wonder if this person also has the authority to suspend birthdays? And, 2) if you are in need of an extension, it’s nice to know that there are so many other people in the same boat that the IRS has actually created a position to handle all the requests.]

If any of my readers have requested (or have clients that requested) an extension on the employee statements I’d love to hear from you–how quickly did the IRS respond, was the extension granted, did they give you are hard time about it, etc.?

More Information

The NASPP has loads of resources on Section 6039–Section 6039 is practically our middle name!  Our Section 6039 Portal brings together all of our great resources on this topic, including numerous blog entries we’ve written on the topic as well as many other articles we’ve collected and various IRS publications that relate to this reporting obligation. 

New this year, we’ve posted the article “6039 Gotchas!” by My Equity Comp to the portal.  And the article “Figuring Out Section 6039 Filings” answers every question you could possibly have on either the returns or the statements.  If it doesn’t, let me know so I can update it. 

In addition to the webcast on providers that I mentioned above, we have a “lessons learned” webcast on 6039 filings. 

Finally, we recently received a number of reminders on Section 6039 from various law firms; I’ve posted them to the practice alert “Don’t Forget Section 6039 Statements and Returns.”

Here’s to many happy returns! 

– Barbara

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January 21, 2013

NASPP Chapter Meetings

Here’s what’s going on at your local NASPP chapter this week:

Sacramento: Roundtable discussion of “The Year in Review” and planniing for 2013. (Tuesday, January 22, 11:00 AM)

Seattle: Panel discussion on “Preparing for the 2013 Proxy Season: Executive Compensation Highlights.” (Tuesday, January 22, 11:30 AM)

Portland: Danielle Benderly of Perkins Coie and Tracy Bean of Mercer present “Hot Topics for 2013 Proxy Season for Stock Plan Professionals!” (Thursday, January 24, Noon)


January 17, 2013

Stock Plan Resolutions

Is it just me, or do the years keep flying by faster and faster? It seems like a blink ago that it was 2000, then 2005, and now (gulp) 2013. There’s so much to do, and so little time. Some of us have entered this new year with some personal resolutions (according to one set of statistics, about 45% of us usually make new year’s resolutions). If you’re still struggling on that front, the Journal of Clinical Psychology has a Top 10 list of resolutions. Personal resolutions aside, why not take a moment to come up with a Top 5 list (okay, overachievers, make it a Top 10) of ways to advance or enhance your stock programs in 2013?

My Top 5

Here’s 5 Resolutions I love for 2013:

1. Incorporate at least one new mode of information-sharing into your communication strategy. Have you been using primarily email? Perhaps this is the year to experiment with social media, texting or other modes.

2. Have an ESPP? Vow to increase employee participation by a reasonable percentage (even just 5-10% over where you are now).

3. Assemble an internal stock plans task force. Even if you just meet quarterly, this could fuel a secondary goal of strengthening relationships with internal business partners.

4. Pick one (or more) topic and become an expert. Hone your know-how in a specific area. It could be a hot industry issue (see Barb’s blog and our recent Alert on Shareholder Lawsuits – perhaps you could become the resource on what’s happening on that front and lend your expertise to internal meetings on how to avoid a similar situation in 2013), or simply an expanded knowledge of a best practice, regulation or other area. Not only will you add value to your organization, but you’ll increase your own personal value as well.

5. Master the art of leverage. You’ve got vendors – brainstorm one or more areas to more fully leverage the resources available to you. Perhaps you’ve wanted to take advantage of a new service offering, or wanted to simply move those grant agreements online that you know should have been done years ago.


Be Specific. Sometimes it can be overwhelming to think of a goal or objective in an abstract sense. For example, saying “I want to more fully leverage my service provider this year” feels big and broad. Without definition, it’s hard to figure out exactly what to do. Picking a specific task or a single area of focus can help you develop a specific outcome, somewhere you can now channel focus and eventually be able to measure your progress. You could refine the above statement to say “I want to leverage my service provider to assist with employee communications this year. Specifically, I will identify 2 areas of communication where they can enhance our strategy and start with that.” This now gives you two specific things to focus on, and makes it far more likely that you’ll achieve what you intended to do.

Bigger Doesn’t Equal Better. The term “baby steps” makes sense here. You don’t have to transform the world – just choose a few meaningful things that, if accomplished, could make a difference in how your stock programs are managed and the impact on participants.

Inject Passion. The more inspired you are, the more likely you are to feel motivated to cross the finish line. If resolutions are a struggle for you, pick something that you feel passionate about.

Schedule It! It’s one thing to think about what you’d like to do, but when you actually block time for the goal, it becomes a reality. Whether it’s putting a little time on your calendar each week to focus on your goal, or setting up a meeting, or something else, make time for it. Without scheduling it, other urgent matters will get in the way and your objective will revert back to a wish (but never a reality).

Why not take a few minutes today to jot down a few things that would make your stock plans great in 2013? If you do, I’d love to hear about it!


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January 16, 2013

NASPP To Do List

NASPP “To Do” List
We have so much going on here at the NASPP that it can be hard to keep track of it all, so we keep an ongoing “to do” list for you here in our blog.