Chapter 7. When to Exercise Your Options

In this lesson, you will learn when to exercise your employee stock options.

Cashing In on Your Options

Employee stock options can be a great wealth-building tool if you know how to fit them into your total investment plan. Even if you don't have an investment plan, you can use stock options to help you meet long- or short-term financial goals.

Options don't require you to do anything, but if you are going to take advantage of their potential, you'll have to make some decisions. These decisions involve when and how to exercise your options. (This, of course, assumes your options are "in the money.") Many owners of nonstatutory stock options exercise their options and immediately sell the stock. This may not always be the best strategy.

Tip

You have many alternatives to consider when deciding how to handle your options. This decision should be made in the context of your total financial picture.

What Are Your Options?

You have three basic choices for vested stock options:

  • Exercise them and immediately sell the stock.

  • Exercise them and hold the stock.

  • Hold the options for a later decision.

Each of these choices has consequences and opportunities. Let's look at them.

Exercise and Sell the Stock

There is strong anecdotal evidence that most owners of vested nonstatutory stock options (NSOs) exercise them and immediately sell the stock. As noted in Lessons 4, "All About Vesting, Lock-Ups, etc.," and 6, "Nonqualified Stock Options," this has the effect of becoming a cashless bonus. Apparently, many employees use NSOs for just that purpose. What happens to the money received from the process is not really known.

Holders of incentive stock options (ISOs) have the same alternative, although to avoid unfavorable tax consequences, they must meet the holding requirements discussed in Lesson 5, "Incentive Stock Options." I discuss the tax consequences in more detail in Lesson 9, "Taxes and Options."

Caution

The holding periods for incentive stock options are set by the tax code, not the option agreement. No matter what the agreement says, the tax code prevails.

Here are some good reasons to exercise your options and immediately sell the stock:

  • You need the money to meet short-term financial needs. . Obviously, if you are having trouble making ends meet, you can put the cash to good use.

  • You want to pay off high-interest debt. . High-interest debt can drain your bank account and defeat any long-term financial plan. Paying off high-interest debt is one of the best investments you can make. You can then invest the money formerly used to pay the debt holder.

  • You believe the company has no future. . Exercising your options and immediately selling the stock makes sense if you believe the company is in trouble or headed that way. You might also consider looking for a new job.

  • You plan to leave the company soon. . Many employee stock option plans require you to dispose of your options when you quit or retire. You may have up to a year if you have to quit because of a disability. Check your plan for its particular details. If you know you are leaving, it may make sense to cash out now, rather than wait until the last minute.

Tip

The option agreement should spell out what happens to your options when you leave the company. If you work for a private company, the rules will probably be different. See Lesson 11, "Options and the IPO," for details.

  • You own a lot of the company's stock already. . It is not a good idea to have too much of your portfolio in one stock, as I discuss in Lesson 3, "An Investing Primer." You can invest the cash in other stocks or mutual funds that will help diversify your portfolio.

  • There are tax consequences. . I will discuss specific tax issues in Lesson 9, where you will see there are tax circumstances where it makes more sense to cash out than choose other possibilities.

  • You want to do something nice for someone you care about. . There are many good reasons to invest the proceeds from the stock sale in one or all of the preceding reasons. However, sometimes there are considerations that are more important. If you are fortunate enough to work for a company that regularly grants stock options, you may want to use one occasionally just for some fun or to do something nice for a good friend or significant other.

Here are some good reasons you shouldn't exercise your options and immediately sell the stock.

  • You will spend the money on immediate gratification. . If you are not a disciplined saver or investor, putting the money in your bank account is an invitation to spend it. Be honest with yourself. If you find it hard to save or invest, it may make more sense to do nothing and let the options appreciate (it is hoped).

Caution

There is no guarantee stock prices will go up. There is always some risk associated with investing.

  • You may be leaving money on the table. . Over time, many stocks increase in price. This increase translates into stock and options that are worth a lot of money. There are thousands of rank-and-file employees who are millionaires thanks to stock options. You can exercise your options and hold the stock or simply do nothing and let the options increase in value (just don't let them expire). Either way you will participate in the company's growth.

  • You may avoid tax consequences. . Every person has a unique set of financial circumstances. Sometimes it makes sense for one person to immediately sell the stock, while another person may be better off holding onto the stock or options. See Lesson 9 for more information on taxes.

All of these are valid reasons for exercising the options and selling the stock. The important consideration is that you make the decision based on what makes the most sense for you.

Exercise the Options and Hold the Stock

You may find that exercising your options and holding onto the stock for some period makes more sense than the other alternatives.

Here are some good reasons to exercise your options and hold onto the stock:

  • You want to add the stock to your portfolio. . Buying stock at a discount through stock options is a great way to build a strong financial future. Discounted stock has a profit at the outset and that makes your return even better. You choose this course of action because you believe the company will continue to grow. A bad investment bought at a discount is most likely still a bad investment.

Tip

If you have neither the time nor the interest to follow individual stocks, consider cashing in your options and investing the money in a good mutual fund.

  • You own incentive stock options. . ISOs create no tax liability until you sell the stock, assuming you meet all the requirements. When you do sell, the profit is a long-term capital gain, which is often lower than ordinary income tax rates.

  • You own nonstatutory stock options. . You must pay ordinary income tax on the spread between the grant price and the fair market price of the stock on the day you exercise your options. Once that burden is behind you, there are no more tax liabilities until you sell the stock. If you hold the stock for more than one year, it qualifies for long-term capital gain tax. If you believe the stock is going to continue to grow, it may make sense to pay ordinary income tax on the spread when it is small rather than waiting years, then facing a large ordinary tax liability when you exercise in the future.

Caution

Dividends are an exception to the no-taxes-until-you-sell rule. Some companies pay dividends to their shareholders. Whether you take the dividends in cash or reinvest them, you still owe ordinary income tax on them each year.

  • You want to use the stock as a gift. . Many employee stock option agreements limit or prohibit transferring the option under most circumstances. ISO holders can't transfer their options under any circumstances, according to the tax code. Even if your option agreement does permit transferring (giving) your options, there are serious tax and estate planning consequences. One way to avoid these problems is to exercise your options and give the stock away. There are still some tax and estate considerations, but they are less severe than transferring options.

Here are some good reasons you shouldn't exercise your options and hold the stock:

  • You don't have the cash. . You will need the money to pay for the stock when you exercise your options. Some employers may provide financing for stock purchases or make other arrangements to help you. If not, you will need to come up with the cash. I talk about ways to pay for the stock in Lesson 8, "Exercising Your Options."

  • You already own a lot of the stock. . You shouldn't own too much of one stock in your portfolio for the reasons I discussed eariler.

  • You believe the company is declining. . Obviously, if you believe the company's stock is going to drop, you don't want to own it.

Holding stock for future appreciation is an excellent way to build wealth as long as you have confidence in the company's future.

Hold On to the Options

One of the great features of employee stock options is that you are not required to do anything. You can decide the best course of action for your financial situation, once the options are vested.

This wait-and-see feature can take some of the pressure off you in terms of deciding what to do with the options. Don't let this lead to complacency, however.

Here are some reasons to hold on to your options:

  • It costs you nothing. . There are no holding costs for options. If you choose to do nothing for a while, you are not risking any money. Your only loss will be if the stock goes up and then back down before you act.

  • You don't want to own the stock, but want to participate in its growth. . You may not want to own the stock for a variety of reasons we have already covered. However, you would like to profit from the company's anticipated growth. Holding NSO options lets you share in the growth with no risk and no outlay of cash. At the appropriate time in the future, you can exercise your options and immediately sell the stock. Except for the tax consequences, this strategy is very smart.

Tip

Another way to spread out the tax is to exercise one-half of the options in December and the other half in January. That spreads the tax liability over two tax years.

  • You want to shift taxes. . It is possible to time your exercise and sale of the stock to minimize your tax liability. For example, most companies allow employees to exercise options for some period after retirement, often up to a year. An individual with a high salary might wait until the tax year after retirement to exercise the options and sell the stock. This would shift the income out of the tax year she was drawing a high salary and into a tax year with a much lower income after retirement.

There are also good reasons for not holding on to your options. Here are some:

  • You have little confidence in the company. . If you believe the company is on shaky ground, it may make sense to take a profit now rather than risk the stock dropping and making your options worthless.

  • There may be tax consequences. . If you plan to stay with the company, you may want to exercise your nonstatutory options as soon as possible. If you hold the options and the stock continues to appreciate, you face some stiff income tax consequences if your salary has pushed you into the upper tax brackets. It might be better to exercise quickly when the spread between the exercise price and fair market price is not large. If you want to hold the stock, you can do so or take the proceeds from a sale and invest them elsewhere.

How you deal with your employee stock options is a personal decision based on your unique financial circumstances. There is no single answer that fits everyone.

Caution

Times change and so does your financial plan. Be careful that you don't get locked in a strategy that is outdated for your financial situation.

You may be lucky enough to work for a company that grants multiple stock options over the years. The large number of alternatives you have regarding your options means you can treat each grant differently as your financial needs change.

You must consider carefully the tax consequences of your decisions to get the most out of your equity compensation. I discuss tax matters in more detail in Lesson 9.

It is important to keep detailed records of your grants. These records will help you in your decision-making and tax preparation.

The 30-Second Recap

  • You have many alternatives to consider when deciding what to do with employee stock options.

  • Stock options should fit into your total investment plan.

  • Exercising your options and immediately selling the stock has tax and investment consequences.

  • Buying stock through stock options can be a prudent way to build or add to your portfolio as long as you diversify your investments.

  • Holding on to options is a no-risk way to participate in the company's growth and buy time to consider your alternatives.

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