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"An Uber spokesperson said that the stock grant was issued around the time of the Otto acquisition in August 2016, and that it is common for vesting deals to ba

"An Uber spokesperson said that the stock grant was issued around the time of the Otto acquisition in August 2016, and that it is common for vesting deals to back-date to the formation of an acquired startup." Common? Till 5 minutes ago, I thought stock options backdating was just illegal[1]. [1] https://en.wikipedia.org/wiki/Options_backdating https://en.wikipedia.org/wiki/Options_backdating

nostrademons 9y ago
These are different situations: the practice of options backdating you linked to refers to the strike price of employee stock options, while the article refers to the vesting date of founder shares in an acquired company. (If you don't understand vesting, it basically means that you don't actually receive the shares and gain the ability to sell them until the vesting date occurs. Typically stock options are granted at hire, but they might vest over a 4-year calendar, with you receiving 1/4 of the shares at the 1 year mark and 1/48 of the shares each month thereafter.) When a company is acquired, it's often structured as a stock swap where all the founders/investors/employees of the acquisition forfeit their stock in the startup, and in return receive stock in the acquiring company, worth whatever the acquisition price is. It is common for vesting dates on the acquirer's stock to be backdated to the date of employment at the acquisition (which for a founder would be the date of company formation). If they didn't do this, think of how screwed founders & employees would be with every acquisition: you thought you owned $X worth of stock in the company, but actually you own nothing, and you have to work at the acquirer for 4 years to earn back the stock you previously had. (Oftentimes, there might still be a cliff anyway, where you have to work at the acquirer for 6 months or a year anyway to receive the shares you thought you owned.)

nostrademons 9y ago

These are different situations: the practice of options backdating you linked to refers to the strike price of employee stock options, while the article refers to the vesting date of founder shares in an acquired company. (If you don't understand vesting, it basically means that you don't actually receive the shares and gain the ability to sell them until the vesting date occurs. Typically stock options are granted at hire, but they might vest over a 4-year calendar, with you receiving 1/4 of the shares at the 1 year mark and 1/48 of the shares each month thereafter.) When a company is acquired, it's often structured as a stock swap where all the founders/investors/employees of the acquisition forfeit their stock in the startup, and in return receive stock in the acquiring company, worth whatever the acquisition price is. It is common for vesting dates on the acquirer's stock to be backdated to the date of employment at the acquisition (which for a founder would be the date of company formation). If they didn't do this, think of how screwed founders & employees would be with every acquisition: you thought you owned $X worth of stock in the company, but actually you own nothing, and you have to work at the acquirer for 4 years to earn back the stock you previously had. (Oftentimes, there might still be a cliff anyway, where you have to work at the acquirer for 6 months or a year anyway to receive the shares you thought you owned.)