4 ms·
I've "pre-exercised" before, with a meaning different from what's depicted here in the article. In the "pre-exercise", I was able to exercise the stock before
by nwatson 13y ago
I've "pre-exercised" before, with a meaning different from what's depicted here in the article.
In the "pre-exercise", I was able to exercise the stock before I'd vested in it, with the understanding, of course, that the company would buy back my unvested shares at the exercise price if I left the company before vesting all the options.
The disadvantage, of course, is that you pay for your stock up front, and will lose all or most of the money if the company doesn't pan out.
There are several advantages ...
Advantage: the price you exercise at is near the fair-market value of the Common Shares you purchase (and haven't yet vested in), so there's no immediate gain and so no immediate short-term gain tax consequences. You need to make sure to file an 83(b) form so you're telling the IRS you're paying your $0 tax up front, rather than monthly as your stock vests. (The disadvantage with the latter is that the difference between what you paid and what your stock is worth as it vests could be huge, and there's no way to liquidate your stock to pay that tax.) (There's also something about AMT in here, I'm kind of fuzzy, but I think consequences can be the same.)
Advantage: your long-term capital gains clock starts ticking the day you buy the stock, even though you bought before any of it vested. When, three years down the road, you can liquidate your stock in that acquisition or IPO or secondary-market sale, you already purchased your stock three years ago, and pay only long-term gains. Otherwise, you'd buy the stock and sell on the same day, with the gains considered as short-term-gains/income rather than long-term gains.
My personal outcome with pre-exercised stock: worked out OK twice, lost all my pre-exercise once, but overall I came out ahead on taxes even with the loss. YMMV.
What the article says is "pre-exercise" is just an "exercise" -- you vested the stock, you have every right to purchase it even though the company's stock isn't yet liquid. The problem, of course, is that you may have a huge gain and no way to pay for taxes on that gain.
(Edit: note about AMT, clarification.)