2016 Symposium - March 22, 2016
12th Annual CEP and Silicon Valley NASPP Symposium
March 22, 2016
The Best One Day Event in Equity Compensation
Thank you to our sponsors for making this such a successful event:
- Bank of America Merrill Lynch
- Charles Schwab
- E*TRADE Financial Corporate Services
- Fidelity Stock Plan Services
- Morgan Stanley
- Aon Hewitt
- AST Equity Plan Solutions
- Baker & McKenzie, LLP
- bendystraw llc
- Equilar, Inc.
- Equity Methods LLC
- Stock & Option Solutions, Inc.
- TD Ameritrade
- Deloitte LLP
- Ernst & Young
- Group Five
- National Center for Employee Ownership
12th Annual CEP and Silicon Valley NASPP Symposium Presentations
All of the presentations are in pdf format. Download format by clicking on the presentation title or slides link.
All material presented here is covered by US Copyright laws.
Sharing Ownership Widely: What's Changed, What Works, and What Doesn't
There is a large body of research on what has happened to equity compensation plans, what works best, and what doesn't work well at all. This focus on broad-based equity plans will include hot off the computer results from the new NCEO/CEP/NASPP ESPP survey, highlights of 15 years of studies on the impact of broad--based equity plans on company performance, and data on how broad-based equity plans have changed since the dot.com boom and bust.
Panelist: Corey Rosen, Ph.D. (National Center for Employee Ownership)
1A (Intro Track): 5 Equity Plan Numbers You Need at Your Fingertips
For all plan administrators, and particularly new ones, one of the biggest "dreads" that we hear about are those sudden calls from the CFO, Board, ComCommittee, ect., looking for a specific number figure from their equity award plan. This session will aim to ease the dread by covering 5 key figures that administrators should have on hand, or know where to quickly find. The discussion will feature one to two issuers speaking about their experience with getting these calls at both public and venture-based companies, as well as an outsourced administration provider. For each figure, we will cover the definition, who is likely to be interested in the figure and why, and how the figure is derived. Final set of figures to be finalized, but likely candidate set below: - EPS Dilution/Overhang - Total Outstanding - Shares available to issue - Weighted Average Remaining Period of Expense - Run Rate - Status of Executive Grants - Sec 16, (award info, vesting, tax status, filing needs, etc.)
Panelists: Sean Kelly, CEP, (Morgan Stanley), Lisa Klevence, CEP, (Plan Management), Carmine Napolitano (Paradata)
1B: In the Weeds with Performance Share Accounting
This will be the most advanced discussion about accounting for performance awards you will ever attend. It is not for the faint of heart, as this presentation will dig into such details as when to apply straight-line vs graded amortization, multiple valuation situations, triggers of liability accounting, dilution calculations, and the complexities behind retirement eligibility. Join valuation specialist Jon Burg, ASC718 guru Mike Palermo, and Cisco’s accounting manager Paul Moore for an advanced and in-depth look at performance share accounting. Many companies are now using performance shares with increasingly complex features, including catch-up features and integrated performance and market condition designs. As these awards become an increasingly large piece of the equity compensation pie, knowing the timing and magnitude of EPS ramifications and how to properly analyze the awards for accurate accounting treatment will put you in the driver’s seat for compliance and communicating anticipated consequences of the awards. You will be able to inform decision-makers of the accounting and reporting impact of the award design. Real-life cases will be used to illustrate the accounting framework and how it may change throughout the award lifecycle. We’ll talk about practical application and how to recognize and remediate system limitations. Come armed with your own questions and leave with confidence, or at least armed with the knowledge of what might need added attention. A no holds barred session.
Panelists: Jon W. Burg, CEP, (Aon Hewitt), Paul R. Moore, CEP, (Cisco), Mike Palermo, CEP, (Fidelity Stock Plan Services)
1C: Hold. Flip. Split: Acrobatics of Employee Ownership
What employees do with vested RSUs has long been a mystery to most companies. When shares hit the employee account, plan sponsor visibility is lost. And, while ESPP share selling behavior has been seen through disposition reporting, companies have very little insight into how selling behavior is linked to plan type and demographic variances. This session uncovers a host of new views into these previously unknown areas, including how the value of the payout impacts behavior, what ESPP discount levels create more employee holders, what impact age has, if tenure and location make a difference, and how Section 16 behavior varies. And, mixing and matching of all data areas creates a virtual menu of choices on how to assess employee selling behavior. Join this panel for a fascinating new view, and learn how plan sponsors can put this information to work.
Panelists: Mike Alicea, (Fidelity Stock Plan Services), Carolyn Belamide, CEP, (Trimble Navigation), Alice Chang, CEP, (First American Financial)
1D: CSI - Comprehensive Stock Plans Investigations
Have you ever had to unravel a stock plan mystery? We call this forensic stock plan management. From tracking down what happened to a participant's shares after a merger, spin, and/or vendor change to figuring out that spreadsheet you inherited or getting data out of a system you barely know or figuring out why your expense changed from last quarter, our expert panel will teach you tips and tricks that help you investigate the issue and track down the answers you/your boss/your auditors need.
Panelists: Stacy Fox, CEP, (salesforce.com), Susan Garvin, CEP, (GoPro), Rachel Southorn, CEP, (Stock & Option Solutions, Inc.)
1E: Is It Hot in Here, or Is It Me? The Hottest Topics in Equity Compensation
This session is too hot to touch. So hot that we need your help in selecting the topics to cover. The expert panelists have assembled a huge collection of hot topics and will put it to the audience to fire off their favorites. With a wide array of topics, attendees will select issues that are hottest for them... from Dodd-Frank developments to demographic differences, performance awards to the Presumption of Prudence, FASB changes and forfeitures, tax mobility to trading policies, and regulatory updates to restricted awards. Each selection will ignite a laser focused immersion course into the key components...and advice on where to go to learn more. This fun, interactive approach travels through a myriad of topics, pressing concerns, and cutting-edge issues companies are dealing with for their stock plans, and provides something for everyone.
Panelists: Barbara Baksa, CEP, (NASPP), Emily Cervino, CEP, (Fidelity Stock Plan Services), AmyLynn Flood (PwC, LLP), Barbara Klementz (Baker & McKenzie LLP)
General Session: Guess Who’s Coming to Dinner: ISOs and the New GPS
The redux of the original GPS from 2007, the White Album-esque untitled but nicknamed “ Non-Qualified Options GPS” was due for a fluff and fold, but had an unexpected last-minute guest. ISOs have joined the party for the first time and for those of us who cling to the past like clinging to mixed metaphors in a session description, it was as uplifting as the fun uncle showing up to grandma’s birthday with booze and stories about his most recent trip to Amsterdam. A few of the document’s multitude of authors and architects will discuss the new GPS: what’s different, how to use it and what to expect from the next generation of GPS publications.
Panelists: Ingrid Freire, CEP, (HP Inc.), John Hammond, CEP, (bendystraw llc)
Guest GPS Authors: Jennifer George, (PwC, LLP), Sarah Roberts, CEP, (Stock & Option Solutions, Inc.), Jim Vincent, CEP, (Certent), Dan Walter, CEP, (Performensation)
Breakout Session II
2A (Intro Track): Plan Positive - The Value and Content of Employee Tax and Financial Education
This presentation will provide the audience with actionable guidance, at beginner / intermediate level, for providing the value-added benefits of employee tax communications for US and non-US employees. Companies can achieve higher employee perception of stock compensation programs as well as administrative efficiency while minimizing risk through a pro-active communication effort on employee tax issues. Using these techniques in a well-planned communication effort, companies will efficiently inform employees about basic tax facts and better lead them to the opportunity of well-informed financial decisions, enhancing the remunerative and retentive value of employee stock compensation programs without undue cost. The tax consequences and reporting mechanics of a full range of US-style awards will be provided, as well as general content guidelines for communication to non-US employees, so that employers and employees will benefit year after year from this essential "how-to" presentation by a panel of leading experts.
Panelists: Chris Bucholz, (Deloitte LLP), Sylvia Kim, (Facebook), Pete Macias, CEP, (Twitter), Emily Van Hoorickx, CEP, (UBS)
2B: Theory versus Practice: What is the Cost of My Mobile Employees?
When dealing with mobile participants, whether they cross the borders for few weeks or few years, or simply because they work in a jurisdiction, but physically reside in a different one, there is a chain of events for taxation and accounting reporting pertaining to their equity awards that is set in motion. A mobility event impacts many different stakeholders and the ripple effects are felt in various departments. Due to complexities and effort surrounding mobile employees, taxation and finance often exhibits a wide gap between the theory of decision-making and the implementation in practice. Most often than not, management and executives are surprised when unexpected costs arise due to the trailing accounting and tax liability of the equity award. Oftentimes the cost-benefit of the participant’s mobility is called into question. Did you ever stop and think about the impact these changes really entail and what the costs are? Did you ever stop and think about what are the repercussions effects when mobile participants are not managed correctly? Join our panel of experts as we discuss proper accounting for the equity awards of mobile employees including tax equalization or protection costs which can arise years after the participant has left the jurisdiction, employer social tax costs and related accounting, and more. Learn how proper planning and documentation can alleviate those surprises down the road.
Panelists: Yvonne Brazil, CEP, (Tube Mogul), Jennifer Kirk (Google), Laura Verri, CEP, (E*TRADE Financial Corporate Services, Inc.), Marlene Zobayan, CEP, (Rutlen Associates LLC)
2C: Live Long and Prosper: CEP Leadership Skills Learned from Nerd Fiction
Sci-fi and fantasy fiction have always been a way for authors to explore familiar concepts in unfamiliar ways. Join our panel of Equity Compensation Nerds for a unique look at what our favorite characters can teach us about leadership within the world and practices of equity compensation. Channel your inner Jedi or join the crew of the Starship Enterprise as we navigate our way through Middle Earth and see examples of different leadership styles, results, and other considerations for effective leadership as a CEP in today’s business environment.
Panelists: Sara Pinkus, (Solium), Berni Toy, (NASPP), Christine Zwerling, CEP, (Twitter)
2D: Secret Agent Man - Confessions of a Stock Transfer Agent
A presentation for those setting up a new program (IPOs) and also for those with established processes who wish to review alternative solutions and best practices to gain the greatest efficiency with the exercise and share delivery process. We will review the process flow of option exercises to help educate and highlight best practices regarding important steps which can be problematic and achieve time and cost savings. Basics of option processing and how to best set up your option share delivery process with your transfer agent and broker.
Panelists: Carrie Kovac, CEP, (E*TRADE Financial Corporate Services, Inc.), Wendy Jennings, CEP, (Appdynamics), Josh McGinn, CEP, (AST Equity Plan Solutions)
2E: Life in the Day of Stock Administration: Death, Divorce and Disability
This presentation covers life events and how they impact stock administration from payroll, legal, financial and administrative perspectives. Divorce: California courts say equity is community property, but what does your plan say? When the court carves up the equity, how do you keep the peace between two warring parties and make sure the IRS gets their cut? And will you have to hire a private investigator to track the non-employee former spouse? Death: After the funeral, who holds the power to exercise? The name on HR's beneficiary form or the court appointed executor? Who is taxed: the deceased employee or the estate? Come out of mourning to join this lively discussion. Disability: whether permanent or temporary, you will need to make an accommodation for disability in your administration as well as your financials.
Panelists: Sorrell Johnson, CEP, (Stock & Option Solutions, Inc.), Greg Realmuto, CEP, (Bank of America Merrill Lynch), Lydia Terrill, CEP, (Vocera), Dave Thomas, (Wilson Sonsini Goodrich & Rosati)
Breakout Session III
3A (Intro Track): Implementing Global Equity Plans - The Questions to Ask
You don't know what you don't know, but it helps if you know what questions to ask. More and more companies start off as global companies. This presentation will cover how to set-up a global equity team, and what questions need to be considered in the process to be effective and in compliance. You will learn to ask about internal and external essential team members, legal issues to consider such as labor and employment laws, tax considerations, compliance, payroll and more. This is a great session for anyone who is new to global equity.
Panelists: Patricia Boepple (Global Shares), Kathryn Lloyd (International Law Solutions)
3B: M&A The Easy Way
The complex nature of corporate reorganizations make every merger and acquisition deal unique and presents unique challenges. Every deal is different and each company faces a dissimilar set of facts and circumstances to manage. This session will shed some light on the concepts to consider when preparing and executing a plan to manage the effects on equity compensation. Our panel will use a real world case study to discuss concepts such as proration, acceleration, cancelation, conversion, cash payments, accounting, tax, and timing. We will also highlight how the concepts can effect options, awards, performance awards, ESPP, and long shares differently.
Panelists: Patrick Gabel, (Aon Hewitt), Aaron Oberg, CEP, (E*TRADE Financial Corporate Services, Inc.), Matt Paganucci, (Intel), Patrick Gabel, (Aon Hewitt)
3C: Not Your Father’s ESPP
Employee stock purchase plans are a cost-effective tool for broad-based equity compensation and incentive alignment. While they may be one of the oldest forms of equity compensation, they are making a splash in the market today as hot new companies implement ESPPs as part of their broader incentive and reward strategy. Even aside from the new programs, more and more mature companies are implementing or re-designing their ESPPs to fit their current philosophies. For instance, some companies that started or switched to non-compensatory plans with the advent of FAS 123R a decade ago are transitioning to more lucrative plans today to attract and retain employees. Unless your company is on the leading edge of this trend, its ESPP has probably been the same since adoption—but what other possibilities are out there? Join us as we explore the variations in ESPP designs in the market and how they might fit at your company, including multiple-purchase or longer-term offerings, resets and rollovers, and even non-qualified ESPPs. We will discuss the incentive effects, accounting cost differences, and administration challenges among the various available structures, and participants will leave the session with an understanding of how novel or redesigned ESPPs can impact their company.
Panelists: Marianne Friebel, CEP, (Dolby Labs), Phyllis Garland, CEP, (Computershare), David Outlaw, (Equity Methods)
3D: Accounting Oddities
Just when you finally feel like you’ve got ASC 718 down and have figured out how to do most of the accounting stuff in your equity compensation system, senior management throws you a curve ball. You suddenly have to deal with an accounting “oddity” such as peer group volatility, non-employee accounting, or option or award modifications. You’ve researched your system capabilities and came to the conclusion that your software just can’t do all you need it to do. What do you do now? Unfortunately, these types of accounting oddities often have to be handled outside of your software. Please, join this panel of experts as they educate you on the tricks and traps of these oddities so you have the confidence to take your accounting skills to the next level.
Panelists: Susan Berry, CEP, (Infoblox Inc.), Carly Campioni, (Aon Hewitt), Tim McCleskey, CEP, (Stock & Option Solutions, Inc.)
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