This template is designed for HR, legal, and leadership teams at large organizations who grant options to executives and senior hires. Fill in the placeholders with your company data and grant specifics.
What's inside
Parties and Recitals: Company, Employee, and grant context.
Definitions: Key terms such as Grant Type, Exercise Price, Vesting Schedule, Change of Control.
Grant Details: Type, number of options, share class, grant date, and exercise window.
Vesting Schedule: Cliff and schedule specifics, accelerated vesting scenarios.
Exercise Price and Mechanics: Payment mechanics, withholding, and transfer rules.
Term, Termination, and Post-Term Issues: Durations, termination consequences, and post-termination exercises.
Change of Control: Treatment of outstanding options on a sale or merger.
Tax Withholding and Reporting: Roles, withholding mechanics, and tax forms.
Administration and Compliance: Counsel approvals, governance, and records.
Confidentiality and IP: Confidentiality, inventions, and IP assignments.
Governing Law and Disputes: Jurisdiction and dispute handling.
Signatures: Authorized signatories and dates.
Grant Ledger (table): A live ledger of grants to track across employees and grants.
Review Checklist: Quick sanity checks before execution.
How to use this template
Fill in Company and Employee details: Company: [Company Legal Name], Employee: [Employee Full Name], Grant Date: [YYYY-MM-DD].
Complete Grant Details and Vesting: Grant Type: [ISO/NSO], Number of Options: [Number], Share Class: [Common/Preferred], Vesting Schedule: [4-year with 1-year cliff], Exercise Price: [Amount] per share.
Populate the Ledger table with real data from each grant and update statuses as needed.
Complete the Legal and Compliance sections with governing law, approvals, and administrative notes.
Have counsel review the document and capture final signatures in the Signatures section.
Why it works
It aligns with governance processes of large organizations and scales across many grants.
It standardizes terms while still allowing per-grant customization in placeholders.
It supports audit, compliance, and tax reporting with a consistent structure.
Who should use this template?
HR, Legal, and Finance teams at large organizations issuing executive stock options.
Board secretaries and admins responsible for grant governance.
How should vesting be customized?
Align vesting with performance milestones, role, and retention needs; reflect cliff length and acceleration clauses where appropriate.
What happens in a change of control?
Specify treatment of unvested options, acceleration, and wind-down rules to minimize ambiguity.