Stock
Options: An Important Part of Employee Compensation
This
article was originally published in the June 2, 2002, issue
of the New
York Post
By Nancy
Newman-Limata, CPA, FAE Trustees President
An
estimated 12 million US workers own employee stock options, giving
them the right to purchase shares of stock in the future, usually
at an attractive price. Is this a benefit to employees? That is
at the heart of a major controversy between accounting standards
setters and corporate management which has centered on whether
stock options should be treated as part of compensation expense.
Of course, the majority of these shares are provided as incentives
to management. The theory being that if the company does well,
they do well.
Several
years ago when the Financial Accounting Standards Board (FASB)
was looking at stock options, corporate management lobbied successfully
with the help of a threat of Congressional intervention to keep
accounting standards from requiring expensing stock options as
part of compensation expense. While there are currently no standards
for expensing stock options in the rest of the world, U.S. accounting
standards do require expensing most stock options with the exception
of the one type used most extensiely by corporations to remunerate
management and other employees.
Are
these options free to the company or do they carry future hidden
costs for investors? When reading a financial statement, it is
important to understand from the note disclosures all the ramifications
that the outstanding stock options could pose for the company.
Stock
options gained importance in the 80s and 90s as shareholders pressed
executives for better performance and Congress capped the tax
deductibility of executive compensation not directly tied to incentives
that benefit shareholders. Options became the compensation award
of choice because they satisified existing constraints and have
continued to be tremendously important to many companies in enlisting
employees at all levels to think and act like shareholders. Venture
investors view stock options as an essential ingredient to establishing
the risk/reward ratio needed to attract essential management talent.
Public companies, especially small to medium-sized ones, continue
to feel very strongly that stock options are vital to their entrepreneurial
culture.
The
controversy surrounding stock options has moved in and out of
the public policy arena when publicity increased about executive
stock awards and particularly when the SEC investigates a company
for misleading financial statements. There is an increasing concern
that the incentives to keep stock prices high during times when
stock options are exercised lead corporate executives to bolster
stock prices through overaggressive accounting practices.
Companies
argue that expensing stock options would overstate their economic
cost in the financial statements and incorrectly curtail their
use. They also believe that stock option charges against earnings
would have also jeopardized initial public stock offerings. Younger,
growing companies use options as a way to lure employees away
from higher paying, more stable jobs. High-tech, biotech and restaurant
companies would be affected, in particular, since they typically
rely on options to attract employees.
Most
public companies that use the disclosure-only alternative
in their accounting resulting in zero compensation expense for
those employee stock options issued with an exercise price equal
to the market price on the date of grant. Those companies that
do not recognize expense are required to disclose the effect of
a fair value expense charge on net income and earnings
per share in the financial statement notes.
A
problem that has also arisen because of proforma earnings in companies
press release do not disclose stock options potential affects
on earnings and ownership dilution. . As an expense of doing business,
options should be properly reported in a companys income
statement and as an investor you should look closely at a companys
policy for accounting for them and the expense associated with
them disclosed in the notes.