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Simple Stock Option Agreement
"I need a Simple Stock Option Agreement for our Philippines-based tech startup to grant options to a senior software engineer, with a four-year vesting schedule starting March 2025 and special provisions for accelerated vesting in case of a company acquisition."
1. Parties: Identifies the company granting the options and the option holder
2. Background: Brief context of the option grant and relationship between parties
3. Definitions: Defines key terms used throughout the agreement including Exercise Price, Option Shares, Vesting Schedule, etc.
4. Grant of Option: Specifies the number of shares subject to the option and basic terms of the grant
5. Exercise Price: States the price per share at which the option may be exercised
6. Vesting Schedule: Details when and how the options become exercisable
7. Exercise Period: Specifies the timeframe during which vested options can be exercised
8. Method of Exercise: Procedures for exercising the options, including payment methods
9. Restrictions on Transfer: Limitations on transferring or assigning the options
10. Termination Provisions: What happens to options upon termination of employment/engagement
11. Tax Obligations: Addresses tax responsibilities under Philippine law
12. Compliance with Laws: Ensures compliance with Philippine securities and corporate laws
13. General Provisions: Standard clauses including notices, amendments, governing law, etc.
1. Change in Control Provisions: Special terms that apply if the company undergoes a change in control - relevant for companies planning potential M&A
2. Lock-up Period: Restrictions on selling shares after exercise - important for pre-IPO companies
3. Shareholders' Agreement Compliance: Required if the company has an existing shareholders' agreement that option holders must adhere to
4. Non-Competition and Confidentiality: Additional restrictive covenants - typically included for senior employees or consultants
5. Special Vesting Triggers: Performance-based or event-based vesting conditions - used for performance-linked options
6. Right of First Refusal: Company's right to repurchase shares - common in closely-held companies
1. Schedule A - Notice of Option Grant: Details specific to the individual grant including number of shares, exercise price, and vesting schedule
2. Schedule B - Exercise Notice: Form to be completed when exercising options
3. Schedule C - Vesting Schedule Details: Detailed breakdown of vesting dates and conditions
4. Appendix 1 - Tax Implications Summary: Summary of relevant Philippine tax considerations
5. Appendix 2 - Stockholder Rights: Summary of rights attached to the shares when options are exercised
6. Appendix 3 - Company Information: Relevant company details and capital structure information
Authors
Technology
Startups
Financial Services
Professional Services
Manufacturing
E-commerce
Healthcare
Education Technology
Telecommunications
Business Process Outsourcing
Human Resources
Legal
Finance
Corporate Secretarial
Compensation & Benefits
Executive Management
Board Secretariat
Compliance
Corporate Governance
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Senior Software Engineer
Product Manager
Sales Director
Department Head
Senior Consultant
Regional Manager
Research Scientist
Technical Lead
Business Development Manager
Key Account Manager
Principal Engineer
Vice President
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