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Should Companies Expense Stock Options?

A reader writes : "The New York Times is running a story about proposed accounting changes to force companies to expense stock options. Is this a necessary and proper oversight measure to enforce financial discipline on companies that might otherwise have none? Or would this measure basically stop companies from offering fiduciary responsibility incentives to their employees? What do you think about this? What should the final decision be? And what measures should be taken to influence the decision-making process?"

26 of 418 comments (clear)

  1. Fiduciary responsibility incentives? by Anonymous Coward · · Score: 5, Interesting

    How is the offer of options a "fiduciary responsibility incentive"? With an option, you have no downside, so you have an incentive to gamble all the firm's money on producing a temporary rise in the stock price.

    Perhaps this was a typo for "fiduciary irresponsibility incentives"?

    1. Re:Fiduciary responsibility incentives? by fname · · Score: 4, Insightful

      Ya, I thought the same thing. It forces one to question if the submitter even understands what an option is.

      I've had long discussions about options with my friends. I finally realized the only sensible objection to stock options. And that is they have no impact on the cash position of the company. When a company is small or newly founded, it doesn't really make sense to value options, as at that point the cash poisition of the company is the overriding concern; this allows start-ups to offer compensation that, while not equal to that of larger companies, offers a tremendous possible upside to employes. Once cash flow is no longer really concern, it's convenient to continue to give options, as it doesn't count against the income statement. At this point, Warren Buffet's words quoted elsehwere (if options aren't compensation, what are they; don't we expense compensation?).

      In short, options for start-ups make sense, and no one really cares what the GAAP earnings are-- cash flow is much more important. For established companies, cash flow is often difficult to relate to the success of a company, so using GAAP earnings makes sense, and options should be expensed. And I have no idea what "fiduciary responsibility incentives" are, and the submitter doesn't either.

    2. Re:Fiduciary responsibility incentives? by thrillseeker · · Score: 4, Insightful
      How is the offer of options a "fiduciary responsibility incentive"? With an option, you have no downside, so you have an incentive to gamble all the firm's money on producing a temporary rise in the stock price.

      Options granted to employees are nearly always restricted in many fashions. For one thing, a percentage of the total grant is frequently vested over time - often 20% per year, giving a 5 year time period before fully vested. The company usually has the ability to call the options - that is, demand payment of the strike price - the average employee holding 20,000 options at $5 is probably going to be hard put to come up with $100,000 if demanded of him - most people would have to borrow on it, and you'll find few banks willing to loan against a privately held stock. The last time I checked, even a publicly held stock could only be borrowed against at 60% of market value. Many option holders would simply say "fergetaboutit" rather than go into debt on such a thing. Also, there may be peanlties associated with early "termination for fault" - i.e. you do something dumb and get fired and you lose all your stock options. Even once the options can be converted to tradeable shares, as a company insider many employees might be required to file public documents with the SEC announcing their intent to sell - now the world knows of their intent and can react accordingly.

      The whole debacle about expensing them is about the biggest irrelevant effort made in a decade by the Financial Accounting Standards Board. In a public company, any investor that knows the difference between a put and a call is going to have his own rule of thumb for the value of an option - after all the thing is simply a promise that a share may, if desired be purchased at some time in the future - it's got nothing to do with the present day financial health of a company, and is a very hazy factor in the future potential value of a company's shares.

      Expensing options is nothing but a big press deal - disclosure of options is all that is needed, and that is required to be done in publicly held companies already. A clear rule set of how they should be disclosed would be beneficial, but it seems no one is talking about that.

    3. Re:Fiduciary responsibility incentives? by Chazmyrr · · Score: 4, Insightful

      The 5 year vesting often only applies to the lower ranks. Top level executives often receive options with either no or shorter vesting periods.

      But lets put that aside for a bit. The real problem is that not expensing options is far too easy to abuse. Company grants options for 50 million shares. When options are exercised, company issues 50 million more shares. This doesn't impact the company bottom line at all. There is still no expense incurred. The only measurable effect is that earnings per share goes down. Then after several years of this, the company takes a one time charge to repurchase the stock they issued to cover the options.

      That's not even taking into consideration the dilution of ownership caused by excessive option granting.

  2. Accuracy by BobPaul · · Score: 3, Insightful

    Mr. Casey acknowledged that "perfect accuracy isn't possible." But he added that "lots of other things in accounting are impossible to measure with perfect accuracy."

    But at least other things in accounting can be measured with modest accuracy.

    1. Re:Accuracy by HMA2000 · · Score: 3, Interesting

      Options are priced using the black scholes method (though typically it is a modified BS model.) Everyday thousands of options are traded on the open market using BS as the pricing method.

      There is no reason that options shouldn't be expensed. Options are used as employee compensation. You expense payroll why WOULDN'T You expense options.

      FYI In the foot notes you do get the number of outstanding options and their diluitive effect on the outstanding shares but nobody reads the footnotes. Hell I think most people don't even read the financial statements.

  3. Well duh. by Senator+Bozo · · Score: 5, Insightful

    Options dilute the value of the company stock, and since shareholders are the owners of a company it only makes sense to list them as expenses.

    1. Re:Well duh. by Alsee · · Score: 4, Interesting

      I think several of your guesses are rather lousy. Listing the options as expenses does not take a single dollar out of the company bank account.

      What it DOES do is validly reflect that it *does* cost the company value to have granted those options. Had the company not issued those options they could have sold those shares at full market value and had that much more cash. Effectively that *is* what the company is doing, and handing that cash to the optioned employee.

      The difference between giving the emplyee that option and him selling the stock, and the company selling the stock and giving the employee the option value in cash, it is pure bookeeping games. The final result is the same therefore the final accounting totals should be the same.

      -

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  4. Cost of stock options by nuggz · · Score: 4, Insightful

    Yes it is a good idea to link company and employee performance. But when something is given the value must be recorded.

    Options have value, and people will pay for them. By giving them away the company is basically giving away money. To say there is no cost is not accurate, and the owners deserve to have the most accurate picture of comapny finances available.

  5. Warren Buffett's take on it by Chris+Mattern · · Score: 5, Informative

    The most incisive analysis of expensing stock options I ever heard was from Warren Buffett, who can surely claim to know what he's talking about in financial matters: "If options aren't a form of compensation, what are they? If compensation isn't an expense, what is it? And if expenses shouldn't go into the calculation of earnings, where in the world should they go?"

    Chris Mattern

    1. Re:Warren Buffett's take on it by khallow · · Score: 4, Informative
      Options, when granted, are not an expense. They don't cost anything and have no value. Only when they are exercised do they have value, and that may or may not happen. We should keep the status quo, where options are expensed only if and when they are exercised.

      No. We have tools (eg, Black-Scholes valuation model) for calculating the value of options. Consider insurance companies. They get a great revenue stream from all these people they insure. But with that, they get liabilities which may or may not occur. It would be incredibly stupid for an insurance company to ignore an insurance liability on the grounds that it might not occur. Otherwise, in good years you might earn an extraordinary profit, and in bad years lose it all and go bankrupt because you didn't keep track of the liabilities.

      Stock options are potentially huge costs to a company. Ignoring those costs is foolish.

    2. Re:Warren Buffett's take on it by bnenning · · Score: 3, Insightful
      The most incisive analysis of expensing stock options I ever heard was from Warren Buffett

      A response to Buffett is here.
      I agree that stock options are a form of compensation; it is very clear that they are. But is the next step where I disagree. It does not necessarily follow that the company suffers an operational expense. Rather, it is the shareholders who pay for the compensation through dilution of their existing shares. Stock options cannot both be an expense to the company and a dilution of shareholders' stock; that would be double-counting.
      I have to agree. Issuing options (or additional shares) imposes a cost to existing shareholders via dilution, but the total value of the company is unchanged. The company is just transferring equity from one group of investors to another.
      --
      How to solve most of our problems: 1.Lots of nuclear plants. 2.Cure aging.
    3. Re:Warren Buffett's take on it by mgoff · · Score: 3, Interesting

      Yes, Buffet makes an excellent argument. However, consider some of the negatives. Companies will be expensing something that has no cash cost. Therefore, they will be deducting the opportunity cost of those options (fair market value if they had sold them to an outsider) from their income. Does this really make sense?

      Right now, companies already expense the cost of the capital appreciation of the share sold when the option is exercised. How? Stock buybacks. When a stock option is exercised, the employee is sold a share out of the option pool (which usually means there's no dilution). The company books this cash as a share sold, just as if it was sold on the open market (but at the lower option strike price instead of fair market value). Eventually, that share is bought back (most companies continuously buy back shares) and the cost of that buyback is expensed. What is up for discussion is if/how to expense the option value of the option, not the capital appreciation of the underlying share.

      Also, consider that many of these options will go unused, either because the employee leaves the company before they vest or because the options are underwater when they expire. The FASB recommendation permits companies to make allowances for these situations, but those allowances will always be wrong. The FASB permits similar allowances for bad debt and other estimations on the pro formas, but those entries are made up of many transactions, and they will statistically approach a historical value. Stock options are typically granted to many employees at once with the same strike price. This will appear as a single transaction-- instead of multiple, offsetting errors, companies will have single, large errors. This will drive more volatility than the other estimations on the pro formas.

      I agree with Buffet that options clearly have value-- otherwise employees would not value them as compensation. I also agree that some method should be employed to correct the pro formas for options. But, the two major mechanisms recommended were designed to estimate fair market value, not the impact of an opportunity cost to a company's financial situation. I think using them in this way is not accurate. In fact, I think it will make the pro formas less accurate.

      In the interim while we wait for the accounting wizards to come up with a better solution, I think it makes sense to just continue doing what most companies do today. If you look the 10-K for most companies, you will find extremely detailed option data. Using this data, you can compute the "expense" to the company in any way you find best. If the SEC requires companies to bake this in to the pro formas, it will be much more difficult to unwind the financials to use your own technique.

      Yes, it will be more effort than just looking at the Net Income line or doing a quick ratio (or a Quick Ratio). But, investing in individual securities is not for amateurs (and I include myself if this category). That's what mutual funds are for.

  6. Don't mix things up! by retostamm · · Score: 4, Insightful

    I think one of the major problems in this discussion is that the Stock Options for the CEO types (equivalent of about 1000 employees options, if you count them) can cause wrong and fraudulent reporting in order to sell off the stock.

    Individual Employee's options are a great way to retain employees, keeping them motivated and having them think big picture, but they just can't fake the bottom line.

    And guess who's options would definitely go away?

  7. Not IF but HOW by schwaang · · Score: 5, Informative
    Realistically, options are an expense and pretending otherwise on the balance sheet is just gamesmanship.

    Excerpting from this recent article about the issue:

    The most potent criticism of the board's draft proposal to expense options when they are granted, came from an unlikely source: Mark Rubinstein, a finance professor at UC Berkeley's Haas School of Business, who helped develop the method.

    "I was one of the inventors of the (board-proposed) model, and I say: Don't use it. It doesn't work," Rubinstein said. Companies should have to expense only the amount that an employee profits after he exercises the option to buy the stock, Rubinstein said.

    That came as a surprise to the FASB board members.


    [The FASB board is the federal advisory board that's hashing out what should be done about expensing stock options.]
  8. Re:Taxes by Lupulack · · Score: 4, Interesting

    Yes , the companies would get a tax break by this ( their taxable earnings would be lower ) , but a lower earnings would also drive their stock price down.



    Imagine the effect on stock price of everyone's favorite enormous software company if they were to report employee stock options as expenses. It would nearly wipe out their earnings , which would drive their stock price down precipitously. Which amusingly enough would also drive down the value of the stock options themselves ...

    --
    The fact that no one understands you doesn't mean you're an artist.
  9. Re:Yes by azulcactus · · Score: 3, Informative

    It actually has absolutely nothing to do with insider trading.

    Insider trading is when a person who has inside (not public) information about a company acts on stock (buys or sells) because when the information becomes public they believe the stock will take a turn one way or the other. This person may or may not be an employee of the company and for the most part this is done with normal shares, not options.

  10. Wrong by Tod+DeBie · · Score: 3, Insightful
    Expensing stock options as proposed is not a good idea. Despite what many suggest here, it will not produce a clearer picture.

    If you expense stock options when granted, you have to make an estimate as to their value/cost and use that in the financial statement. The problem is that, when granted, stock options do not cost anything to the company and have no dollar value, and they may never. It is likely that in most cases, the estimated value when they are expensed will be revised when the options are exercised.

    Right now, companies do one of two things when options are exercised: they either grant new shares, diluting the existing stock; or they buy back shares (or use shares already held back) equal to the amount exercised so as to not dilute the stock. Both methods have their merits, but the point is that it is only at the time of sale when the true cost of the option is known. So why change the way things are working? I suppose we could force all companies to buy back instead of dilute the share pool, but, I really don't see any case for expensing them when granted.

    Options should only be expensed when they are exercised, which is exactly what happens today. Why do we need to change?

  11. !options then compensation = salary by HockeyPuck · · Score: 3, Interesting

    I've worked at dotcoms and now a large company which gives out stock options to its employees. Until i joined the large company I didn't realize the value of options (not a get rich scheme).

    If companies have to expense options, they'll drop the option programs as the expensing will kill profitability. Therefore companies will nolonger give out options (MSFT has already stopped giving out options), and thus the major $$$ form of compensation will be salary, and salary does not keep an employee at a company for a long time, as you can jump ship to another company easier to get a raise than to ask mgmt.

    Plus many companies spend big $$$ repurchasing stock on the market to keep up the stock price.

    Lastly, if options are expensed then only the execs will get options and not the workers in the trenches.

    HockeyPuck ---> .

  12. goodwill by Thng · · Score: 3, Interesting
    . It's just as bad as requiring businesses to value their "goodwill" and take an earnings hit when it "goes down".

    Goodwill, to first define, is the premium paid for another company above what they are physically worth (buildings, equipment, patents, etc.) Therefore, if Co. A buys Co. B for $20 mil, and there are only $15 mil of physicaly goods, $5 mil is goodwill.

    So the question now, is why expense (impairment is the technical term) it if the value of goodwill goes down? Because it is a consistent treatment of company especially intangible goods. If a company has a 15 years of a patent left to amortize, and for whatever reason it is invalidated, or maybe a new advance comes out making that patent obsolete,the comapny should properly impair the value of the patent, just as goodwill is now treated.

    Two things we accountants like are comparability and consistancy. impairment of goodwill brings both of these to the table. After all, if SCO had any goodwill in the accounting sense, they should probably write off quite a bit of it, as they have likely drastically reduced the value of said goodwill.

    thng

  13. Yes "duh". by nodwick · · Score: 5, Informative
    Uh, no. Stock dilution happens because the number of outstanding shares changes. The earnings and growth numbers that are used to valuate shares are calculated per outstanding share, so any change in shares outstanding creates dilution. Look at any company's 10K or 10Q; they'll have two lines listing earnings per share (EPS) and diluted EPS separately for precisely this reason: diluted EPS is what the company would earn per share if all the options were suddenly exercised.

    The REAL issue with whether options should be expensed or not is whether the diluted EPS captures the full effects of dilution through options issuance, or if there are hidden costs. There's a non-zero "option value" to the options (the choice not to exercise if the stock price drops), that is distinct from the "intrinsic value" (roughly equal to the strike price minus the current price). The argument is that this is presently not captured in the accounting regulations.

    For more info on share dilution, check about.com's primer. There's also a section in there on common tricks companies use to hide dilution effects.

  14. Re:Yes by Valar · · Score: 3, Interesting

    Actually, in most cases, stock options are all ready prevented from insider trading. This is how it typically works: you get hired by a company and has a hiring bonus they give you some shares. Also, every X days, you have an option to buy more shares at an 'option' price (usually the market low during the X days). At the same time you have an option to buy shares, you can sell them. Because you can only buy or sell during designated times, you can't time your option purchases around news from your company. Most insider trading cases involve people in the company calling up their freinds with 'tips'. Normal shares are used.

  15. Re:No way! by swillden · · Score: 4, Informative

    If you think Enron and Worldcom cooked their books, just wait until you see how the "expense" of stock options winds up being calculated.

    They'll play with it, of course, but how can expensing the options at any positive value be worse than the status quo? Most companies currently take no hit whatsoever for issuing options; it seems much better to argue about whether the cost ought to be larger or smaller than to ignore the cost entirely.

    It's just as bad as requiring businesses to value their "goodwill" and take an earnings hit when it "goes down".

    "Goodwill" does not mean what you think it means. It's not the case that businesses estimate the dollar value of their reputations, as the word might seem to imply. It's a trick used to account for what happens when a company purchases another company. Suppose you want to buy my business, which consists of a factory and other physical assets, a large, loyal customer base, an excellent, widely-recognized brand and a bunch of great employees. Clearly, the employees, the brand and the customer base are all valuable to you, and are the real reason you want to buy my company. But the employees, great as they are, are an expense from an accounting point of view, and the customer base and the brand are irrelevant.

    So, suppose you agree to pay me $100M for my company, and the factory and tangible assets are only worth $20M. That means your balance sheet will show a $100M debit and a $20M credit. On paper, your company just lost $80M by buying mine, even though everyone agrees that my company's future earning potential is well worth $80M, because of the above-mentioned factors. It would be inaccurate to show that the value of your company declined by $80M as a result of the purchase. Maybe the value went up, maybe it went down, but as far as anyone knows now, it was a fair price, meaning you got what you paid for, so you broke even, from an accounting point of view.

    The solution is "goodwill". Your accountants will record a $100M debit to cash, a $20M credit to tangible assets and an $80M credit to "goodwill". If, a few years later, you determine that that division of your company is now worth only $60M (fair market value), because the market for its products declined, or you just didn't manage it well, then you will reduce the "goodwill" on the balance sheet accordingly and take that hit as an expense. Assuming the factory is still worth $20M, my "goodwill" is now worth $40M, so you'll apply a $40M expense, reflecting the actual decrease in value of your company.

    I'm sure I've got this at least partially wrong, hopefully a real accountant will chime in, but that's the gist and it is a sensible approach to solving a real problem.

    --
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  16. Re:Consider SCO by Chazmyrr · · Score: 4, Insightful

    I would rather they didn't. It leads to short term business practices that damage the company in the long term. The executives responsible have already cashed out and moved to another company before the negative consequences start to show in the bottom line.

    As an example, the corporation for which I work use to own a number of large facilities around the country. The land and buildings were owned outright so there were no loan payments to consider. A few years ago, all of the facilities were sold with the new owners granting a 20 year lease. This made the bottom line look really good that year. A few years later the rental expense is a significant impact that could have been avoided.

    The executives who made that decision don't care. They made millions from it. Many of them took offers from other companies.

    So, what's the solution? I don't know. I do know that executive stock programs have only made things worse.

  17. The question is... by rice_burners_suck · · Score: 3, Interesting
    My opinion on this issue is quite simple: If it will screw Microsoft over, do it. If it won't screw Microsoft over, or if it will be to their advantage, don't do it. Simple indeed.

    So the question is, what's the most disadvantageous for Microsoft?

  18. 60% drop in earnings by khallow · · Score: 4, Interesting
    I've argued in favor of expensing stock options in a number of places in this message, but this represents what I think is the true problem with the current accounting approach.

    According to Bear Stearns, there would be a 60% drop in profits if the new rule were imposed. Think about it. Earnings in high tech companies are so dependent on stock options that these companies will "experience" a huge drop in profitability. Conversely, how can you support an accounting trick that buffs the profit of the industry by 150% (the reciprocal of a 60% drop)?

    Bottom line. Profits are grossly overstated industry-wide. Why shouldn't we have accounting that reflects that reality? Why should we let this fiction continue? Are we going to forget the lessons of the dotcom bubble? Accounting tricks do work. And investors and employees can and are scammed by them. Finally, why do we need to fight so hard to get valid information about a company? It's just wasting our time which collectively is more valuable than that of a few company accountants.

    See here for more discussion of this particular story. That's where I got the link BTW.