Going Public: What Employees Really Need to Know About Their Equity Compensation
An initial public offering (IPO) marks an exciting time for employees at private companies, representing a potential "payday" and the opportunity to see the company they helped build receive a public valuation.Â
But it can also become a whirlwind of legal, tax and timing headaches, especially since most employees with stock compensation are not fully aware of what happens before, during or after an IPO. Companies usually provide limited guidance when it comes to personal financial planning, leaving employees to make critical decisions on their own.
With stocks pushing toward all-time highs, many employees may feel confident holding or doubling down on their employerâs stock. But elevated markets also magnify the risks of having too much wealth tied to one company, particularly when both income and equity compensation derive from the same employer.
This reality leaves employees scrambling to determine how to handle the totality of their equity compensation. Here's what employees really need to know about IPOs to prepare for this milestone.
The timeline: IPOs move fast
After a period of slower IPO activity brought on by trade concerns, market volatility and fluctuating interest rates, more private firms are pressing forward with plans to go public. Once leadership commits, the pace accelerates. According to PwC, 85% of businesses list shares within six months of filing with the SEC, and half complete the process in just three months.
That timeline leaves little room for employees to sort out complicated issues regarding their stock, including taxes and cash flow.Â
The message is clearâdon't wait for the IPO announcement to get a plan in motion. By then, the clock is ticking, and critical decisions may be just weeks away.
Not all stock is created equal
Employees often lump all equity together as âstock options,â but the situation is far more nuanced. Different forms of equity come with distinct rules and tax treatment.
- Restricted Stock Units (RSUs): Taxed as ordinary income once they vest, regardless of whether the shares are sold.
- Incentive Stock Options (ISOs): May qualify for favorable tax rates but exercising them can trigger the Alternative Minimum Tax (AMT).
- Non-Qualified Stock Options (NSOs): Taxed as ordinary income immediately upon exercise.
RSUs are relatively straightforwardâshares vest, and the employee receives stock. Options, on the other hand, require cash to exercise. Without available funds, the number of shares an employee ultimately receives may fall short of expectations.Â
Post-IPO, a cashless exercise can enable employees to use part of their grant to cover costs, though it reduces their overall share count. Paying out-of-pocket preserves more shares but ties up cash in a potentially volatile investment. For many, cashless exercises provide a more balanced approach, especially since they can help mitigate concentration risk.
The lesson? Two employees holding the same number of shares could walk away with vastly different outcomes depending on the type of equity that they hold.
When will the tax bill hit?
Taxes are one of the trickiest aspects of equity compensation concerning an IPO. They often come due sooner than employees might expect. RSUs are treated as income on the day they vest, and with options, taxes are owed at the time of exercise, even if the shares canât yet be sold. This timing discrepancy can create a serious cash crunch, as employees may find themselves owing money on an illiquid asset.
This risk is heightened when stock volatility spikes, which is common for IPOs. Average first-day IPO returns this year have hovered around 19%, as compared with the S&P 500âs average daily move of 1% to 2%. During periods of market highs, those IPO swings can reach even higher levels, turning what looks like a life-changing windfall into a sudden tax problem, if the stock drops before employees raise cash to meet withholding or estimated tax obligations.
Without careful planning, the tax burden can force individuals to drain savings or take on debt. Knowing when taxes hit, and preparing for them, can help avoid this scenario.
The lockup: Why âgoing publicâ doesnât mean an instant payout
Many assume that an IPO means immediate access to cash, but thatâs rarely the case. Most companies enforce a lockup periodâcommonly lasting three to six monthsâwhere insiders, including employees, are prohibited from selling shares.
When the lockup expires, the rush to sell often drives the share price down, as large volumes of insider shares hit the market simultaneously. Even after the lockup period ends, employees may face additional challenges with blackout periods and stock price volatility that rarely align with when taxes come due or when they need cash for planned expenses. Careful planning is needed so that market conditions, company blackout periods or regulatory restrictions donât force employees to scramble to raise cash.
Beware overconcentration in employer stock
It can feel safe to let employer stock become an outsized portion of personal wealth, especially when the company is thriving, the bulls are running and the share price is climbing. But concentrating too much wealth in one stock exposes employees to âdouble jeopardy.â Should the company stumble or a bear market emerge, employees may suffer both a hit to their portfolio and a loss of income.
A common rule of thumb is to keep employer stock exposure under roughly 10%â20% of total investable assets. Above that level, even small pieces of negative news can lead to disproportionately large setbacks within an employeeâs portfolio. And because post-IPO stocks tend to be more volatile than the broader market due to lockups and other trading restrictions, the risk of sharp downturns is significantly higher.
Plan ahead and donât let emotion derail goals
Equity windfalls can feel like hitting the jackpot, but emotion often clouds judgment. Itâs tempting to hold onto every share in hopes the price will keep climbing. Itâs also painful to sell, only to see the stock skyrocket afterward. The real challenge is determining when and how much to let go, accepting when enough is enough. Ask yourself: will it hurt more to sell now and watch the stock climb, or to hold on and risk your family's financial goals if the stock falls?Â
Employees should consider spreading sales over multiple windows, using a disciplined plan rather than reacting to short-term price movementsâespecially in a late-cycle, high-valuation bull market.
Goals like purchasing a home, funding education or retiring early should guide how and when to sell. Partnering with a financial advisor can help employees spread out sales, manage tax obligations and reduce reliance on one companyâs stock for long-term wealth.
Convert equity into lasting wealth
The wisest approach to IPO equity is grounded in rational planning. Unless employees are confident their companyâs stock will vastly outperform the broader market, keeping too much wealth tied to one position can be risky.
Partnering with a financial advisor allows employees to design a strategy that balances taxes, liquidity and personal goals. Done right, equity compensation from an IPO can be the cornerstone of long-term financial independence.
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Matt Nelson is a Wealth Manager from Minneapolis, MN, and Founder of Perspective 6 Wealth Advisors. Matt got his start in the financial industry in 1998 with a mutual fund company, American Century. Early in his career as an advisor, he experienced navigating clients through the 2000-2002 technology crash, the 2008 financial crisis, and multiple market highs and lows. In 2006, he became an independent financial advisor with Focus Financial Network and founded Perspective 6 Wealth Advisors in the same year. Today, Mattâs team works with employees with stock compensation in both private and public companies, as well as consultants and business owners.
Matt Nelson is an investment adviser representative with Savvy Advisors, Inc. (âSavvy Advisorsâ). Savvy Advisors is an SEC registered investment advisor. The views and opinions expressed herein are those of the speakers and authors and do not necessarily reflect the views or positions of Savvy Advisors. Information contained herein has been obtained from sources believed to be reliable, but are not assured as to accuracy. Any links to third-party websites included within this article are provided solely for informational purposes. The Adviser does not control, endorse, or assume responsibility for the content, accuracy, security, or privacy practices of any third-party websites. Accessing third-party websites is done at the readerâs own risk.
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