However, since phantom stock is not tax-qualified, it does not follow the same rules as employee stock ownership plans (ESOPs) and 401(k) plans. Stock appreciation rights offer the right to the cash equivalent of the increase in value of the stocks over time. This bonus is usually paid in cash or employee bonus in shares. Managing 409A Issues in Change of Control Transactions Presenters: APiKllAmy Pocino Kelly Randall C. McGeorge under plans of same type, including amounts subject to a - Phantom stock, restricted stock units, and other equity rights Commentary Demystifying Phantom Stock: How It Works and the Best Way to Structure a Plan Despite the ghostly name, phantom stock is not quite as mysterious as it sounds.

ARTICLE 1. PURPOSE.Old Dominion Freight Line, Inc. (as defined below, the "Company") hereby adopts this 2012 Phantom Stock Plan. The Plan is intended to qualify as a "top-hat" plan under ERISA, in that it is intended to be an "employee pension benefit plan" (as defined in Section 3(2) of ERISA) which is unfunded and provides benefits only to a select group of management or highly Phantom Stock Plan . Acceptance by Participant . The undersigned is a Participant under the First Amended and Restated Phantom Stock Plan dated January 1, 2007, and hereby acknowledges that Participant has read the Plan, understands the Plan and accepts the terms and conditions of the Plan. Step 2 - Phantom Stock Account Set Up - (complete if Option 2 or 3 is selected from above) Allocate vested Phantom Stock amounts that are contributed to the IBERIABANK Corporation Deferred Compensation Plan as they vest in the manner below. A. Phantom stock plans are deferred compensation plans and, as such, the plans must be designed and documented to conform to the requirements of section 409A. For income tax purposes, if the plan is compliant with section 409A, the deferred compensation attributable to the phantom stock will not be subject to income taxation to the employee This Phantom Stock Agreement evidences the grant to you on the Grant Date set forth on the cover page of Phantom Stock (the "Phantom Stock") under the 2009 Restatement of the WMS Industries Inc. Amended and Restated Incentive Plan (the "Plan"). These shares of Phantom Stock represent the right to receive solely in cash the value of an

A phantom stock agreement, also called a phantom stock plan, is an employee benefit plan that provides certain employees many of the advantages of owning stock in the company without giving them actual stock. What Is a Phantom Stock Plan? Phantom stock is also known as shadow stock or synthetic equity.

These units are often referred to as "phantom stock." Phantom stock plans are non-qualified compensation arrangements and do not involve the actual issuance of stock or securities by a company. These plans allow an employee to participate in the growth of a company, without adding additional shareholders. Phantom stock plans are generally Phantom Stock Unsecured promise to transfer cash (usually) in the future based on stock value Generally is subject to 409A, but can be exempt if designed to be a short-term deferral 409A Phantom: Award fully vested at grant and pays upon earliest of (i) separation from service, (ii) change in control or (iii) Year 10. There is hereby exempted from the provisions of Section 25110 of the Code, as not being comprehended within the provisions of the Corporate Securities Law of 1968 and the qualification of which is not necessary or appropriate in the public interest or for the protection of investors, any transaction whereby an issuer allocates to its employees or employees of its parent or subsidiaries Phantom Stock Plans. Employers look for ways to motivate and reward their key executives for meeting performance standards other than company stock or financial performance. Offering a Performance-based Phantom Stock Plan helps compensate key executives of a publically traded company by granting "hypothetical" stock. Phantom Stock Plan Archives. Stock Options versus Stock Warrants - What's the Difference? including stock options, restricted stock awards, phantom stock plans, stock appreciation rights, and profits interests in LLCs. When issuing equity compensation, companies should be mindful of the securities law and corporate governance

Depending on the terms of the employer's phantom stock plan regarding the vesting of phantom stock, the payout may occur on a specified date or upon the occurrence of a certain event, such as retirement, disability, or death. If the employee's employment is terminated before the phantom stock vests, the employee normally forfeits the

A Phantom Stock Plan is one way to provide incentive compensation to key employees on a simplified basis that avoids many of the common tax and legal implications of other forms of incentive compensation (e.g., deferred compensation, non-qualified stock options, qualified stock options, incentive stock options and ESOPs). A phantom stock plan is typically not a tax-qualified plan because it is normally designed to cover a very limited number of key employees. However, it should be noted that should a phantom stock plan attempt to include a broad spectrum of employees and defer some or all of the phantom stock payments until after retirement (or other termination Can Phantom Stock Option be the best way to incentivize employees? Companies are offering their employees, particularly senior and key employees, not just attractive remuneration packages, but incentives as well to retain them in the long run. Some of FMI's Canadian clients call it "ghost stock," while compensation professionals refer to it as synthetic equity or phantom stock units. Broadly, phantom stock is a form of long-term incentive compensation plan also known as a non-qualified deferred compensation plan. Phantom stock plans can give executives a stake in the company's growth without giving up equity in the company. securities law and tax issues that come along with issuing them real stock. Importantly, phantom stock can reflect dividends or stock splits. A phantom stock plan that includes both the value and appreciation in value of the shares is called a "full value" plan. Alternatively, a phantom stock plan that only pays the increase in the value of the shares is called an "appreciation only" plan. The Powerful Use Of Phantom Stock In Your Company. One of the best ways I know to do this is to put a phantom stock plan in place. There is a IRS code section called 409(a) that speaks to

Phantom stock can be a good alternative to issuing actual stock, allowing companies to compensate and incentivize key employees over the long term without giving up equity ownership. But there are some potential pitfalls, including tax and regulatory compliance traps, for the unwary. What is Phant

Exercise.The Participant may exercise some or all of the Option by delivering to the Company a completed notice of exercise, in the form attached to this Agreement, provided that no portion of the Option may be exercised by the Participant prior to approval of the Fuel Systems Solutions, Inc. 2011 Stock Option Plan by the Company's shareholders. Stock appreciation rights plans, however, can offer a lower-cost way to link compensation to increased company value. If you're considering a stock appreciation rights plan, speaking with a securities and employment benefits lawyer in the Priori network can help. About Stock Appreciation Rights Plans

The application of 409A is extensive and can include phantom stock plans and other types of compensation. Much can be said of 409A and its reach. However, the most significant impact of Section 409A to compensation programs is that it limits the flexibility an employer might otherwise have with regard to payment form and timing.

Per Sec. 1234(A), it was also determined that Hunt Oil's liquidation of the stock was a termination of HI-2's right to sell the phantom stock and constituted a sale of an asset. Lastly, the partnership had basis in the phantom stock equal to its fair market value as of Thelma's death. For these companies, a phantom stock plan may be an attractive alternative. Generally, a phantom stock plan is an agreement whereby a company grants (or sells) to certain employees a contract right to fictional shares of stock ("phantom stock") and agrees to pay the employee the value of his or her vested shares at a future date upon the GCM 39750 (May 18, 1988) indicated that phantom stock and other similar arrangements would not create a second class of stock as long as they are offered to employees, are not property under Regs. §1.83- 3, and do not convey the right to vote. 2. Stock Appreciation Rights. Similar to phantom stock. As of now, the market regarding phantom stock options is relatively new in India. Gaps between the text and interpretation of the SBEB Regulations will need to be covered at some point. SEBI could either amend the SBEB Regulations to exclude cash benefits arising out of securities or to allow for regulation of phantom stock options. Phantom stock arrangements are based on hypothetical investments in company stock. More specifically, phantom stock is the right to receive a cash or property bonus at a specified date in the future based upon the performance of phantom (rather than real) shares of a corporation's common stock over a specified period of time.

Section 409(p) is satisfied if "disqualified persons" do not own 50% or more of the S corporation's "stock." This stock includes allocated and yet-to-be allocated ESOP shares, synthetic equity of the S corporation, and any shares held directly in the S corporation. phantom stock plans, and other types of rights to unissued stock, as well as Upon completion of the Ply Gem Acquisition, each of Messrs. Meyer, Wayne, Watson and Poe were granted awards under the Ply Gem Investment Holdings Phantom Stock Plan. This Plan is generally designed to provide non-qualified deferred compensation to participants. Employee Stock Option Plans (ESOP). Employee Stock Purchase Plan (ESPP). Restricted Stock Units (RSU) Stock Appreciation Rights (SAR)/ Phantom Stock. ESOP: It is a method by which company offer shares to its employees at a predetermined date on the pre-determined rate. However, since phantom stock is not tax-qualified, it does not follow the same rules as employee stock ownership plans (ESOPs) and 401(k) plans. Stock appreciation rights offer the right to the cash equivalent of the increase in value of the stocks over time. This bonus is usually paid in cash or employee bonus in shares.