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Q&A: Are “Net” Option Exercises or Tax Withholding Shares Disclosable in the Quarterly Repurchase Table?

    Client Alerts
  • January 29, 2014

The rain pounding on your office window dances in the flickering glow of your fluorescent lights. As you wonder if anything could make the day gloomier, the Director of HR arrives with a spreadsheet showing last quarter’s cashless option exercises and shares withheld for taxes. Her footsteps fade, and your mind jumps to the repurchase table in Forms 10-Q and 10-K. You pull out Item 703 of Regulation S-K, skim it quickly and freeze.

Q: Do “net” option exercises require disclosure under Item 703?  How about withholding vested shares to pay withholding tax?

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