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Stock Option Grant

Draft Stock Option Grant Agreements in Minutes

12 minutes with CaseMark

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12 minutes with CaseMark

What you'll need

  • Equity Incentive Plan
  • Board or Committee Resolution
  • Employment or Consulting Agreement

SOC 2 Type II · HIPAA compliant · $5 free credit

Workflow

Overview

CaseMark's Stock Option Grant Agreement skill drafts comprehensive ISO and NQSO option grant agreements that integrate seamlessly with your company's equity incentive plan. It handles the full complexity of vesting schedules, exercise mechanics, tax compliance under IRC §422 and §409A, termination provisions, and change-in-control acceleration—producing a board-ready agreement in minutes rather than hours.

Drafting stock option grant agreements is a detail-intensive process that requires careful coordination between the equity incentive plan, board resolutions, employment agreements, and tax code requirements. A single error—such as an exercise price below fair market value or inconsistent acceleration terms—can create significant tax liability for the recipient or compliance exposure for the company. Attorneys often spend hours manually cross-referencing documents and ensuring every provision aligns correctly.

CaseMark automates the drafting of stock option grant agreements by analyzing your uploaded equity plan, board resolution, and recipient agreement to produce a fully integrated, compliance-ready document. The AI ensures proper ISO vs. NQSO classification, validates exercise price against FMV requirements, and generates consistent vesting, termination, and change-in-control provisions—letting attorneys focus on strategic review rather than manual assembly.

How it works

  1. 1. Upload your equity incentive plan, board resolution, and recipient agreement

  2. 2. AI analyzes grant parameters, option type, and existing acceleration terms

  3. 3. Review and customize the fully drafted stock option grant agreement

  4. 4. Export in your preferred format (DOCX, PDF)

What you get

  • Caption & Recitals

  • Definitions

  • Grant Terms & Vesting Schedule

  • Exercise Mechanics & Payment Methods

  • Termination of Service Provisions

  • Tax Treatment & Withholding Obligations

  • Change-in-Control Provisions

  • Securities Compliance & Transfer Restrictions

  • Miscellaneous & Signature Blocks

What it handles

  • Automated ISO vs. NQSO classification with IRC §422 savings clauses

  • Customizable vesting schedules with acceleration triggers

  • Exercise mechanics and post-termination exercise windows

  • Tax compliance drafting for §422, §409A, and withholding obligations

  • Change-in-control provisions with single/double trigger acceleration

  • Securities law compliance and transfer restriction language

Required documents

  • Equity Incentive Plan

    The company's adopted equity incentive plan, including any amendments, under which the option is being granted

    .pdf, .docx

  • Board or Committee Resolution

    The board or compensation committee resolution specifying the grant date, share count, exercise price, and recipient

    .pdf, .docx

  • Employment or Consulting Agreement

    The recipient's employment or consulting agreement containing equity compensation, acceleration, and post-termination terms

    .pdf, .docx

Supporting documents

  • Certificate of Incorporation & Bylaws

    Corporate charter documents showing authorized shares and stock classes

    .pdf, .docx

  • 409A Valuation Report

    Independent 409A valuation establishing fair market value at the grant date (for private companies)

    .pdf, .docx

  • Cap Table or Stockholders' Agreement

    Current capitalization table or stockholders' agreement with ROFR, co-sale, or drag-along provisions

    .pdf, .docx, .xlsx

  • Insider Trading or Equity Admin Policy

    Company policies governing insider trading windows and equity administration procedures

    .pdf, .docx

Why teams use it

Eliminate hours of manual drafting by generating complete stock option grant agreements with all required sections, definitions, and compliance language automatically

Reduce legal risk with built-in IRC §422 and §409A compliance checks, proper FMV methodology references, and savings clauses that protect against inadvertent tax violations

Ensure consistency across grants by cross-referencing acceleration terms, vesting provisions, and post-termination windows against existing employment agreements and plan documents

Accelerate equity compensation workflows so option grants can be finalized and distributed to recipients shortly after board approval

Questions

Can CaseMark draft both ISO and NQSO agreements?

Yes. CaseMark automatically tailors the agreement based on whether the grant is an Incentive Stock Option under IRC §422 or a Non-Qualified Stock Option. It includes the appropriate tax treatment language, FMV requirements, and savings clauses that convert excess ISOs to NQSOs when statutory limits are exceeded.

How does CaseMark handle vesting schedules and acceleration?

CaseMark drafts customizable vesting schedules including standard four-year vesting with a one-year cliff, monthly or quarterly vesting increments, and both single-trigger and double-trigger acceleration provisions. It cross-references acceleration terms against existing agreements to ensure consistency.

Does the generated agreement address §409A compliance?

Absolutely. CaseMark ensures the exercise price meets the fair market value floor required under §409A, incorporates proper FMV methodology references (including 409A valuations for private companies), and includes protective language to avoid deferred compensation treatment that could trigger §409A penalties.

What happens to the option when the recipient leaves the company?

CaseMark drafts comprehensive termination provisions covering voluntary resignation, involuntary termination without cause, termination for cause, disability, and death. Each scenario includes the appropriate post-termination exercise window and treatment of unvested shares, consistent with your equity incentive plan.

Can I customize change-in-control provisions?

Yes. CaseMark generates change-in-control definitions covering mergers, asset sales, stock sales, and board composition changes with customizable threshold percentages. You can specify single-trigger or double-trigger acceleration and tailor the treatment of outstanding options in acquisition scenarios.

Does CaseMark include securities law compliance language?

CaseMark includes transfer restrictions, securities representations, and compliance language appropriate for both private and public companies. For private companies, it addresses ROFR provisions and lock-up requirements; for public companies, it references insider trading policies and Rule 144 restrictions.

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