Meaning
Stock option modifications lower the purchase price of equity options to align them with a decline in the company’s valuation. This adjustment, referred to as a strike price reset, is implemented to restore the incentive value of options that have fallen out of the money. The practice is restricted to employee stock option plans and excludes public market equity options.
Compensation Adjustment
Adjusting option terms helps maintain morale when a company suffers a drop in its market valuation. A strike price reset ensures that employees can still participate in the future upside of the enterprise despite past setbacks. This recalculation requires approval from the board of directors and often incurs additional accounting expenses.
Shareholder Dilution
Lowering the purchase price of outstanding options increases the potential dilution for existing shareholders when those options are eventually exercised. This change represents a transfer of value from the owners to the option holders, which can cause tension during subsequent funding rounds. The founder must manage this friction while explaining the necessity of the adjustment to the existing investors.
Employee Retention
Preventing the departure of skilled personnel during a downturn is the primary goal of this modification. This action protects the operational capability of the company by keeping the team aligned with long-term goals.