Unvested Options Research Articles

Motivating high‐impact innovation: Evidence from managerial compensation contracts

AbstractWe investigate the relationship between Chief Executive Officer (CEO) compensation and firm innovation and find that long‐term incentives in the form of options, especially unvested options, and protection from managerial termination in the form of golden parachutes are positively related to corporate innovation, and particularly to high‐impact, exploratory (new knowledge creation) invention. Conversely, non‐equity pay has a detrimental effect on the input, output and impact of innovation. Tests using the passage of an option expensing regulation (FAS 123R) as an exogenous shock to option compensation suggest a causal interpretation for the link between long‐term pay incentives, patents and citations. Furthermore, we find that the decline in option pay following the implementation of FAS 123R has led to a significant reduction in exploratory innovation and therefore had a detrimental effect on innovation output. Overall, our findings support the idea that compensation contracts that protect from early project failure and incentivize long‐term commitment are more suitable for inducing high‐impact corporate innovation.

How does CEO pay slice influence corporate social responsibility? U.S.–Canadian versus Spanish–French listed firms

AbstractConsidering specific contextual differences (in laws, governance attributes, and CEO pay policies) found between the Anglo‐American and the European corporate governance models and controlling for institutional attributes, ownership structures, and firm's features characterizing the two settings, we aim to explore if there is a link between CEO pay slice (CPS) and corporate social responsibility (CSR). We follow Bebchuk et al. () to measure CPS. We consider sustainability indicators as proxy to capture CSR. Sustainability indicators are gathered from Global Reporting Initiative of sustainability standards (GRI's) report. Data cover the period 2010–2017 and consist of 1,440 U.S.–Canadian and Spanish–French firm‐year observations. American and Canadian (Spanish and French) firms are considered as to refer to the Anglo‐American (European) corporate governance model. Durbin–Wu–Hausman test is ruled to address endogeneity problem of dual variables and supports consistent null hypotheses of fixed effects model. Under the agency theory's “bright side” paradigm, univariate and multivariate cross‐country analysis supports that CPS is positively associated with firm's initiatives to engage in CSR and that sustainability is more pronounced under stronger investor protection, strict law enforcement, and higher corporate governance quality. Robustness checks reveal that (a) the deferred CPS–CSR causal effect seems higher for option‐based compensation than that for stock‐based compensation and (b) within the options (stocks) rewards, unvested options (restricted stocks) are the most effective to enhance firm's CSR practices.

CEO Incentives and Corporate Innovation

AbstractUsing scaled wealth‐performance sensitivity as my measure of Chief Executive Officer (CEO) incentives, and utilizing cross‐sectional variations in industry innovativeness, product market competition and firms’ degree of exposure to the market for corporate control for identification purposes, I find that higher long‐term incentives that stem from CEO holdings of unvested options are associated with greater subsequent corporate innovation in innovative industries, competitive product markets, and firms more exposed to the threat of hostile takeovers, that is, exactly where incentivizing innovation is a matter of necessity. I address the endogeneity concerns with systems of simultaneous equations estimated using three‐stage least squares. A possible channel for the observed relation between unvested options‐based incentives and subsequent corporate innovation is that these incentives encourage managers to undertake riskier projects to achieve long‐term economic benefits.

The option to quit: The effect of employee stock options on turnover

We show that in the years following a large broad-based employee stock option (BBSO) grant, employee turnover falls at the granting firm. We find evidence consistent with a causal relation by exploiting unexpected changes in the value of unvested options. A large fraction of the reduction in turnover appears to be temporary with turnover increasing in the third year following the year of the adoption of the BBSO plan. The increase three years post-grant is equal in magnitude to the cumulative decrease in turnover over the three prior years, suggesting that long-vesting BBSO plans delay, instead of prevent, turnover.

Are over-paid Chief Executive Officers better innovators?

This paper focuses on the pay level of the highest paid executive directors, which we label as “Executive Director's Organizational Level” (henceforth EDOL), to raise the question if highest paid CEOs invest heavily in innovative projects. Two-stage least squares (2SLS) regressions show that over-paid CEOs are more likely to invest in R&D projects. They highlight, moreover, both from a “statutory” and an “activist” perspective, that CEOs’ intends to invest in value-enhancing innovations are contingent upon compensation committee independence and investor protection level. Check tests reveal that the pay-performance “innovation” effect for option-based compensation is higher than that for stock-based compensation. Within the options (stocks) rewards, unvested options (restricted stocks) are the most effective. However, we find that over-paid CEOs of low-growth firms achieve less innovation compared to those of high-growth firms. Throughout, we reveal that the effect of CEOs performance-pay on innovation is mainly relevant among overconfident managers than non-overconfident ones.

The effects of option incentives on research and development investment

This paper examines how various elements of CEOs’ option portfolios create conflicting incentives on research and development investment decisions. Incentives from unexercised vested options are shown to have an increasing effect on R&D investment, whereas the effect of incentives from unexercised unvested options is non-monotonic. In particular, R&D investment initially increases with incentives from unvested options and then decreases afterwards. Similarly, newly granted options have a non-monotonic effect when CEOs do not retain any unvested options in their portfolios. However, for an average firm where unvested options have been accumulated at a high level, adding new granted options only has a decreasing effect on R&D. The effects of various option elements on R&D investment can be explained by a combination of an incentive alignment effect and a risk diversification effect.

Do CEO compensation incentives affect firm innovation?

PurposeThe purpose of this paper is to examine if the structure and design of CEO compensation has any effect on firm innovation. It further investigates the effectiveness of each component of portfolio of compensation incentives in encouraging innovation.Design/methodology/approachThis study uses systems of simultaneous equations to model the interdependence between compensation incentives and measures of firm innovation.FindingsResults indicate that the pay‐performance sensitivity of the CEO portfolio of compensation incentives is positively related to investment in R&D expenditures, number of patents and citations. Options in general are more effective than stocks. However, within the options portfolio, recently awarded and unvested options are more effective than previously awarded and vested options. Restricted stock is more effective than unrestricted stock.Research limitations/implicationsMeasuring innovation output is difficult as innovation could take different forms, including business model innovation, which does not appear in the patent data.Practical implicationsStock options encourage investment in value‐increasing innovations and should remain a significant part of managerial compensation. If the firm awards stock, it should only award restricted stock.Originality/valueThis study uses comprehensive measures of compensation incentives and firm innovation. It views incentives as a portfolio of stock and options and uses incentives in their entirety. It examines the effectiveness of each component of the portfolio in encouraging innovation. It measures innovation as investment into the innovation process (R&D expenditures) and the resulting success of that investment (patents and citations).

The Option to Quit: The Effect of Employee Stock Options on Turnover

We show that in the years following a large broad-based employee stock option (BBSO) grant, employee turnover falls at the granting firm. We find evidence consistent with a causal relation by exploiting unexpected changes in the value of unvested options. A large fraction of the reduction in turnover appears to be temporary with turnover increasing in the 3rd year following the year of the adoption of the BBSO plan. We also find that the effect of BBSO plans is larger at market leaders, identified as firms with high industry-adjusted market-to-book ratios, market share or industry-adjusted profit margins, as measured at the time of the grant.

The Option to Quit: The Effect of Employee Stock Options on Turnover

We show that in the years following a large broad-based employee stock option (BBSO) grant, employee turnover falls at the granting firm. We find evidence consistent with a causal relation by exploiting unexpected changes in the value of unvested options. A large fraction of the reduction in turnover appears to be temporary with turnover increasing in the 3rd year following the year of the adoption of the BBSO plan. We also find that the effect of BBSO plans is larger at market leaders, identified as firms with high industry-adjusted market-to-book ratios, market share or industry-adjusted profit margins, as measured at the time of the grant.

CEO incentives and bank risk

We investigate the relationship between CEO compensation and bank default risk predictors to determine if short-term incentives can explain recent excesses in bank risk. We investigate early warning off-site surveillance parameters and expected default frequency (EDF) as well as crisis-related risky bank activities. We find only modest evidence that CEO compensation structures promote significant firm-specific heterogeneity in bank risk measures or risky activities. Compensation elements commonly thought to be the riskiest components, unvested options and bonuses, are either insignificant or negatively correlated with common risk variables, and only positively significant in predicting the level of trading assets and securitization income.

The Impact of Performance-Based CEO and CFO Compensation on Internal Control Quality

In this paper we examine the effects of performance-based compensation on the quality of internal control. We find that the sensitivities of CEO and CFO option portfolios and long-term incentive plans to stock price changes are negatively related to the propensity to report internal control weaknesses between January 2004 and December 2006. We also find that sensitivity is more strongly related to company-level than account-specific control weaknesses. This relation is stronger for CFOs, the officers primarily responsible for the processes generating financial information, and the financial information actually reported by the firm. Despite this positive impact on internal control, compensation sensitivity is positively related to accruals manipulation. Our findings indicate that while SOX disclosures harness the power of compensation schemes to enhance internal control, the controls implemented are not sufficient to eliminate the incentive to manipulate accruals within the bounds of GAAP arising from unvested options and unrestricted equity holdings.

Restricted Stock Versus Other Sources of Managerial Incentives

The number of firms granting restricted stock and the proportion of incentive compensation it represents increased dramatically over the last several years. Firm value is positively related to incentives from restricted stock, but is unrelated to incentives from unrestricted stock and vested and unvested options. We document that the mean vesting period for restricted stock is longer than that of the other incentive sources, and then study the effects of restricted stock in the context of corporate acquisitions, which are long-term investments. Acquirer announcement returns are positively related to restrict stock incentives, but are unrelated to incentives from the other incentive sources. Restricted stock incentives also positively affect pre- to post-acquisition changes in operating performance and negatively affect premiums paid for targets. The positive effect of restricted stock incentives on acquirer returns is driven by incentives with long vesting periods.

A Finite Difference Model for Valuation of Employee Stock Options

Employee stock option grants are a common incentive for employees and are a key remuneration device. These options differ from ordinary options in that they cannot be traded nor hedged. Nevertheless, the work of Carpenter enables one to price these options within a Black-Scholes framework, with one additional parameter calibrated from historical data. We develop a model where the price of the grant obeys the Black-Scholes differential equation with two additional parameters: one which controls the rate at which employees forfeit unvested options, and another which controls the rate at which employees exercise vested options. We implement a finite difference scheme for computation of the option values derived from this model.

Option Acceleration in Response to SFAS No. 123(R)

As of February 28, 2006, 958 publicly held companies accelerated the vesting of some or all of their employee stock options in advance of adopting SFAS No. 123(R). In doing so, these companies, on average, avoided $11.3 (8.4) million in pretax (after tax) expense, which represented 42 percent of prior year income. Investors, in general, react positively to acceleration announcements as we find an average cumulative abnormal return of about one-half of 1 percent for the three-day window (−1,1) surrounding the announcement, with the reaction positively associated with the expense reduction that resulted from the acceleration, the declaration by the firm that the options accelerated are out of the money, return on assets, and firm size. Additionally, we find that the decision to accelerate is positively associated with our estimate of the future expense related to unvested options; that is, the expense avoided because of the acceleration. In contrast, the intrinsic value of unvested options; that is, the expense that would have to be recognized at the time of acceleration, firm profitability, and firm size (i.e., political visibility) are negatively associated with the decision to accelerate. We interpret these results to indicate that managers consider the costs, as well as the benefits, in deciding whether to accelerate. Overall we conclude that while accelerated vesting may be motivated by expense avoidance, it appears to be beneficial to equity investors as evidenced by the positive abnormal returns associated with the announcement of the acceleration and the fact that abnormal returns are positively associated with the expense avoided via acceleration.

Option Acceleration in Response to SFAS 123(R)

As of February 28, 2006, 958 publicly held companies accelerated the vesting of some or all of their employee stock options in advance of adopting SFAS 123 (R). In doing so, these companies, on average, avoided $11.3 (8.4) million in pretax (after tax) expense, which represented 42 percent of prior year income. Investors, in general, react positively to acceleration announcements as we find an average cumulative abnormal return of about one-half of one percent for the three day window (-1,1) surrounding the announcement, with the reaction positively associated with the expense reduction that resulted from the acceleration, the declaration by the firm that the options accelerated are out of the money, return on assets, and firm size. Additionally, we find that the decision to accelerate is positively associated with our estimate of the future expense related to unvested options, i.e., the expense avoided because of the acceleration. In contrast, the intrinsic value of unvested options, i.e., the expense that would have to be recognized at the time of acceleration, firm profitability and firm size (i.e., political visibility) are negatively associated with the decision to accelerate. Our interpretation of these results is that managers consider the costs, as well as the benefits, in deciding whether or not to accelerate. Overall we conclude that while accelerated vesting may be motivated by expense avoidance, it appears to be beneficial to equity investors as evidenced by the positive abnormal returns associated with the announcement of the acceleration and the fact that abnormal returns are positively associated with the expense avoided via acceleration.

The effect of stock option grants on voluntary employee turnover

PurposeThe objective of this research is to examine the effect of a broad‐based option program on voluntary employee turnover.Design/methodology/approachThe paper examines the effect of a broad‐based stock option program in a Fortune 100 company during the 1990s and uses logistical analysis.FindingsEmployee turnover is an issue due to the costs involved in recruiting and training replacements. Voluntary turnover can be reduced if a cost can be imposed on the departing employee. This cost need not be an explicit cost, but can take the form of a benefit forgone when the employee departs. Along these lines, stock option grants to employees, if properly structured, have the ability to reduce voluntary employee turnover. The paper finds that voluntary turnover is lower during the periods in which the option cannot be exercised, i.e. the vesting period. This effect is strongest for employees approaching retirement, but also holds for employees leaving the company for other reasons.Originality/valueThe finding that unvested options reduce or delay voluntary turnover, which while intuitive, has not to the author's knowledge been shown previously, and is important for those involved in the compensation plan design process.

Why Do Managers Dismantle Staggered Boards?

Staggered boards offer incumbent management considerable protection from hostile takeovers and proxy fights. However, in the last few years, managers of an increasing number of firms have voluntarily destaggered their boards, exposing themselves to the risk of being removed from office. This paper investigates why managers decide to destagger their boards. I find statistically significant evidence that the likelihood of destaggering increases with shareholder pressure (in the form of precatory shareholder resolutions seeking destaggered boards) and with the amount of the CEO's unvested (including out-of-the-money) options. I do not find evidence of a strong connection between the decision to destagger and firm performance, or other CEO characteristics, including other forms of compensation such as unrestricted equity. The study provides insight into the informal power and influence of shareholders over the board, and the role of equity and monetary compensation in aligning management's interests with those of the shareholders.

A Proposal for Expensing Employee Compensatory Stock Options for Financial Reporting Purposes

This article presents an accounting approach for employee stock options based on the insight that the currentperiod compensation expense should reflect only that part of the option value that is earned independent of the obligation of continued employment. Given that the maturity of vested options is typically shortened to 90 days when an employee resigns or is terminated, this method views the employee as owning a 90-day option (even if the stated maturity of the option is ten years) and earning a 90-day extension to that option each quarter as a result of the employee's continued employment. In the case of vested options, the compensation expense in each quarterly accounting period is thus the value of the 90-day extension of the option's maturity. There is no option expense in the quarter when the option is either exercised or expires. In the case of unvested options, the expected option value at vesting should be estimated quarterly starting at the time of grant and the corresponding estimated expense should be revised and allocated as a pro rata accrual each quarter over the vesting period. The cumulative expense over the entire vesting period will equal the fair market value of the option at its vesting date. Besides reflecting the economics of the exchange of value for labor involved in stock option grants, this approach has a number of practical advantages: • The 90-day maturity permits the use of publicly traded options to determine fair market value and makes Black-Scholes and other (lattice) pricing models more reliable. • The shortened maturity eliminates the need to adjust for early exercise or employee attrition. • Consistent application should lead to a greater degree of comparability in option valuation and expense allocation among companies (including those that use restricted stock instead of options).

Earnings Management Choices When Stock-Option Incentives Conflict*

Prior research suggests that managers use income-increasing (decreasing) accruals to increase the value of their stock option exercises (grants). I extend this research by modeling firms' accrual choices when incentives from stock options conflict and are confounded by other stock option features. I find that when incentives to maximize the values of option exercises (unvested options) and option grants (vested options) conflict, firms select accounting accruals to maximize the value of option exercises (unvested options). Surprisingly, despite the presence of vested options, firms use income-decreasing accruals in order to increase the value of option grants.