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ESPP Shares Guide

Before we get to the details regarding the Employee Stock Purchase Plan, let us have a look at the basic compensation information.

There are various compensation packages that employers can provide to their employees.

It’s not necessary to limit it to just one option because a combination can be chosen.

According to experts, a company specializing in employer-of-record services, standard compensation packages typically include:

  • Cash
  • Equity
  • Non-cash components like insurance and other benefits

The choice of compensation type for each employee depends on factors such as their job description and seniority level.

Below are five types of compensation packages to consider.

If you want to invest as an expat or high-net-worth individual, you can email me (advice@adamfayed.com) or use these contact options.

Table of Contents

Base Pay Package

This involves a fixed amount of money employees receive for working a set number of hours, either through an hourly wage or a salary.

A few experts state that employees with defined tasks or projects usually prefer a base salary package.

Commission Package

Compensation is based on employee performance, often used in sales roles.

Commission packages can include a low base pay with high commissions or solely commission-based earnings.

Equity Package

Employers can offer equity compensation, combining a base salary with stock options.

This is commonly provided to employees in leadership positions or those with specialized skills.

Benefits Package

Additional perks are offered on top of base wages, including legally required benefits like:

  • Family and medical leave
  • Health insurance
  • others such as dental and vision coverage, retirement plans, and flexible work schedules.


ESPP shares

Tied to employee, team, or company performance, bonuses are often given to those in leadership roles.

The amount can be influenced by financial performance and company goals.

It’s important to note that while compensation is crucial, it should align with the company’s budget.

Competitive and attractive compensation can aid in recruiting and retaining top talent, fostering loyalty, and reducing turnover.

Regularly reviewing and adjusting compensation based on market rates and company growth is essential to maintaining employee satisfaction and a positive company reputation.

Now, to understand employee stock purchase plans (ESPPs) better, let us have a look at equity compensation.

What Is Equity Compensation?

Equity compensation refers to non-monetary remuneration provided to employees, comprising:

  • Options
  • Restricted stock
  • Performance shares

These financial instruments signify a form of ownership within the company for its employees.

Equity compensation enables employees to partake in profits through appreciation and can serve as an incentive for retention, especially when accompanied by vesting requirements.

In certain instances, equity compensation may be offered alongside a salary that is below the market rate.

Equity compensation constitutes non-monetary rewards given to employees.

It encompasses options, restricted stock, and performance shares, all signifying ownership in the company for employees.

Occasionally, equity compensation may be coupled with a salary below the prevailing market rate.

This form of compensation is a common benefit in public companies and some private firms, particularly startups.

Understanding Equity Compensation

Equity compensation is a prevalent benefit in public corporations and select private entities, especially those in their early stages.

Newly established firms may opt for equity compensation when faced with:

  • Limited cash resources
  • A desire to invest available funds in growth initiatives

Thus, making it an attractive option to attract skilled employees.

Historically, technology companies, both in their startup and mature phases, have utilized equity compensation to reward their workforce.

Equity compensation provides employees with a stake in the company’s success.

Nonetheless, there is no guarantee that their equity holdings will yield returns.

In contrast to salary-based compensation, where the terms are clear-cut, equity compensation is subject to various factors that can influence its ultimate value.

Types of Equity Compensation

Given below are a few common types of equity compensation offered to employees as a part of their compensation package.

Stock Options:

Companies offering equity compensation may grant employees stock options.

This confers employees with the right to purchase company stocks at a predetermined price, known as the exercise price.

Vesting conditions may apply, allowing employees to gain control of the option after a specific tenure with the company.

However, options typically have an expiration date.

Related Content:

What are Stock Options and What You Should Do With Them

The Downsides of Employee Stock Options

Non-Qualified Stock Options (NSOs) and Incentive Stock Options (ISOs):

Additional forms of equity compensation include NSOs and ISOs. ISOs, exclusive to employees, offer specific tax advantages.

NSOs do not require employers to report the option or its exercisability.

Restricted Stock:

Restricted stock entails a vesting period, either completed all at once after a set time or distributed evenly over a specified number of years.

Restricted stock units (RSUs) are similar, representing the company’s commitment to issue shares based on a predetermined vesting schedule.

Performance Shares:

Awarded based on meeting specified criteria, such as earnings per share (EPS) targets, return on equity (ROE), or the total return of the company’s stock relative to an index.

Performance shares typically have multi-year performance periods.

What Is an Employee Stock Purchase Plan

What Is an Employee Stock Purchase Plan (ESPP)?

An Employee Stock Purchase Plan (ESPP) is a corporate initiative allowing participating employees to acquire company stock at a discounted price.

ESPP contributions are made through payroll deductions, accumulating funds from the purchase date to the offering date.

On the purchase day, the accumulated funds are utilized by the company to procure stock for participating employees.

The discount rate on ESPP shares is contingent on the plan, ranging from as low as 5 – 15% below the market price.

Some ESPPs incorporate a “look back” provision, enabling the use of a historical closing stock price on the purchase or offering date, whichever is lower.

However, ESPPs encompass additional facets beyond these basic features.

Qualified vs Non-Qualified Plans

Employee stock purchase plans that are qualified, also known as section 423 plans, are subject to specific regulatory conditions.

This makes them generally more restrictive.

These regulations imposed on qualified ESPPs include the following:

  • Approval by company shareholders must occur within 12 months from the implementation date of the plan.
  • Equal rights in the plan must be provided to each participant.
  • Depending on plan details, there may be constraints on the duration of an offering period.

Participants opting for a qualified ESPP can often enjoy certain tax advantages.

The discount is not treated as taxable income until the stock is sold.

Upon selling the stock, the discount received during the purchase may be taxable as income.

If the stock has appreciated, any gain will also be subject to taxation as ordinary income unless the stock has been held for over a year.

In such a case it may be taxed at the typically lower capital gains rate.

Non-qualified ESPPs typically offer more flexibility regarding regulatory requirements.

Anyhow, they do not provide employees with the tax advantages mentioned above.

The majority of the information in this article pertains to the regulations governing qualified ESPPs.

If you are uncertain about the type of plan your company has, it is advisable to consult with your company’s human resources or benefits department.


ESPPs typically exclude shareholders with ownership exceeding 5% of company stock.

Additional restrictions may bar employees with less than a specified tenure (usually under one year) from participating.

Other employees generally have the option, though not the obligation, to join the plan.

Explore the advantages and disadvantages of ESPPs to gain a comprehensive understanding.

Benefits of ESPPs

Significant Gains for Employees:

Employees can realize substantial gains through an ESPP.

For instance, if the company’s stock is valued at $50 when the ESPP price is set, and the stock price rises to $100 after the savings period, employees can double their savings.

Alignment of Interests:

ESPPs shift employees’ focus from individual tasks to the long-term future of the company, aligning their interests with the company’s mission.

Vesting Period:

Despite the numerous benefits, a vesting period is essential to fully realize the value of stock purchases.

This helps in promoting employee retention and fostering pride within the workforce.

Reduced Turnover Rates:

Well-implemented ESPPs contribute to lower turnover rates as employees view their roles as long-term investments.

This helps in enhancing the commitment and loyalty within teams.

Drawbacks of ESPPs

No Guaranteed Employee Benefit:

Some ESPPs, structured like traditional stock options, may not guarantee employee benefits, potentially failing to incentivize and excite employees.

Possible Holding Period:

A holding period before selling ESPP-acquired stock can limit potential gains, discouraging employee participation.

Ensuring flexibility in the plan terms is crucial.

ESPP Tax Implications:

Immediate sale of ESPP stock triggers standard income tax on the offered discount.

This is followed by short-term capital gains on profits, posing financial considerations for employees.

Regulatory Compliance:

ESPP programs must comply with various rules and regulations, requiring ongoing oversight to avoid penalties and ensure adherence to security and tax laws.

By adhering to regulatory requirements and addressing potential challenges, companies can effectively implement and benefit from ESPP programs.

ESPP Limit:

For example, you might encounter ESPP limits, i.e., a limit on how much an employee can purchase in a specific year.

The ESPP limit in the U.S. is $25,000 per year, an employee cannot purchase more than $25,000 per year in 2023.

Essential Information on ESPPs

Employer Stock Matching

You’re likely familiar with employer matches for retirement plans, where you contribute a portion of your paycheck to your retirement fund.

Similarly, Employee Stock Purchase Plans (ESPPs) operate comparably, usually featuring a fixed match.

If, for instance, you invest $200 in your company’s stock with each paycheck, the company will match it dollar for dollar, based on the predetermined match percentage.

Purchase Discounts

ESPPs commonly offer purchase discounts, allowing employees to buy company stock at a reduced rate.

This discount, often around 15%, means that if the stock is priced at $100 during purchase, you’ll only pay $85.

Lookback Provision

A lookback provision ensures that employees benefit from the lowest stock price within a specified range during the purchase period.

This could be either at the beginning or end of the period.

Combining a lookback provision with a stock discount can provide employees with significant value.

For instance, if the stock price starts at $20, rises to $26, and the company offers a 15% stock purchase discount, the ESPP will purchase the stock at $20, resulting in a final price of $17.

Common Mistakes to Avoid

To make the most of an ESPP, it’s crucial to avoid common pitfalls:

Not Diversifying:

Despite tempting discounts, overloading your portfolio with your employer’s stock increases risk.

Proper allocation and diversification are essential.

Not Aware of the Vesting Schedule:

Companies often vest stock options over time, impacting ownership percentages.

Understanding the vesting schedule is crucial, especially when considering leaving the company.

Not Exercising Stock Grants:

Leaving the company triggers a window (usually 90 days) to exercise stock option grants.

Changes in company status (e.g., buyouts or mergers) can alter vesting schedules, and it’s essential to coordinate with HR.

Getting Started with Your Company’s ESPP

espp shares

Starting with your company’s ESPP is typically straightforward.

HR will provide the necessary information, including the offering date and the date range for the offering period.

While ESPPs can be advantageous, it’s important not to overcommit your portfolio to them and to be aware of the plan’s details, including vesting schedules and exercise timelines.

ESPP Max Contribution 2023

This section, i.e., ESPP Max Contribution 2023, determines the limit of stock an employee can purchase.

This generally varies by country, and “ESPP Max Contribution 2023” for the U.S. is $25,000.

Advantages and Disadvantages for Employers

Given below are the pros and cons of ESPPs for employers.

Advantages of ESPPs for Employers

Alignment of Interests:

ESPPs facilitate a direct alignment of the interests of shareholders and employees, fostering increased employee engagement and organizational pride.

Success for the company translates into success for the employees.

Enhanced Recruitment Process:

Offering an ESPP can contribute to building individual financial wealth for employees.

Thus, making the company more appealing to top talent during the recruitment process.

It provides a unique offering—a stake in the company—that sets the company apart.

Improved Employee Retention:

ESPPs often have extended durations, requiring participating employees to stay with the company for a specified period before accessing the assets.

This garners employee support but also promotes long-term retention.

It also helps in making the employees financially invested so that they are more likely to stay committed.

Increased Team Productivity:

As the value of ESPP shares is tied to the company’s stock price, employees are motivated to work harder and be more productive.

This is especially true because employees know that their performance directly influences their potential earnings.

Fostering an Ownership Culture:

ESPP participants become more than just employees; they become employee owners.

Allowing staff to invest in the company cultivates a powerful sense of belonging and ownership, serving as a significant motivator.

Financial Security for Younger Employees:

Unlike equity compensation plans typically reserved for executives, ESPPs are broad-based and can provide financial benefits to younger employees.

This helps them acquire a valuable tool for achieving financial security.

Addressing the Gender Pay Gap:

The measurable nature of equity compensation allows employers to use participation data to identify and address issues such as gender pay disparity.

This transparency supports the creation of a fair and equal workplace.

Flexible Plan Design:

Employers can tailor ESPPs to align with business goals, including plan type, discount rate, offering period, and eligibility criteria.

Nonqualified plans offer even greater flexibility, allowing features beyond the limitations of Section 423.

Streamlined ESPP Administration:

Qualified plans often reduce the administrative workload for stock plan administrators, as no income or social tax withholding is required on ordinary income.

According to a 2022 ESPP data survey, 83% of public companies offering an ESPP grant their employees a qualified ESPP.

Corporate Tax Reduction:

Non-qualified plans may qualify for a corporate tax reduction when employees purchase stock.

This is because the ordinary income recognized by the employee becomes eligible for a corporate tax reduction.

Disadvantages of ESPPs for Employers

Additional Expenses:

Implementing ESPPs involves extra costs, including legal and administrative expenses, along with any required employer ESPP contributions.

Compliance Challenges:

Employers need to stay attentive to compliance, tax, and accounting requirements.

Expanding ESPPs beyond the U.S. introduces additional workload and complexities.

Specialized Skill Set Required:

Running an ESPP demands specialized expertise, and managing it in-house using spreadsheets may not be efficient.

Professional help is recommended for comprehensive management, covering participant enrollment, trading, and compliance.

Alternative: Employee Stock Ownership Plan (ESOP)

An ESOP, or Employee Stock Ownership Plan, is a beneficial employee benefit plan that grants workers an ownership stake in the company.

One of the common comparisons often sought after by employees regarding stock options is ESPP vs ESOP.

To delve further into ESPP vs ESOP, let us know a few things about ESOPs to have a pitch-perfect understanding of the topic.

This plan provides various tax advantages for the selling shareholder, the sponsoring company, and the participants.

All of these aspects make it a highly esteemed option for private companies.

Beyond its financial benefits, companies often leverage ESOPs as part of their corporate finance strategy to align the interests of employees with company shareholders.

ESOP shares become integral to the employee compensation package.

This enables companies to maintain staff focus on share price appreciation and overall corporate performance.

By fostering an interest in the company’s stock, these plans encourage employees to act in the best interest of both their financial gain and that of the company’s shareholders.

Companies frequently introduce ESOPs without any upfront costs for employees.

The offered shares are held in a trust until the employee resigns or retires, with distributions typically tied to a vesting plan.

Upon full vesting, if an employee leaves the company, the company repurchases the vested shares.

This provides the employee with a lump-sum or periodic payment based on plan rules.

Notably, retired or resigned employees cannot take the shares with them but receive cash payments during the repurchase.

In contrast, employees let go receive only the vested amount. In employee-owned corporations, where a majority of shares are held by employees, not all shares are distributed equally.

Voting rights may be restricted to specific shareholders, and senior employees might receive more shares than newer employees.

Related Content:

Are Employee Stock Options a Good Investment?

Pros of ESOPs

Internal Control:

ESOPs offer business owners a tool to raise funds without relinquishing control over their company, allowing gradual transitions of ownership.

Morale Boost:

The vesting opportunities provided by ESOP instill value in employees, fostering increased morale and dedication to company growth.

Gradual Transition:

Business owners can choose to sell partial ownership through an ESOP while retaining majority control, offering a more measured transition.

Tax Advantages:

ESOPs provide tax benefits, allowing deductions on the principal amount and potential deferral of capital gains through Section 1042 for some shareholders.

Liquid Capital:

Business owners can convert closely held shares into more liquid and diversified capital through ESOPs, providing easier access to their assets.

Cons of ESOPs

Maximizing Proceeds Challenge:

ESOPs may not maximize proceeds for current shareholders, as ESOP buyers are often financially motivated rather than strategically motivated.

Ongoing Costs:

Administrative costs, including annual valuations, legal fees, trustee fees, and administration fees, contribute to the ongoing expenses of ESOPs.

Demotivating Investors:

A 100% ESOP sale might demotivate outside lenders from providing funding opportunities and limiting financial incentives for the company.

Regulatory Headaches:

ESOPs must comply with market laws, tax laws, and security laws, necessitating meticulous administration to avoid compliance issues.

While ESOPs present challenges, proper management can ensure a smooth and effective plan that benefits both the company and its employees.


ESOPs and ESPPs (Employee Stock Purchase Plans) differ in their structure and purpose.

ESOPs grant employees stock without purchase, common in closely held companies.

Conversely, ESPPs allow employees to use after-tax wages to buy company stock at a discounted price, more prevalent in publicly held companies.

Tax Implications:

ESOPs provide tax advantages such as deductions and potential deferral of capital gains.

ESPP tax benefits allow participants to use after-tax dollars and pay capital gains taxes upon selling.

Access to Stock Balances:

ESOP participants access their balances upon retirement or leaving, while ESPP participants exercise options according to vesting schedules.

Employer Costs:

ESOPs entail higher costs for start-up and administration compared to ESPPs.

Private companies purchasing ESOP shares from departing employees face substantial expenses.

The choice between ESOP and ESPP depends on the management philosophy, company goals, and the desired impact on employee financial well-being.

Properly managed, both plans can contribute to the company’s success.

Bottom Line

Note that the actual ESPP tax implications, stock discounts, and other aspects rely on various contributing factors.

If you are from the U.S., ESPP taxes can be calculated with the help of an ESPP tax calculator, which can be accessed through espp-calculator.com.

This ESPP tax calculator allows an individual to calculate the purchase price by picking the purchase date and the first date of the subscription period.

I assume that this specific ESPP tax calculator can be utilized for calculating the ESPP tax in any country as the calculation is done based on numbers rather than currency.

ESPPs serve as a powerful tool for companies seeking to enhance employee engagement, attract top talent, and align workforce interests with overall corporate success.

By providing a platform for employees to purchase company stock at a discounted rate, ESPPs not only foster a sense of ownership and loyalty but also offer the potential for significant financial gains.

Employees can benefit from stock purchases at a reduced cost, potentially enjoying substantial gains when the stock price appreciates.

ESPPs make companies more attractive to prospective employees by offering a unique financial incentive that sets them apart in the competitive job market.

With participation often tied to vesting periods, ESPPs encourage long-term commitment among employees, reducing turnover rates and enhancing overall retention.

As the value of ESPP shares correlates with the company’s stock price, employees are naturally inclined to contribute to improved corporate performance.

ESPPs transform employees into stakeholders, fostering a sense of pride and commitment as they become active contributors to the company’s success.

While ESPPs present numerous benefits, it is essential for companies to carefully design and administer these plans.

Especially considering factors such as plan type, discount rates, offering periods, and eligibility criteria.

Proper implementation ensures that ESPPs become a strategic asset, contributing to a motivated and financially invested workforce.

This ultimately drives the company towards sustained growth and success.

That being said, I strongly hope that the information in this article helps you understand the details revolving around ESPPs.

If you are an expat or a high-net-worth individual seeking professional financial advice or wealth management services, feel free to get back to me.

I have helped several clients in the process of attaining financial independence, and you could potentially be the next to profit from the tailored investments I offer.

Pained by financial indecision? Want to invest with Adam?

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Adam is an internationally recognised author on financial matters, with over 760.2 million answer views on Quora.com, a widely sold book on Amazon, and a contributor on Forbes.



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