Abstract
Under Section 12(g) of the Securities Exchange Act of 1934, issuers with total assets of more than $10 million and a class of equity securities held by 500 or more persons must register that class of equity security, unless it has an exemption from registration. The Securities and Exchange Commission (SEC) takes the position that stock options constitute a separate class of equity security. Although the SEC has provided relief to issuers that have granted stock options to 500 or more individuals, the conditions necessary to obtain relief raised significant problems. The SEC’s recent revision of the conditions necessary to receive relief from registering stock options under Section 12(g) alleviated some of the problems, but significant issues remain with regard to the applicability of the new relief. The article provides some guidance for plan managers.
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