What is Stock Based Compensation?
Under US GAAP, stock based compensation (SBC) is recognized as a non-cash expense on the income statement.
On the subject of the accounting treatment, the SBC expense is an operating expense (just like wages) and is allocated to the relevant operating line items:
- SBC issued to direct labor is allocated to cost of goods sold.
- SBC to R&D engineers is included within R&D expenses.
- SBC for management and those involved in selling and marketing is included in SG&A and other operating expenses.
The consolidated income statement will often not explicitly identify SBC on the income statement, but it’s there, inside the expense categories. In fact, footnotes in financial filings will often detail the allocation by expense category.
Table of Contents
- Stock Based Compensation: Accounting Journal Entries
- Stock Based Compensation Conclusion
- How to Model Stock Based Compensation
- Treatment of SBC Expense on Financial Statements
- Why Does Stock Based Compensation Belongs on the Income Statement?
- Complexities in Valuation: SBC Expense
- Modeling Stock Based Compensation (SBC) in DCF Valuation
Stock Based Compensation: Accounting Journal Entries
There are two prevailing forms of stock based compensation:
- Restricted Stock
- Stock Options
GAAP accounting is slightly different for both. We’ll start with an example with restricted stock and then proceed to stock options.
Restricted Stock Example
- On January 1, 2018, Jones Motors issued 900,000 new shares of restricted stock to employees
- Jones Motors current share price is $10 per share
- Employees cannot sell their shares for a “service period” of 3 years
- Vesting occurs only if employees stay with the company for 2 years; otherwise the shares are forfeited
The restricted stock accounting journal entries are as follows:
January 1, 2018 – The grant date
Journal Entry | Debits | Credits |
Contra-equity — Unearned (deferred) Compensation 1 | $9.0 million | |
Common Stock & APIC — Common Stock2 |
$9.0 million |
1The unearned compensation account is simply a contra-equity account to make the balance sheet balance. It will be reduced as the employees earn their awards.
2Calculated as [900,000 shares * $10 per share].
First, notice that nothing really happened. An equity account was created and was exactly offset by a contra-equity account. Also notice that there is no income statement impact and no stock based compensation expense has been recognized yet. It will only be recognized once it’s earned (i.e. vested). Also notice that the value of each share of restricted stock recognized by Jones Motors on its balance sheet is equal to its current share price. That’s not the case with stock options as we’ll see shortly.
January 1, 2019 – After one year
Journal Entry | Debits | Credits |
Retained earnings — SBC expense | $3.0 million | |
Contra-equity — Unearned (deferred) Compensation |
$3.0 million |
The same thing will happen on January 1, 2020 and again one final time on January 1, 2021.
So that’s the basic accounting for restricted stock under GAAP. The key takeaways are:
- Common stock and APIC is impacted immediately by the entire value at grant date but is offset by a contra-equity account, so there is no net impact.
- The value recognized for each restricted share is the same as its current share price (for non-dividend paying stock).
- Restricted stock is recognized on the income statement over the service period
Once the restricted stock is vested, the employees that own them can trade them and do whatever they want with them. However, if an employee leaves prior to vesting, the stock based compensation expense is reversed via the income statement. In our example, had the employees left after 1 year, the restricted stock would be forfeited and the following journal entries would need to be made:
January 1, 2019 – Employees forfeit their restricted stock
Debits | Credits | |
Contra-equity – Unearned (deferred) Compensation 1 | $3.0 million | |
Retained earnings – SBC expense |
$3.0 million |
We now turn to the accounting and journal entries for stock options, which are a bit more complicated.
Stock options example
- On January 1, 2018, Jones Motors issued 900,000 stock options to employees
- The exercise price of the options is $10 per share.
- Jones Motors current share price is $10 per share.
- The fair value of each stock option is determined by Jones Motors to be $5 using the Black-Scholes option pricing model.
- The stock options will vest over 3 years: 33% on January 1 of each over the next 3 years.
The stock options accounting journal entries are as follows:
January 1, 2018 – The grant date
Nothing happens at the grant date. Unlike restricted stock, there are no offsetting journal entries to equity at the grant date. The stock options do not impact the common stock and APIC balance at the grant date.
January 1, 2019 – After a year of vesting
Debits | Credits | |
Retained Earnings – SBC Expense1 | $1.5 million | |
APIC – Stock Options2 |
$1.5 million |
1Calculated as 300,000 shares * $5 per share. This is an expense recognized on the income statement. It reduces retained earnings.
2To balance the balance sheet, APIC for stock options increases
The same thing will happen on January 1, 2020 and again one final time on January 1, 2021. Now unlike restricted stock, once stock options vest, they still need to be exercised in order to become shares. So assume the following:
- On January 2, 2021, the day after all the stock options vest, all option holders exercise their options
- Jones Motors share price on the exercise date (January 2, 2021) is $20 per share.
January 2, 2021 – Upon the exercise of options
Debits | Credits | |
Asset (Cash) – Option Proceeds1 | $9.0 million | |
APIC – Stock Options2 | $4.5 million | |
Common Stock & APIC – Common Stock | $13.5 million |
1Calculated as 900,000 shares * $10 per share.
2Calculated as 900,000 shares * $5 per share. As options are exercised and become common stock, the APIC – Stock Options account is reversed and transferred into this Common Stock & APIC – Common Stock account below.
Notice that the net increase to equity on the balance sheet at the exercise date is simply the amount of option proceeds. When building financial statement models, the fact that there is actually a transfer from the APIC – Stock Options account to the Common Stock & APIC – Common Stock account is ignored and only the net effect is modeled. Notice also that the market price of Jones Motors stock price is irrelevant in the journal entries.
Stock Based Compensation Conclusion
So far, we have described the GAAP accounting treatment of stock based compensation. In practice, many analysts actually ignore the stock based compensation expense entirely when calculating EPS or when calculating EBITDA or when valuing companies . We discuss the wisdom of these approaches separately in those individual articles.
How to Model Stock Based Compensation
Q: I was just told that it is common in the software industry to exclude stock-based compensation (SBC) expense from earnings per share (EPS), effectively treating it as a non-recurring item. I understand that stock based compensation is a non cash expense but so is depreciation and we don’t remove depreciation from EPS. So what’s the rationale?
A: Stock options and restricted stock are a form of employee compensation and a transfer of value from the current equity owners to employees. Employees certainly prefer a salary of $50,000 + options over a salary of $50,000 with no stock options. It is thus clear that when companies issue stock based compensation, this transfer of value needs to be captured somehow but the question is how?
Treatment of SBC Expense on Financial Statements
Prior to 2006, FASB’s view on this issue was that companies can ignore recognizing issuing stock based compensation as an expense on the income statement as long as exercise price is at or above current share price (restricted stock and in the money options had to be recognized but at the money options became common partly because they could stay off the income statement).
This was controversial because it clearly violated the accrual concept of the income statement. That’s because even if a Google employee received Google options that are exactly at the current share price, these options are still valuable because they have “potential” value (i.e. if Google’s share price rises, the options become valuable). Until 2006 FASB’s view on this was “that value is difficult to quantify, so companies are allowed to keep it off the income statement.”
However, starting in 2006, FASB changed their mind on this and essentially said “actually, you really should need to recognize an expense lust like cash compensation on the income statement. And you should do this by using an options pricing model to value the options.” Since 2006, there is now an incremental operating expense that captures. Current period GAAP net income is lower because of this expense. Learn more about the accounting for stock based compensation here.
Why Does Stock Based Compensation Belongs on the Income Statement?
The accounting treatment of stock based compensation is consistent with accrual accounting guidelines and makes complete sense if your goal is to put together an accrual-based income statement.
In short, imagine two technology companies, identical in every way, except one decided this year to start hiring better engineers. Instead of mid-tier engineers that both companies have attracted to date, one of the two companies decided to start hiring top-tier employees.
The plan for attracting and recruiting the higher caliber talent involved sweetening salaries with stock options to new comp packages. The company hopes that better engineers will improve their products and thus grow the company’s market share and competitive position in the future. You’re giving employees better wages now – even if it isn’t in cash and your accrual based net income should be lower as a result.
And yet still, analysts often exclude it when calculating earnings per share (EPS). Another trend has been to exclude it from EBITDA. The reason is often simply that analysts are lazily trying to make accrual profit measures a hybrid between pure accrual and cash flows.
Complexities in Valuation: SBC Expense
A more interesting issue is whether stock based compensation should be ignored when valuing companies. Analysts care about EPS because it gives a rough gauge of value.
Specifically, many analysts use price to earnings (PE ratios) to compare companies. The idea being two comparable companies should trade at similar PE ratios. If one of those companies is trading at a higher relative PE ratio it could either be because:
- The high-PE company is legitimately more valuable (i.e. It’s future growth prospects and returns on capital are higher, its risk profile is lower, etc).
- The high-PE company is relatively overvalued.
Getting back to our example, let’s assume that the market thought the benefits to future growth due to better engineers is exactly offset by the extra dilution required to achieve it. As a result the share price of the better-hire company didn’t change.
If the stock analyst uses GAAP net income for calculating EPS (i.e. doesn’t exclude SBC), a higher PE multiple will be observed for the better-hire company than the no-SBC company.
This reflects the fact that lower current income to shareholders due to dilution from stock based compensation is offset by future growth. In other words, current earnings are lower, but they will grow a lot more than the higher earnings of the no-SBC company. On the other hand, excluding the SBC from net income would show identical PE ratios for both companies.
So which is better?
When comparing companies that generally have compensation patterns (similar amounts of SBC relative to cash compensation), excluding SBC is preferable because it will make it easier for analysts to see PE differences across comparable companies that are unrelated to SBC.
This also helps to eliminate the impact of a company’s accounting assumptions for how it calculates SBC on earnings. These are the main reasons analysts in the tech space ignore SBC when valuing companies.
On the other hand, when companies have significant differences in SBC (as is the scenario we posed), using GAAP EPS which includes SBC is preferable because it clarifies that lower current income is being valued more highly (via a high PE) for companies that invest in a better workforce.
Modeling Stock Based Compensation (SBC) in DCF Valuation
In summary, most of the time analysts exclude (add back) SBC when calculating FCFs in a DCF and this is wrong.
Analysts will argue that this is appropriate because it’s a non-cash expense.
The problem is there is obviously a real cost—as we discussed earlier—in the form of dilution which is ignored when this approach is taken. Indeed, ignoring the cost entirely while accounting for all the incremental cash flows presumably from having a better workforce leads to overvaluation in the DCF.
Hi Brad, I’m hoping you can help me. I’m hoping to calculate share dilution over a 5 year period. Let’s say the company in question is engaging in share repurchasing, stock splits, stock based compensation, common share issues, and convertibles. The shares outstanding for the period will be muddied by… Read more »
Hi, Fidel, Do you mean is there a reported metric that you can look at? I doubt most companies will show it that straightforwardly. What you are doing is probably the best estimate you can come up with, because you typically limit yourself to what can be foreseen and is… Read more »
Thanks for the article! In the last entry, I was wondering do we also credit the treasury stock account if it has debit balance to show net dilution?
Hi, Samiksha,
Yes, we would if the reissuance of shares for options happened out of the treasury stock account.
BB
Thanks this brings clarity!
If SBC is provided to management based on services they perform for foreign affiliates, can the foreign affiliates get a share of the costs?
Hi, Martin, Presumably, the accounting at the level of the foreign affiliates would have to recognize that expense, and the affiliate income of the company providing the services would then be altered accordingly. But if the companies were not consolidated, then presumably there would be ‘services’ revenue line item for… Read more »
Hi. In the case of when all employees forfeit their options before vesting, what happens to the Equity reserve that has been built up over time? Do we have to reverse this APIC balance? Or will it forever remain on the balance sheet?
Hi, Nathan,
Forfeited options or restricted stock will trigger a reversal of the original addition of stock based comp to APIC.
BB
Upon the exercise of the option, why is the debit to the APIC – Stock Options account $4.5 million (or 900,000 * $5 per share)? Namely, where does the $5 per share come from? Thank you.
Hi, Tito,
The options were originally valued at $5 per option and expensed accordingly for a total of $4.5mm, which needs to be reversed.
BB
May I know what is the accounting treatment if the market price at actual date is lower than the exercised price and employees didn’t exercise the option?
Yibo:
This is a bit beyond our scope but the accounting would still be the same as the options probably won’t have expired yet. If they expire without being exercised then the previously taken expense will be reversed.
Best,
Jeff
It will fortift the option
Hi, Raje,
That is correct. If the options expire out of the money, they will be forfeited and the expense will be reversed.
BB
Question here. What if restricted stock isn’t provided to an employee, but rather an early customer in a startup? Let’s say we have a contract with a customer that lasts 2 years and we are also granting them stock in the company. During their 2 year contract, the shares are… Read more »
Samantha:
Unfortunately, that is well beyond the scope of our article. However, this link might help with regards to restricted stock to non-employees: http://sos-team.com/pdfs/Accounting_Nonemployee_RSUs.pdf
Best,
Jeff
Thanks, Jeff! I knew it was a bit on the fringe of the article, but this is excellent 😉 Thanks for the direction!
At the end of the vesting period, when employees have exercised their rights and shares have been issued i.e. converted to ordinary shares, will there be a journal entry to transfer from Share based premium reserve to Issue capital
Raj:
Yes, which we illustrate in our last journal entry example.
Best,
Jeff
Hi – can you walk me through what happens to the 3 financial statements? For example if I have stock based compensation of $10 –> P&L – stock based compensation is an expense, net income drops with $10 * (1-t), say t=40%, net income drops with ($6) Cash flow statement:… Read more »
Cheryl:
The offset is in APIC/Equity.
Best,
Jeff
Hi Jeff Thanks for the reply. Would it then be Assets: Cash +$4 Liabilities: Retained earnings ($6), APIC + $10 –> So total equity is +$4. Just a bit confused in your article there is no mentioning of retained earnings being in play at all when calculating the equity on… Read more »
Cheryl:
Yes, that is correct.
Best,
Jeff
Sean: Do you have a specific, easy-to-read resource on this? There is no actual gross-up to equity in this journal entry as they both offset within equity. Are you saying that expense associated with restricted share issuances are recognized when earned and there should be no initial impact to the… Read more »
Hi,
On restricted stock. I understand the journal entries. But, i can’t understand how to show it in the Statement of Stockholders’ Equity 2018 and 2019. Could you help me?
Thanks!
Ignacio:
There is no actual impact on Shareholders’ Equity (in other words, everything held constant and equal, there would be no change in Equity.
Best,
Jeff
anybody knows the accounting entry for a liability award?
Mike:
Wouldn’t it be debit expense, credit liability?
Best,
Jeff
On Retricted Stock: Upon vesting your are recording the compensation on the Balance Sheet to Retained Earnings instead of Stock Based Compensation which would be on the P&L Statement. I don’t understand why you are charging Retained Earnings instead of Stock Based Comp on the P&L. Are you assuming the… Read more »
Barbara:
Yes, it’s a little confusing at first glance but when we debit retained earnings we are also saying it runs through SBC on the income statement: Retained earnings – SBC expense $3.0 million.
Best,
Jeff
Thank you. I’m still trying to figure out the entries when the stock is sold to the employees via a Founder’s Restricted Stock Purchase Agreement.
Barbara:
When it’s sold versus the Founder just receiving the share(s)?
Best,
Jeff
Jeff, In this situation, Upon incorporation, the Restricted shares were sold to the employees at the same time as they were issued. Usually the shares are given to the employees and not sold to them. Using the entries in the article, the restricted stock is recorded as Dr. Unearned Deferred… Read more »
Barbara:
Interesting. That is definitely beyond my accounting knowledge!
Best,
Jeff
Thank you. I feel much better now.
Barbara,
I’d love to hear what you found and how you desided to record the Purchased Restricted Shares Agreement.
Is it just the: Dr. to Cash and Cr. to Stock?
And if the employee terminates early the company purchases back the unvested shares at the purchase price?
Quick questiob regarding the section “Upon exercise of the stock option”. Is this example assuming a no par stock? If there is par value would we still need the fair value to record the entry or symply can we use the par value and the excess? Thanks in advance
Ramon:
Yes, technically the par value and the APIC would be separated in the journal entries. We were simplifying the entries for student clarity.
Best,
Jeff