Employee Stock Plan Administration Services
Ez Custom Software Solutions, Inc. (ECS)
Employee Stock Plan Administration
Services Outsourcing
OPEN LETTER PROPOSAL FOR STOCK PLAN ADMINISTRATION SERVICES |
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| Dear Prospective Customer, | ||
| We at Ez Custom Software Solutions, Inc. ("ECS") appreciate the opportunity to propose consulting services to your company ("Company") related to providing complete administrative and reporting support in connection with the Company's stock-based compensation reporting.
As a qualified vendor we are proposing on these services and we would be able to offer your Company the following: |
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| Administration of all forms of stock-based compensation including but not limited to grants of restricted stock, restricted stock units and stock options (ISO's and NQ's); | ||
| Provide an automated solution for employees to exercise their options including a dedicated brokerage service with ongoing and comprehensive surveillance on employee accounts to ensure employee trades are in compliance with the Company's policy and blackout periods; | ||
| Provide an automated and customizable solution to ensure compliance with tax withholding and reporting in conjunction with the Company's payroll operations; | ||
| Assist in ensuring compliance with all accounting, tax and financial disclosure and reporting requirements to included financial reporting under ASC 718 and proxy reporting in accordance with the Securities and Exchange Commission rules and regulations. | ||
| A full summary of our stock plan administrative services that we offer to your organization is listed below. Please note that our services offering encapsulates all stages of stock plan administration, from grant cycle assistance, to record-keeping, regulatory reporting, employee self-services and brokerage, all completed in house. I am a certified stock plan administrator with over 20 years of experience, our team includes data and IT specialists, customer support specialist and ASC 718 stock-based compensation specialist (inclusive of accounting for stock-based compensation with required disclosures and financial statement reporting). | ||
DESCRIPTION OF SERVICES: Stock Option Program: ECS will provide the following Outsourcing administration services to the Client as they relate to the Client's employee stock option program: |
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| Track and record all optionee personnel information (Name, Address, Social Security Number, etc.). | ||
| Track and record all Fair Market Value data. | ||
| Record and comply with all Stock Plan terms and conditions as outlined in the Client's Plan Document(s). | ||
| Track and record all Grant and Vesting data. | ||
| Track and record all Cancellation and Termination data. | ||
| Track and record all Exercise Data: | ||
| a) Same-Day Sales | ||
| b) Cash | ||
| c) Tax withholdings | ||
| d) Sell to cover | ||
| e) Exercise swaps | ||
| Track and record all Disposition data. | ||
| Track and record all LOA data as it impacts individual stock option vesting. | ||
| Record events that impact option tracking (stock split, repricing, reloads, etc.) | ||
| Run ASC 718 (FAS123R/148) Valuation calculations quarterly and supply appropriate reports. | ||
| Run Forms 3, 4 and 5 to track Insider Reporting for Section 16 officers and directors (using EDGAR®). | ||
| Provide various database reports to the Client's management team, upon request. | ||
| Provide various statements to the Client's optionees, upon request. | ||
| Provide general assistance and provide answers to questions from the Client's optionees via telephone during trading hours on days when the stock market is open. | ||
| Provide appropriate documentation to transfer agents. | ||
| Provide appropriate documentation and data to the broker for all the Client's optionees. | ||
| Provide documents to assist the Client with its own internal controls and procedures, upon request including Reporting for the 10-K & Proxy Statement. | ||
| Provide appropriate documentation and data to other brokers for the Client's Section 16 officers and directors. | ||
| Maintain data in compliance with all known accounting, SEC, IRS and the Client rules pertaining to this plan(s). | ||
| Provide and maintain employee self-service portal for employee access to ESOP data. | ||
| Provide online exercise capability and brokerage services via a participating broker. | ||
| Provide services related settlement of stock option exercise (wire transfer or ACH payments, issuance of DWAC instructions to Transfer Agent for issuance of shares, etc.). | ||
| Data integrity checkup (pre-trade risk assessment) at the optionee level, black- outs, insider reporting, purchase of shares on the open market and statutory compliance. | ||
| Over 170 reports to choose from, delivered to you online or in a PDF format. | ||
| Our system offers automation of all components required to calculate fair value and track multiple types of awards. | ||
| Our system offers report automation and scheduling as well as import and export tools in multiple of data formats to facilitate data entry and reporting. | ||
| Our software support team provides upgrades, patches, and other maintenance tasks. We guarantee a minimum of 4 upgrades a year as well as planning, training, and ongoing support. | ||
| Customizable reports and functions, per client request. | ||
| If your Company has or plan to in-act Employee Stock Purchase Plan (ESPP): ECS will provide the following Outsourcing administration services to the Client as they relate to the Client's ESPP program: | ||
| Track and record all ESPP participants' personnel information (Name, Address, Social Security Number, etc.). | ||
| Track and record all Fair Market Value data. | ||
| Record and comply with all Stock Plan terms and conditions as outlined in the Client's Plan Document(s). | ||
| Record final contribution totals for each participant prior to each purchase. | ||
| Calculate the purchase and provide individual share data to the broker for all participants. | ||
| Track and record all Disposition data (Disqualifying and Qualifying). | ||
| Track and record all Enrolment data, upon request. | ||
| Track and record all Termination and Withdrawal data. | ||
| Record events that impact option tracking (stock split, repricing, etc.) | ||
| Run FAS123 Valuation calculations quarterly and supply appropriate reports. | ||
| Run Forms 3, 4 and 5 to track Insider Reporting for Section 16 officers and directors. | ||
| Provide various statements to the Client's participants, upon request. | ||
| Provide general assistance and provide answers to questions from the Client's participants via telephone during trading hours on days when the stock market is open. | ||
| Provide various database reports to the Client's management team, upon request. | ||
| Provide appropriate documentation to transfer agents. | ||
| Provide documents to assist the Client with its own internal controls and procedures, upon request. | ||
| Maintain data in compliance with all known accounting, SEC, IRS and the Client internal rules pertaining to this plan(s). | ||
| Cost of Services: Our all-encompassing annual fees for a complete reporting and administrative support as it relates to your option plans will be $3,749. Data set up and conversion fees are waived, while support and training are included in the price listed. There will be no additional cost to you beyond out-of-pocket expenses if and when applicable. | ||
| We appreciate the opportunity to demonstrate our capabilities for this project and look forward to the opportunity to work with your Company's team. | ||
| Sincerely, | ||
 |
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| Peter N. Pesic | ||
| Managing Director Ez Custom Software Solutions, Inc. | ||
| PPesic@ezCustomSoftware.com | ||
| www.ezcustomsoftware.com | ||
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ONE EZ PRICE starting at $999 for 4 integrated modules: Options, Valuation / ASC 718 (FAS123R) / Black-Scholes & Binomial, Insider Reporting, ESPP (click here for details) sales@ezCustomSoftware.com
NOR IT CONSTITUTES AN OFFER TO SOLICIT OR PROVIDE BROKER-DEALER SERVICES TO UNITED STATES PERSONS.