Is it not your own responsibility to retain professional assistance to manage any transactions you may wish to perform?
Well it's lack of professional assistance, but they are not providing a path forward for me to actually exercise my shares.
Ask HN: My last company is stonewalling on how to exercise shares
11–20 of 25 posts
Re: Ask HN: My last company is stonewalling on how to exercise shares
#12If you've got shares, you can either hold them or find a private buyer. Often a private company will have first-right-of-refusal but would have to match a private buyer's price. Since you're using the words exercise and vested, maybe you have vested options in which case the policy (by law depending on jurisdiction) should tell you how long you have to buy your shares, how the price is determined and when the company…
This is my primary concern. Less of looking to sell, but just exercise. Although they are not telling me how to exercise. I have a feeling they are going to try and just see if I forget about it and if not tell me a few days before the 90 days are up.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#13The answer to the question 'Is there anything I can do?' in our society is almost always 'You can get a specialized lawyer' Sometimes just writing an email that is obviously written by/with legal counsel speeds things up immensely, in my experience. I'm not qualified to give legal advice, but my life advice is: get legal advice if you can afford it.
My fear is that the legal advice might make the value of exercising not worth it.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#14Re: Ask HN: My last company is stonewalling on how to exercise shares
#15Earlier quoted context omitted.
why wait?
I guess that’s up to OP. It could be that they’re just busy. On the other hand, they might be playing tricks. It’s never wrong to consult a lawyer (^_^)
Why would they be playing tricks here? Someone wants to give them money.
The tricks come later when all common shares are declared worthless during an acquisition, and no "consideration" is available to common shareholders.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#16The answer to the question 'Is there anything I can do?' in our society is almost always 'You can get a specialized lawyer' Sometimes just writing an email that is obviously written by/with legal counsel speeds things up immensely, in my experience. I'm not qualified to give legal advice, but my life advice is: get legal advice if you can afford it.
My fear is that the legal advice might make the value of exercising not worth it.
Having a lawyer write a letter shouldn’t cost more than $1000 or so. I guess the shares are worth more than that?
The end goal is not to go to court, of course.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#17If you've got shares, you can either hold them or find a private buyer. Often a private company will have first-right-of-refusal but would have to match a private buyer's price. Since you're using the words exercise and vested, maybe you have vested options in which case the policy (by law depending on jurisdiction) should tell you how long you have to buy your shares, how the price is determined and when the company…
This is my primary concern. Less of looking to sell, but just exercise. Although they are not telling me how to exercise. I have a feeling they are going to try and just see if I forget about it and if not tell me a few days before the 90 days are up.
I would email them and be very clear about your concerns and expiration. Could be helpful evidence down the road.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#18Depending on how large the company is, how it is structured, and how long they have been around, it might be the first time they've had to facilitate this exact transaction. It is possible that they are dealing with their lawyers to guide them on how to proceed. My mind wouldn't go straight to foul play.
My advice here would be to collect all of the documentation you can and make the clearest, most complete communication of your intention that you can through a channel that can be stored for later (email or registered mail including a dated letter with an indication that there is a copy).
Give the benefit of the doubt: "I realize that you are busy and may be trying to figure out how to proceed."
But super clear about concern, intention, and desired outcome: "I would like to exercise my option holdings at this time. I want to make sure that we are able to conduct this transaction in advance of the XYZ timeline detailed in the option plan. If, for whatever reason, it is easier for me to make this request of some other individual, group, or firm, please do let me know.
If you know the corporate law firm that represents the company, you can also reach out to them directly or indicate to management that you are going to reach out to them (not in a threatening way, but in a I'm-looking-for-a-response-and-am-not-going-away way). The law firm may actually be the option plan administrator, and they are duty-bound to administer it per contract.
Good luck!
Re: Ask HN: My last company is stonewalling on how to exercise shares
#19Send them a check for the total exercise price along with a letter (maybe a plus to have it drafted by a lawyer) and send it by certified mail.
Re: Ask HN: My last company is stonewalling on how to exercise shares
#20Did you check your original option grant? You would typically have a copy of the exercise form attached. It might look something like this.