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A Stock Option Agreement gives employees the right to buy company shares at a fixed price during a specific timeframe. In Swiss companies, these agreements help attract and retain talent by offering workers a chance to become partial owners of the business they work for, subject to rules under the Swiss Code of Obligations.

The agreement spells out key details like the strike price (how much you'll pay per share), when you can exercise your options (vesting schedule), and what happens if you leave the company. For Swiss firms, these agreements often include special tax considerations and must align with both federal securities laws and cantonal regulations around employee compensation.

Use a Stock Option Agreement when setting up an equity incentive program for your Swiss company's key employees or executives. This proves especially valuable for startups and growth-stage companies looking to conserve cash while still offering competitive compensation packages that align with Swiss employment law.

The agreement becomes essential during funding rounds, mergers, or when implementing retention strategies. Many Swiss tech companies use these agreements to compete for talent with larger firms, particularly in high-demand sectors like fintech and biotech. It's crucial to have the agreement ready before making formal offers to potential hires or announcing equity compensation programs.

• Phantom Share Agreement: Offers virtual stock benefits without actual share ownership, ideal for companies wanting to provide equity-like incentives while maintaining existing shareholding structure
• Employee Share Agreement: Grants direct share ownership to employees, commonly used in Swiss SMEs for immediate equity participation
• Option Grant Agreement: Details vesting schedules and exercise conditions, typically used for executive compensation packages
• Option To Purchase Shares Agreement: Focuses on future purchase rights, often used in startup environments with specific milestone triggers

• Swiss Companies & Startups: Issue stock options as part of compensation packages, particularly tech firms and scale-ups looking to attract talent
• Employees & Executives: Receive and exercise options as part of their total compensation, subject to vesting schedules and performance conditions
• Legal Counsel: Draft and review agreements to ensure compliance with Swiss securities laws and tax regulations
• Board of Directors: Approve option plans and oversee their implementation within corporate governance framework
• Tax Advisors: Guide both companies and option holders on tax implications under Swiss federal and cantonal laws

• Company Details: Gather current share capital structure, total authorized shares, and existing option pools
• Option Terms: Define strike price, vesting schedule, exercise periods, and any performance conditions
• Employee Information: Collect recipient's employment status, role, and eligibility under Swiss labor laws
• Corporate Approvals: Secure necessary board and shareholder resolutions following Swiss corporate requirements
• Tax Considerations: Document fair market value calculations and confirm cantonal tax treatment
• Documentation: Use our platform to generate a compliant agreement that includes all required Swiss legal elements

• Grant Details: Number of options, strike price, and exercise period under Swiss securities regulations
• Vesting Schedule: Clear timeline of when options become exercisable, including any cliff periods
• Exercise Conditions: Process and requirements for converting options into shares under Swiss corporate law
• Termination Provisions: Rights and obligations if employment ends, aligned with Swiss labor laws
• Tax Implications: Documentation of tax treatment at grant, vesting, and exercise points
• Shareholder Rights: Voting and dividend entitlements upon exercise of options
• Governing Law: Explicit reference to Swiss law and jurisdiction for dispute resolution

A Stock Option Agreement differs significantly from a Stock Purchase Agreement in several key aspects under Swiss law. While both deal with company shares, they serve distinct purposes and are used in different scenarios.

• Timing of Share Transfer: Stock Option Agreements grant future rights to purchase shares at a predetermined price, while Stock Purchase Agreements facilitate immediate share transfers
• Price Mechanism: Options typically lock in a future purchase price today, whereas Purchase Agreements reflect current market value
• Vesting Requirements: Option Agreements usually include vesting schedules and performance conditions; Purchase Agreements involve direct, immediate ownership transfer
• Tax Treatment: Under Swiss tax law, options face different taxation points (grant, vesting, exercise) compared to immediate share purchases
• Target Users: Options are primarily used for employee incentivization, while Purchase Agreements serve broader investment and ownership transfer needs