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ISO vs NSO designation flow.

Answer six questions about the optionee, the grant terms, and the company. The flow walks the IRC § 422 requirements in order and tells you the right classification, with the reasoning and the citations.

  • Optionee classification (employee vs contractor vs director)
  • 10% shareholder test (strike + term adjustments)
  • $100K annual limit (IRC § 422(d) reclassification)
  • Post-termination exercise window check
  • Optional emailed PDF summary of the decision
Walk the IRC § 422 requirements.

Answer in order. The flow short-circuits as soon as a hard requirement fails, since ISO classification is binary.

Email me the designation memo as a PDF.

We’ll send a one-page memo with the answers, the classification result, and the IRC § 422 citations, ready to attach to the board resolution authorizing the grant.

We’ll send the PDF. Check the box above for occasional corporate-records tips by email. We don’t share your email.

The equity stack around ISO classification.

Templates and calculators for the documents that actually carry the grants this tool classifies.

Stock options The instrument being classified Option pool The reserve that issues grants Vesting cliff Drives the $100K-limit calendar Option Grant Notice (DE) The document that records the classification Option Pool Planner Size the pool that feeds these grants 83(b) Election Timing For early-exercise ISOs and restricted stock QSBS Calculator Downstream tax-exclusion math ISO vs NSO (glossary) The classification, in depth

Keep the evidence with the record.

Octelligence doesn't prepare tax returns, elections or filings. It keeps the resolutions, share issuances and supporting documents your advisers work from in one corporate record, with an activity log of every change.

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