Partially Canceling Option Grants


What’s new

Legal administrators in Carta can now partially cancel an option grant in Carta. Partially canceling an option grant will reduce the number of outstanding shares and return the shares back to the option pool.

How it works

You'll find the partial cancellation tool by navigating Securities > Equity awards and clicking on the ledger dropdown for the specific option you'd like to partially cancel:

First, you'll be asked to provide an effective date for the partial cancellation. A partial cancellation is an amendment to the option grant, and the effective date will determine when the amendment takes effect in the company's as-of date reporting.

Next, select the cancellation method, which determines how the partial cancellation will affect the vesting schedule for the option grant. Because a partial cancellation reduces the outstanding quantity of the option, Carta needs to know from which tranches the shares should be canceled.

Last in, first out cancellation method

For some situations, the issuer or their legal counsel may not specify the way in which the amendment will affect the vesting schedule. Issuers can select the last in, first out cancellation for the vesting schedule, and Carta will cancel shares starting from the future-most tranche and move up the vesting schedule until the specified quantity has been canceled.

Custom cancellation method

For situations in which the issuer or their legal counsel want to affect the vesting schedule in a specific manner with a partial cancellation, issuers can select the "Custom" share allocation method - this approach provides flexibility and allows the issuer to cancel shares from any tranche. The in-app spreadsheet allows legal administrators to first reflect the partial cancellation in a spreadsheet application outside of Carta and then copy/paste the resulting vesting tranches back into Carta.

After selecting "Review and confirm" at the bottom of the page, verify the cancellation quantity and other information to save the partial cancellation.

Additional Resources

For more information around the limitations and best practices for the partial cancellation tool, please refer to this support article.

Who this affects

The new partial cancellation tool is available to the legal administrators in all of Carta's private market customers.

Timing

Available now.

New Shareholder Experience Page

We are making it easier for companies to keep employees, investors, and other stakeholders informed about their holdings and company changes. 

Companies have historically been able to grant viewing permissions to their stakeholders via our Cap Table Sharing page and features. This experience, however, was burdensome for many company administrators who found themselves having to change sharing settings as new stakeholders were added to their cap table or existing stakeholders changed their relationship to the company, such as an employee leaving the company or an investor exiting their position.

With our new Shareholder Experience page, company administrators can designate what type of information they want to share with their different stakeholders and set rules based on these preferences. By setting permissions by rules instead of a stakeholder-by-stakeholder process, we make it easier for company administrators to get the right stakeholders the appropriate information and reflect their information sharing philosophy.

Companies can choose to enable a specific shareholder experience based on the relationship of the stakeholder to the company. For example, companies can choose what information founders, investors, employees, and former employees, and other stakeholders access on Carta. We’ve renamed, updated, and simplified our access levels to Restricted, Basic, Advanced, and Full Details. We include a “Recommended” level for different relationships (e.g. Investors = Advanced) to help guide founders and other company administrators on setting up their Shareholder Experience based on user feedback. 

We’ve also added a new rule where former stakeholders--those who no longer have an active investment or holding in the company--will automatically be downgraded to Restricted automatically. This means that as stakeholders enter and exit the cap table, their respective shareholder experience will update automatically.

New Shareholder Experience page: Group levels

We know that sometimes it’s important for company administrators to create experiences specific to a single stakeholder or user. The new Shareholder Experience feature allows companies to set overrides for specific stakeholders in the “Individual levels” tab. We also provide information on that stakeholder’s relationship and holdings information.

New Shareholder Experience page: Individual levels



To help ensure company administrators set access levels that best fit the needs of their stakeholders, our access level guide is clickable from either the Group Level or Individual Level views of the new Shareholder Experience.

Access level guide

We appreciate our users’ feedback on how to make this page clearer and easier to use. We hope these improvements save company administrators valuable time and help them mirror their company information sharing philosophy in our software.

Who is this available for?

The cap table sharing page is available currently via a limited release to select Carta companies. In the coming weeks, we will begin to allow additional companies to migrate to the new Shareholder Experience feature set. This new product is not limited by subscription tier.

Companies with the new Shareholder Experience features enabled can visit Stakeholders > Shareholder Experience. 

If you’d like to enable the new Shareholder Experience page for your company, you can also contact us.

Instant KYC for Non-Individual LPs Completing Subscription Documents

Non-individual Limited Partners who complete subscription documents on Carta can now be KYC’ed instantly.

What’s New

This release is a follow-up to our KYC for Individual LPs feature. If your fund leverages Carta’s KYC/AML service and you have non-individual Limited Partners (LPs) completing subscription documents in Carta, these LPs can now be instantly KYC’ed on the platform. Carta instantly KYCs the LP's control person and beneficial owner(s) in addition to the LP entity itself.

Carta’s instant KYC feature is made possible by Carta integrations with identity and verification databases like LexisNexis, Ekata, Socure, and more.


Limitations

  • For this release, only US-based LPs are supported for instant KYC. Future releases will extend support to non-US LPs


How it Works

  1. As an LP completes their subscription documents, non-individual LPs (for funds that avail of Carta’s KYC/AML service) will see a dedicated Know Your Customer section. Upon landing here, LPs will first be asked if their control person and beneficial owner(s) are all US persons - 





  2. If the control person and beneficial owner(s) are all US persons, then the LP will be shown forms to enter KYC information for these individual(s) -






  3. Finally, the LP is also able to upload any entity formation documents and photo IDs here:



  4. Once subscription documents are signed by the LP, the following are instantly KYC'ed: the LP entity, control person, and beneficial owner(s). If all pass KYC, this is immediately reflected in the Carta UI and General Partners are notified to countersign -


    Timing: Rolled out to all on Aug 31, 2021

    Audience: US-based Limited Partners, General Partners


Instant KYC for LPs Completing Subscription Documents

Limited Partners completing subscription documents on Carta can now be KYC’ed instantly.


What’s New

If your fund leverages Carta’s KYC/AML service and you have Limited Partners (LPs) completing subscription documents in Carta, these LPs are now instantly KYC’ed on the platform. 

Carta’s new instant KYC feature is made possible by Carta integrations with identity and verification databases like LexisNexis, Ekata, Socure, and more.


Limitations

  • For this first release, only individual (as opposed to entity) LPs are KYC’ed. Future releases will support KYC for entity (non-individual) LPs as well. This includes KYC for the LP entity, LP control person, and LP beneficial owners
  • For this first release, only US-based LPs are supported. Future releases will extend support to non-US LPs


How it Works

  1. As an LP completes their subscription documents, individual LPs (for funds that avail of Carta’s KYC/AML service), will now see a dedicated Know Your Customer section. Here, LPs can input the additionally required information for KYC -


  2. Once subscription documents are signed by the LP, the LP is instantly KYC’ed. If the LP passes KYC, this is immediately reflected in Carta and General Partners are notified to countersign -


    Timing: Rolled out to Limited Partners on July 1, 2021


    Audience: Limited Partners, General Partners

ISO 100K Dashboard

Get the transparency you need to manage ISO/NSO splits with the new ISO 100K dashboard in Carta.

Who this affects

All Carta customers can now access the dashboard under Compliance > ISO 100K.

What's new

The 100K rule for ISOs has been a historically opaque concept in Carta - customers and their legal counsel have often found it difficult to understand how the application of the rule results in the specific bifurcation of ISO vs NSO shares in a particular option grant.

The new ISO 100K dashboard brings a new level of transparency to the way in which ISO options are bifurcated according to Carta's automatic application of the 100K rules. For specific transactions and amendments that fall outside the purview of Carta's automatic bifurcation estimates, customers and their legal counsel can request access to the dashboard's grant editor feature, which allows legal administrators to change the ISO/NSO split estimated by Carta.

Last thing to mention: we worked closely with Orrick (one of Carta's law firm partners) to make sure we were solving this problem in a way that allowed our law firm partners to better support our customers. You can read more about that here on Carta's blog.

Timing

Available now to all Carta customers.

Make better compensation decisions faster

Carta Total Comp 

Carta cap table customers can now access our benchmarking and planning platform to streamline their compensation processes and compensate with confidence.

What’s new?

Workflow tools built on top of the world’s largest equity data set and powerful HR integrations to help you make better compensation decisions faster. Carta Total Comp customers are now able to access the following compensation benchmarking and planning features:

  • Automated Leveling - Map each of your employees into an area, track and level using Carta’s universal leveling framework.
  • Scorecard - Summarizes employee salary and equity information from your HRIS and cap table to give a holistic overview of your organization’s total compensation.
  • Bands - Automatically generate equity and salary bands for any role by filtering for job area, track and location.  
  • HRIS Integration -  Integrate instantly with any of the most common HRIS systems.
  • Coming Soon - Plan -  Easily build, manage and apply your compensation strategy across your employee base.

Get a pulse on your org through your company Scorecard tab



Benchmark any role in the Bands tab

Availability

  • If you are interested in learning more about Carta Total Comp, please reach out to your Carta Customer Success Manager or sign up here.
  • You must be a Carta cap table customer to sign up for Carta Total Comp.

Additional Resources 

  • Carta Total Comp announcement from our Chief Product Officer, Heidi Johnson. Link to Blog Post.

Vesting & Exercise Status Bars

Users viewing the "Vesting schedule" tab in the security details modal will now see a new column in the "Progress" section labeled "Status" under which progress bars appear next to each vesting tranche that indicate the vesting and/or exercise status for each vesting tranche.

Who this affects

All users in all companies with securities that have vesting schedules

What's new

For security holders and administrators viewing individual security details, click on the "Vesting schedule" tab to see the new status bars (see red boxes below):

Depending on the status of a security's vesting and exercise status, you'll see the following colors:

  • Gray: unvested tranche
  • Light blue: vested tranche
  • Dark blue: exercised tranche

Previously, if there was an exercise for part of a vesting tranche, you'd either see the row colored in gray if the tranche was unvested, or you'd see the row colored in blue if the tranche was vested - this was confusing since neither of these results were technically accurate.

Now, if a vested tranche is partially exercised, you'll see the dark blue exercise color overlaid on the light blue vested color (show below). If an unvested tranche is partially exercised in the case of an early exercisable option grant, you'll see the dark blue exercise color overlaid on the gray unvested color.

Timing

Live now!

New Equity Reporting Page

Starting 3/22, clicking on the Reporting from the Capitalization dropdown will take you to the new Equity Reporting page. 

The new page contains all the equity reports you're familiar with along with significant improvements to help you access data more quickly and in the manner that you need. You'll notice:

  • Custom reporting - set filter criteria and add, edit, and remove data columns. Save these custom reporting templates for future use.
  • Preview of securities ledger-based reports
  • Search to quickly see standard Carta-provided reports as well as your custom reports


You'll be able to switch back to the classic reporting experience via the blue banner at the top of the new Equity Reporting page until 4/5/21. 


For questions or comments, please email out to reports-feedback@carta.com

Health Check Dashboard [Early Access]

The Health Checks Dashboard allows you to identify, understand, and take action to fix data inconsistencies in your Carta account. It is currently rolling out to select customers under “Early Access”.

This article focuses on the following topics

  • Who can access the dashboard
  • Where to access the dashboard
  • How to navigate the dashboard
  • How to fix a health check error
  • FAQs



Who can access the dashboard

You must be a Company’s Legal Administrator, Company Editor, or Company Viewer to see the dashboard. Note that Company Viewers do not have the ability to edit company data, and will only have view-access to the dashboard. Learn more about permissions.



Where to access the dashboard

via the Company Summary Page

via the Company menu dropdown link


How to navigate the dashboard

Tags



Tags help you navigate to Health Checks related to a certain topic. If you select more than one tag, checks that apply to any of the tags will be displayed below.



Tabs



Required: Shows Health Checks that require attention as soon as possible and may post a transaction risk if not addressed. These reflect instances where bad data can propagate to other nodes in the Carta network is not address promptly


Recommended: Shows Health Checks that can improve the Carta experience and ensure different Carta experiences reflect consistent values.


Dismissed: Shows Health Checks that have been dismissed by users. Certain Health Checks will flag issues that may be expected discrepancies, from a company perspective. These will be dismissable


Health Check Cards


Each card will contain information on why a fix is important and instructions on where to fix the issue. Tooltips to the right of the title, contain guides to support articles and more details on how an issue can be addressed.


Fixing a Health Check Error


There are two types of Health Checks- ones that can be fixed by a company user and ones that require a Carta team member to make the underlying changes.

If a Health Check error has a modify action, you will be able to address the issues on your own.

For other health checks, we may recommend that you reach out to Carta Support to process the data change on your behalf.


FAQs


  1. Will Carta continue to work, if I don’t address Health Check errors?

    1. Yes, Carta will continue to work, but you may see discrepancies in Carta tools and reports. We suggest that you address required issues as soon as you can to ensure Carta works smoothly.
  2. Can Carta fix the data issues for me automatically?

    1. We take your data integrity very seriously. As such, we want to ensure all changes to data are reviewed and verified by an account owner. In some circumstances, we’ve improved the product to capture more data and need your help populating the new data fields.
  3. Why is it important for me to address Health Check errors?

    1. All Carta tools depend on clean and accurate data to work correctly. For example, an expense report requires vesting schedules and stakeholder relationships to be filled out correctly. 


New stakeholder address management features for Carta admins

Company administrators can now use the stakeholder address history feature to track multiple, effectively-dated addresses per stakeholder as they move from location to location. Additionally, we've also improved the experience around managing and viewing addresses in Carta for stakeholders based outside of the United States.

Who this affects:

Company administrators responsible for managing stakeholder information in Carta

What’s new:

  • Multiple, effectively-dated addresses per stakeholder. Companies can now reflect a timeline or history of addresses for a stakeholder as they move from location to location
  • Extra structure for non-US addresses. For stakeholders based outside of the US, companies can now track and view stakeholder address information at the country, country region (i.e. state/province/county/etc.), and city level
  • Integration with Carta's tax system. When an option exercise occurs, Carta will estimate tax withholding amounts using multiple tax jurisdictions if the stakeholder lived in more than one location during the vesting period

Track stakeholder address history as they move from location to location:

Old form for adding a non-US stakeholder address:

New form for adding a non-US stakeholder address:


Timing:

All companies will have access to these new features by Wednesday, February 3rd

Resources:

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