What’s new?

Soon, you will be able to access 8 new reporting templates under Capitalization > Reporting, which provide you with access to critical data points about your equity pool, company, securities, and stakeholders. You will be able to see exactly how your key option pool values are derived, view equity awards joined with Grant Reason and Employee ID, and even export a detailed list of stakeholders and their properties.

Why is this important?

We’ve been listening to every piece of feedback from you, and have heard the challenges that you face. The new reports address these challenges, providing visibility into how key pool values are derived, and giving you reporting access to over 60 key fields that were spread across multiple places, and in some cases, previously un-reportable.

Those 8 template reports are:

• Equity pool transaction ledger: A detailed view of shares available to issue from your equity pool. This new report includes a double-entry activity log for every transaction so you can see, line-by-line, exactly how available shares and other plan values  were derived.
• Common securities ledger: A ledger of all Common shares in Carta.
• Equity awards outstanding: A detailed view of all outstanding equity awards across all plans on Carta. 
• Equity plan granted: A ledger of all securities granted from the equity plan. 
• Options outstanding: A detailed view of all outstanding options across all plans on Carta. 
• Securities ledger: A ledger of all securities tracked on Carta. 
• Share registry:  Used by companies in many countries to create a share/equity register or register of holders.
• Stakeholder details: Full list of stakeholders and their properties.

What do I need to do?

You should be on the lookout for an email from your CSM letting you know that these reports are now available for you. Once you get that email, you can go to Capitalization > Reporting, and you will see the following view, where the newly added reports will have a ‘New’ bubble next to them:

From there, you just need to export the report as usual!

Where can I learn more?

For more information on exporting reports, visit our support site. We will be adding additional information to the support site as reports are updated and improved.

What’s new? 

This release improves the workflow for matching employees with stakeholders on Carta. Employees with the same name and email as the stakeholder will automatically match, saving their employee ID and thereby linking the stakeholder with the employee record. The improved workflow guides you through reviewing all other employee matches. 

How does it work? 

For the reviewed matches, you can now ignore, to be reminded next time, or to choose a different stakeholder. These decisions will be saved and will not need to be rematched when running the employee matching workflow. You can now review all matches and update the decisions later. 

What do I need to do? 

To get started, you will need to connect your external data to Carta either through connecting your HRIS system, uploading a spreadsheet, or pasting the information into Carta directly.

With your external data connected, Carta will attempt to automatically match your employees. From there you review suggested matches, deciding to approve the suggestion, ignore it, remind me later, or manually choosing a different person.

If there are any employees from external data that don’t match at all to Carta stakeholders, you can choose to ignore them or manually choose a person to match.

The workflow is then completed and all matches can be reviewed.

How do I learn more?

For more information on Employee Matching, please read our support article.

What’s new?

The Share Class Manager page will be updated this coming Monday, February 6th to make it easier to navigate, and provide a consistent experience when you are updating AOI terms.

We no longer display a "Link AOI" button at the top of the page. The new flow is designed to be simple and intuitive, with the "Manage Share Class" button giving you access to update existing share classes, add new share classes, and link Articles of Incorporation.

What do I need to do?

Navigate to Capitalization > Manage share classes. Under Manage share classes, there will be three options:

• Create new share class
• Edit existing share classes
• Add historical AOIs

Where can I learn more?

Visit the Share Class Manager support article or contact us via the In-App Help Center.

What's new?

Carta now helps private company administrators coordinate the settlement of Restricted Stock Units (RSUs). The end-to-end offering allows an Issuer to:

• configure and schedule a RSU Settlement;
• provide RSU holders with an election period to identify how they want to pay the tax withholding obligation associated with the upcoming settlement;
• collect any cash payments from RSU holders; and
• automatically update the cap table at settlement.

During the election period, RSU holders are invited to access a workflow to view their vested RSUs along with the tax withholding amounts due at settlement. They have the flexibility to meet their tax obligation by electing to net-settle, pay the full amount in cash, or use a combination of surrendered shares and cash. 

This offering helps facilitate the RSU settlement process from setup to share delivery for private Issuers that award RSUs under their equity compensation plans.

How does it work?

Issuers

Private company administrators can go through a four-step process to configure an upcoming RSU Settlement with Carta Liquidity. Issuers can:

• set the parameters of the settlement (e.g., FMV, election timing, settlement date); 
• view and confirm the RSUs that will be included based on the vesting end date (i.e., record date); and 
• view and confirm tax withholding amounts associated with the settlement. 

Issuers can set rates to use when calculating tax withholdings owed based on each RSU holder’s tax jurisdiction(s). Carta Liquidity’s integration with Carta’s equity management platform and tax engine eliminates the need for the administrator to pull and sort cap table information manually or calculate tax withholdings for each RSU holder. Alternatively, Issuer’s can provide tax withholding amounts calculated by their HRIS provider for use in the settlement.

RSU holders

When the administrators invite RSU holders to submit their elections, RSU holders will be able to view which of their RSUs will be settled and the tax withholding amount due per security. In addition, individuals will identify how they would like to satisfy the tax withholding amount owed through a self-service election workflow. 

The three tax withholding payment options include:  

• Share withholding (i.e., net settlement) - The entire tax withholding amount is paid by surrendering a portion of shares from the vested RSUs released for settlement. The net amount of shares after withholding will be delivered to a RSU holder at settlement. This is the default option.
• Cash payment - The entire tax withholding amount is paid by a RSU holder in cash (only USD is accepted). RSU holders are required to fund their brokerage account in order to make this election.
• Share and cash payment - Each RSU holder identifies the mix of cash and shares that will be used to pay the taxes due at settlement, providing them more flexibility. RSU holders are required to fund their brokerage account in order to make this election.

For any cash elections, RSU holders are instructed to transfer the necessary cash to their Carta Liquidity brokerage account*. RSU holders are able to modify their election until the end of the election period. 

At settlement, Carta Liquidity’s integration with Carta’s equity management platform automatically updates an Issuer’s cap table to reflect the shares of stock delivered to RSU holders, and any cash payments received to cover applicable tax obligations will be transferred automatically to the Issuer’s brokerage account. RSU holders will then receive their resulting equity from the Issuer in their Carta accounts. In addition, Carta Liquidity will provide a record of the RSU settlement to both the Issuer and RSU holders. 

Run regular RSU settlement processes with automatic cap table updates and tax withholding calculations, saving your team time and resources 

The RSU Settlement offering will:

• Reduce the manual administrative work required to set up a regular cadence of RSU settlement through equity management and tax engine integrations
• Provide RSU holders flexibility to choose how they would like to meet their tax withholding obligations through a self-service election workflow
• Provide optionality to RSU holders to pay out of pocket for the amount they feel comfortable paying.

Start managing RSU Settlements on Carta!

Reach out to company_coverage@cartacapitalmarkets.com to speak with your relationship manager to turn on this feature. 

*Note: Brokerage accounts and other brokerage services are offered through Carta Capital Markets, LLC (Member: FINRA/SIPC)

What’s New

When a user’s bank account does not have sufficient funds to pay for the exercise via ACH, Carta will warn the user when reviewing the exercise. The user will have the option to change the selected bank account, lower the amount of options to exercise, or proceed with the exercise.

Additional improvements to the review exercise page better highlight key details of the exercise, reducing the need for scrolling. The UI also now explicitly states that the total represents a cost to the user.

Users choosing to proceed are then given a final message that an underfunded exercise may be canceled.

Who this affects

This feature is available to employees who have set up their ACH bank account on Carta through Plaid. 

How it works

Carta is using Plaid Balance to confirm the available balance of the associated bank account prior to submitting the exercise request. No account balance information is stored on Carta. This feature does not block users from submitting exercise requests, rather warns them about the potential risk of a canceled exercise.

What happens if the selected bank account doesn’t have enough money for the exercise? 
We now warn users that their account doesn’t seem to have enough money to cover the exercise cost. We allow them to proceed anyway, as they could potentially add funds to the account before Carta attempts to pull the funds. If it turns out there are insufficient funds, we will cancel the exercise.

How does Carta know how much money is in my bank account?
By connecting a bank account through Plaid, we can use Plaid’s APIs to retrieve real-time balance information at the time of the exercise request. Checking the accounts available balance represents the predicted balance net of any pending transactions. This type of information is often used to protect against overdrafts and non-sufficient funds fees. For more information on Plaid Balance, see here.

What if I manually connected my bank account?
Users can always connect their bank accounts manually instead of using Plaid. For these users we cannot know their available balance and they will not receive any warnings about insufficient funds.

Timing

• 12/21/2022 - Released to 25% of users, with general availability by the end of January

How do I learn more or get help?

Visit Carta Support for more details on Exercising Using ACH and Setting Up Your Bank Account

What's new?

LPs can now manage their investments, all from their mobile device.

What’s important or valuable about this change?

Access your investments, now on the go.

LPs can manage their fund investments and personal investments from anywhere, at any time.

What do I need to do?

Download the Carta mobile application, suited for iOS and Android devices, from your app store. Then login using the same information used to login to your LP Portal on the web application. Once on the home screen, select the fund investment or personal investment you’d like to view: 

If a fund investment is selected, you’ll be able to view key investment details like called capital and net asset value. Plus, you can view, download, and send all fund investment documents like partner capital account statements (PCAPs) and  K-1s. 

If a personal investment is selected, you’ll be able to view key ownership information like share amount and issue date. 

For fund investments, once on Investment Details, scroll to access your fund documents. Select View all  to view, search, and filter all fund documents. Use the search bar at the top to search by document name. Or select Filter to filter by document type like PCAPs, capital calls, or tax. 

Once your document is selected, select the export button to markup, send, or download.

How do I learn more or get help?

Have additional questions about Carta’s LP mobile experience? Reach out to your account manager or request a demo today. 

What's new

Employees who have access to Carta Tax Advisory through their employer now have access to on-demand educational content in their Carta portfolio. As an employee, you have the ability to re-watch your company’s recorded webinar, as well as view chapters of key concepts about your equity. The video chapters cover topics such as exercising your option, selling your options and other important topics.

Who this affects

This feature is available to employees who have access to Carta Tax Advisory through their employer. Employees will be able to view their company's recorded webinar once it has been completed.

Where to find it

As an employee, navigate to the Learn section of the Tax Advice page in your Carta portfolio. If you have any additional questions, please schedule a session with an Equity Tax Advisor.

What's new?

Carta Liquidity now offers more optionality when paying transaction proceeds following a tender offer or other private secondary transaction. Issuers can now elect to have proceeds for one or more sellers be paid outside of the Carta Liquidity platform via a third-party (including the Issuer). Below are several use cases that Carta now supports:

• Proceeds paid through an Issuer’s payroll;
• Proceeds paid to a seller’s trust account for distribution to beneficiaries; or 
• Use of a third-party paying agent to distribute proceeds.

How does it work?

During the setup phase of a transaction, an Issuer can elect to have the transaction proceeds for one or more sellers paid off-platform. The Issuer will inform Carta which participants should receive their proceeds off-platform, and the transaction’s Offer to Purchase (OTP) will describe the method by which participants will receive their net sale proceeds. 

At settlement, Carta will deposit proceeds for participants not selected for off-platform payment into their Carta brokerage accounts. For a company repurchase (share buyback), no further action is taken by Carta for the balance of the proceeds as the Issuer will be responsible for the distribution through payroll or otherwise. In the case of a third-party tender offer, Carta will send the balance of the proceeds to the Issuer to handle the distribution to the remaining sellers.

At the close of the transaction, the total amount of money distributed by Carta or a third-party will be recorded in the Transaction Summary Report for the Issuer and the Trade Confirmation for each seller.

(a) Issuer Transaction Summary Report

(b) Trade Confirmation

(c) Statement Cycle Report

Distribute tender offer sale proceeds off-platform through payroll or other means for more payment flexibility

The off-platform payment settlement feature will:

• Increase an Issuer’s flexibility in determining how transaction proceeds will be paid to sellers for secondary transactions; 
• Reduce tax withholding and reporting complexity when Issuers choose to leverage their payroll system to distribute proceeds and withhold taxes; and
• Make it easier for employee sellers that receive proceeds through payroll to contribute those additional funds to their 401k’s or other automated savings plans.

Reach out to Carta to get the process started

Do you want to run a tender offer or other private secondary transaction with a fully-integrated cap table experience? Reach out to Carta Liquidity’s Corporate Coverage team at company_coverage@cartacapitalmarkets.com to figure out the best path towards liquidity. 

Note: 
1. Brokerage accounts and other brokerage services are offered through Carta Capital Markets, LLC. Carta Capital Markets, LLC is a member of FINRA/SIPC.

What’s New

We have made UI improvements to our Wire Instructions for online wire exercises. The new UI better highlights the amount, timeline, and considerations for completing the transfer. The updates include:

• User and exercise specific details such as grant, company, option holder, date, and amount.
• Clearer instructions for the bank on how to handle intermediary fees with specific SWIFT payment instructions. 
• Approval and reminder emails now show the last day for Carta to receive funds, so the exercise can be complete.

Who this affects

All international users who are exercising options via online wire. 

How it works

The updated Wire Instructions will be available in the same places as before (Tasks view, PDF, Exercise Progress view). You can see the new templates here:

Tasks view

PDF

Exercise Progress view

Email communication

Both Approval and Reminder emails show the date for Carta to receive funds.

Timing

• Available on all online wire exercises starting 11/30/2022

Additional Resources

Support Article: Exercising Via Online Wire

What's new?

Sellers participating in a private market secondary transaction, such as a tender offer, on the CartaX ATS can now view their estimated tax withholdings* during the Order Entry phase. Equipped with estimated tax information, sellers who are US-based employees will be able to make a more informed decision when determining sell preferences and better anticipate their net proceeds.

How does it work?

Issuers sponsoring a tender offer or another structured transaction will provide Carta with their employees’ city, state, and/or federal jurisdictional tax rates. Carta will use the applicable tax rates to calculate their individual estimated tax withholding. 

As sellers select which of their eligible stock holdings to sell during the Order Entry period, the Proceeds Calculator on the right hand side of the screen will automatically update and calculate what their estimated net proceeds may be after fees and taxes*. 

Sellers can then click on “View tax details” (hyperlink within the red box above) to view a breakdown of the estimated tax withholdings by security type and tax jurisdiction.

Enable your employees to understand their estimated tax obligations earlier in a tender offer when placing their sell orders.

The Tax Withholding Estimates during Order Entry will: 

• Enable sellers to see how their security elections during the Order Entry period may impact their estimated tax withholdings, and ultimately, expected net proceeds; and
• Save Issuers time by helping to reduce the amount of questions received from sellers about their potential tax withholding obligations. 

 Reach out to Carta to get the process started

Do you want to run a tender offer or other private secondary transaction with a fully-integrated cap table experience? Reach out to Carta Liquidity’s Corporate Coverage team at company_coverage@cartacapitalmarkets.com to figure out the best path towards liquidity. 

*Note - The estimated tax withholdings is for illustrative purposes only. The withholding amount shown is only an estimate. The actual amount withheld from a seller’s proceeds may differ significantly from the amount shown. Tax withholding is not a final calculation of taxes due. A seller may have a greater or lesser tax obligation than the amount withheld by the Issuer, and the seller is responsible for determining whether and when any additional tax payments are required. 

Disclaimer: Carta, through its wholly owned broker-dealer subsidiary, Carta Capital Markets, LLC, offers a streamlined experience for executing pre-negotiated stock transfers, tender offers, and other secondary liquidity transactions. Carta Capital Markets, LLC is a member of FINRA/SIPC.