Dilution Report (Public Markets)

What’s new? 

Public company administrators can now run a Dilution Report to help them calculate their company’s diluted earnings per share (EPS). The Dilution Report will contain the simple and weighted average of common stock outstanding (WASO), the number of incremental shares, the average trading price for common shares, and supporting information for all calculations. This feature will simplify diluted EPS calculations and help public companies meet their diluted EPS reporting requirement for their quarterly income statements.  

How does it work?

To calculate diluted EPS, an Issuer will need the WASO and shares outstanding (new common shares issued at conversion - repurchased shares) for the reporting period in question. The Issuer will calculate its own net income, preferred dividends, and after-tax cost of interest. 

Note: * denotes fields not provided by Carta

After logging into their Carta accounts, public company administrators can navigate to the Financial Reporting section of their profile to generate a new Dilution Report for a desired reporting period. Dilution reports are only available for periods that begin on or after an Issuer’s IPO date.


After the report is generated, the administrator can download an Excel file which includes calculated values for simple and weighted average of common shares outstanding, the number of incremental shares, the average trading price for common shares, and supporting information. The file also includes an “Errors” tab to flag any data issues that should be resolved to produce an accurate report.

Simplify diluted earnings per share calculations to meet quarterly reporting requirements for public companies

With the Dilution Report, public company administrators can:

  • Save time and reduce the work required to calculate WASO and shares outstanding to meet public company reporting requirements;
  • Customize the diluted EPS reporting period as needed;
  • Use Carta’s calculations to verify their own calculations as a sanity check; and
  • Understand if there are any data discrepancies that need to be addressed. 


Start using the Dilution Report now!

Do you need additional help in using the Dilution Report? Reach out to Carta’s Financial Reporting team at 718@carta.com

Wire Instructions Update

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

Land top talent by giving candidates optionality during negotiations

What’s new

Flexible Offer Letters are now available to all Carta Total Compensation customers. 

 

Who this affects

All Carta Total Compensation customers.

 

Let candidates choose a compensation breakdown that’s best for them.

Flexible Offer Letters adds optionality to our Better Offer Letter. Now, you can:

  • Offer up to three different compensation packages to a candidate, setting each with different amounts of  cash, equity, and variable compensation
  • Empower candidates to visualize their future at your company, with first year comparisons and projected compensation charts 
  • Do it all in an integrated, complete platform with CTC’s acceptance flow and Carta’s complete platform 

 

How it works

Start using Flexible Offer Letters today. 

 

Offer Letter Creation Form

When creating an offer letter, you can add up to three  packages in the Compensation section.

[Arcade: https://app.arcade.software/share/hNNrudf5r26DUtdhvAAm]

Candidate Experience

The candidate will be able to select which package is represented in the First year compensation summary.

The candidate will be able to compare each package against each other in the Compensation Projection chart, too.

For companies using Carta’s acceptance flow, candidates will be prompted to confirm which compensation package they would like to accept in a modal prior to agreeing to the offer.

Companies that are not using Carta’s acceptance flow in the offer letter can correspond with candidates offline to determine the offer letter package the candidate would like to accept.

 

Have additional questions?

Check out our Support Center or reach out to your Customer Success Manager.

 

Author: Charlie Kottler 


Quarterly Salary + Total Cash Benchmark Refresh

What’s new?

Benchmarks version 2022-11-10

What changes can I expect from these benchmarks?

We have updated salary benchmarks for all job areas and specializations. We have also updated total cash compensation benchmarks for sales roles. Salary benchmark changes in this release reflect a slowing market for talent among startups. Most job areas saw little no change versus our last release, with increases/decreases of less than 1%. We saw most of the volatility in this release within engineering specializations, which have smaller sample sizes than the broader job area. Most notably, Mobile, QA, and Web Engineering all saw large increases across peer groups and levels, bringing pay for the various engineering specializations into closer alignment.

What were the largest areas of movement from these benchmarks?

IT, Sales, and Administration roles saw the largest increases ranging from 2%-5%, though the increases to IT and Administration roles are largely due to sample size changes. Support roles saw the largest decrease (4%). All other job areas changed by less than 1%.

Increases:

  • IT
  • Sales
  • Administration

Decreases:

  • Support

How do I update my plan to use the new benchmarks version?

You can update your compensation plan to use the latest benchmark versions either by:

  1. Visiting the Plan page and clicking on the "Update available" link in the Active Plan window.

  1. Navigating to the Bands page and clicking on the "Update" bubble in the top left.

You will have the opportunity to preview the new plan with the updated benchmarks version and assess their impact on your scorecard before accepting the new plan.

What’s next?

Carta Total Compensation is working on updates and improvements to our equity benchmarks in order to reflect the current labor market.

Interest holder addresses

What's new?

You can now keep a record of interest holder addresses.

What's important or valuable about this change?

Gain a single source of truth with all interest holder information centralized in Carta. Admins can now input a physical address when adding a new interest holder or editing an existing one and this address can be viewed in the interest holder ledger and in the interest details.

What do I need to do?

When issuing interests to new holders, Admins can now bulk upload addresses in the interest holder spreadsheet. You will see different columns for different address fields. Upon issuing, the address will be saved on the new interest holder.

When adding a new interest holder or editing an existing one, Admins can record the address in the new Address section. Inputting the Country/Region will make the other address fields appear.

How do I learn more or get help?

For more information on managing interest holders, visit our support site.

Exercising options and warrants

What's new?

We’ve simplified Carta’s UI to help Admins exercise multiple options or warrants in one streamlined workflow.

What's important or valuable about this change?

When interest holders elect to exercise their outstanding options and warrants, you can now enter the exercises all together in Carta to reflect the transactions on the cap table. You can also issue new interests to the holders and keep a record of the transaction in the interest history.

What do I need to do?

In the interests ledger, navigate to the interests you want to exercise in the left sidebar. 

Select one, multiple or all interests.

Navigate to the Action button and select Exercise.

The new UI will walk you through exercising the interests, including:

  • Reviewing the destination interest type that this interest will settle into once it is exercised
  • Specifying the details of the interest being exercised, including the number of units to exercise and the price per unit
  • Specifying the new interest details, including the invested capital amount, issue price, and any applicable custom fields
  • Reviewing everything and confirming the exercise

After you confirm, the interests resulting from the exercise will be issued, affected interests will be updated, and cap table reports will reflect the exercises. You can also view the transaction in the interest history.

How do I learn more or get help?

For more information, visit our support site.

Communication Center (Public Markets)

What's new?

Public company administrators can now utilize the brand new Communication Center to send secure communications to stakeholders in the company’s equity plan managed on Carta. This feature allows public companies to create and send timely communications to equity plan members in bulk. Recipients can be selected by relationship type and other filters to further customize the message’s distribution list. In addition, the Communication Center dashboard allows company administrators to view sent and drafted messages, and see which stakeholders have viewed a communication. 

Examples of communications include, but are not limited to: instructions on how stakeholders can manage their equity at Carta, employee stock purchase plan (ESPP) offerings, upcoming trading windows, and updated disclosures.

How does this work?

Permissioned company administrators may access the Communication Center. Before sending any messages, company administrators should check that the company’s Stakeholder Ledger is up-to-date to ensure messages are sent to the correct individuals. At minimum, an individual’s Relationship, Contact Email, and Officer Code (if applicable) should be updated.

Once these steps are completed, company administrators can proceed to the Communication Center dashboard (found under the Employee tab of the main navigation toolbar).

Here, company administrators with Company Editor or Legal Administrator roles can compose, review, and send secure messages with or without PDF attachments. They can also filter for previously sent and drafted messages. 

When choosing who to send a communication to, the Company Editor or Legal Administrator may send bulk messages by Relationship Type (e.g., Employee, Ex-Employee, Advisor), and then also filter recipient lists by Officer Code, the employee stock purchasing plan (ESPP) an individual is a member of, or the security type(s) held by each stakeholder. 

Company administrators will have the opportunity to review the communication, save it as a draft, and reconfirm the recipients before sending the message. After sending the message, stakeholders will receive an email notification that they received the secure message. They must log in to their Carta accounts to view the message, and messages on the Carta platform may not be forwarded to an external email account.

Company administrators who can view the Communication Center dashboard can monitor which stakeholders have viewed the communication.  

Send secure messages and archive them safely in a centralized location with Carta’s Communication Center. 

The Communication Center allows public company administrators to: 

  • Craft and send secure communications with or without PDF attachments in bulk to stakeholders within their public equity plans; 
  • Easily create recipient lists by relationship type and other optional filters, removing the need to maintain multiple distribution lists manually;
  • Quickly filter recipient lists of sent communications by who has or has not viewed the communication; and
  • Review and archive communications to remain compliant with recordkeeping and reporting laws; 

Start using the Communication Center now!

Need help with the Communication Center? Refer to this support article for detailed instructions on how to manage, view, and send out your next secure message. 

SEC Rule 144 Affiliate Workflow Updates (Public Markets)

What’s new? 

Carta improved how public company administrators can manage and designate equity plan stakeholders as Rule 144 Affiliates. Designating stakeholders as Affiliates ensures that their trade orders get reviewed before execution through a separate SEC Rule 144 due diligence workflow and that those trades are properly captured for Form 144 inclusion. Company administrators can also now easily access and review a filtered list of Rule 144 Affiliates from their Company Summary page. 

The management of Rule 144 Affiliate status has been separated from the Officer Code workflow to simplify this process and to ensure trading blackout periods for stakeholders with certain Officer Code(s) will not be impacted by one’s Rule 144 Affiliate status.

How does it work?

Company administrators can update Rule 144 Affiliate status by clicking on “Manage Employees” on the Company Summary page. 

From there, administrators can click on each stakeholder’s record and view their current Rule 144 Affiliate status. Administrators can also track the Effective Date of when a stakeholder was first marked as an Affiliate without leveraging Officer Codes.

To designate an individual as a Rule 144 Affiliate, administrators can check the box within the Update Stakeholder flow:

For enhanced security, Carta put controls in place to prevent stakeholders from inadvertently being removed as an Affiliate. Please contact Carta Support to help remove a stakeholder’s Rule 144 Affiliate status.

Easily manage, review, and designate public equity plan stakeholders as Rule 144 Affiliates to ensure trading compliance via an improved workflow.

With the improved Rule 144 Affiliate workflow, company administrators can:

  • Easily manage, review, and designate equity plan stakeholders as Rule 144 Affiliates;
  • Be assured that Affiliate trades go through the proper reviews and are included on Form 144; and
  • Set blackout trading periods for certain Officer Code(s) without an impact to a stakeholder’s Rule 144 Affiliate status.

Start using the improved Rule 144 Affiliate status workflow now!

Do you want to update Rule 144 Affiliate status for individual stakeholders or in bulk? Refer to this support article for more information. 


Updated Scorecard for Total Cash Compensation

What’s new?

Carta has updated the Scorecard to feature total cash compensation targets and compa-ratios for all employees within the sales job area. These targets will leverage the total cash benchmarks in combination with the parameters defined in your Plan. These changes will be reflected in both the company and employee scorecard.

How do I enable total cash compensation targets on the Employee Scorecard?

In order to access the new total cash functionality on the Employee Scorecard the employee must be within the Sales job area, total cash targets will be displayed for these employees regardless if they have been assigned variable compensation. For more information about assigning variable compensation checkout the following support article.

How do I access total cash compensation on the Scorecard?

Carta added the following columns to the Scorecard:

  1. Total Cash
  2. Total Cash Target
  3. Total Cash Ratio

These columns are hidden by default but can be enabled by:

  1. Navigating to the Scorecard and selecting the column dropdown.
  2. Select the “Total Cash” options that you’d like to include from the dropdown.

What’s next?

Carta Total Compensation is working to refresh our salary benchmarks in order to reflect the current labor market.

Introducing the ability to adjust vesting end dates

What's new?

You can now adjust the time-based vesting end dates in custom vesting plan templates.

What's important or valuable about this change?

When creating a new custom vesting plan template, you have the flexibility to customize whether vesting occurs on the same day of the month as the start date (no adjustment), on the first day of the month, or on the last day of the month. 

With this new capability, you can customize time-based vesting schedules to set up more vesting clauses and align vesting dates so interests vest on the same day.

What do I need to do?

When creating a new custom vesting plan template, you can find the end date adjustment option in the Time-based vesting section. You can choose between no adjustment, last day of month, or first day of month.

How do I learn more or get help?

For more information on managing vesting templates, please visit our support site.

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