Select your state

Employment law

employee stock ownership plans (ESOP)

An employee stock ownership plan (ESOP) is a retirement plan in which an employer contributes its stock (or money to buy its stock) to the plan for the benefit of the company’s employees. The plan maintains an account for each employee participating in the plan. Shares of stock vest over time before an employee is entitled to them. With an ESOP, an employee never buys or holds the stock directly while still employed with the company. If an employee is terminated, retires, becomes disabled, or dies, the plan will distribute the shares of stock in the employee’s account. This type of plan should not be confused with employee stock option plans, which give employees the right to buy their company’s stock at a set price after a certain period of time.

An ESOP is a qualified defined contribution plan—under Internal Revenue Code (IRC) section 401(a)—that is a stock bonus plan or a stock bonus/money purchase plan. See 26 U.S.C. §401(a). An ESOP must be designed to invest primarily in qualifying employer securities—as defined by IRC section 4975(e)(8)—and meet certain requirements of the IRC and applicable regulations. The Internal Revenue Service (IRS) and the Department of Labor (DOL) share jurisdiction over some ESOP features.

In Texas, as in other states, an Employee Stock Ownership Plan (ESOP) is a retirement plan that allows employees to benefit from the company's success without directly purchasing or holding the stock while they are employed. ESOPs are governed by federal law, specifically under section 401(a) of the Internal Revenue Code (IRC), which requires these plans to be qualified defined contribution plans. This means they must adhere to certain IRS requirements regarding their operation and the benefits they provide. Additionally, ESOPs must focus on investing primarily in qualifying employer securities as defined by IRC section 4975(e)(8). The IRS oversees the tax aspects of ESOPs, ensuring they meet the qualifications for tax-deferred benefits, while the Department of Labor (DOL) is responsible for the protection of the employees' rights within these plans, including issues related to vesting, funding, and fiduciary responsibilities. It's important to note that while Texas state law does not specifically regulate ESOPs, companies in Texas must comply with these federal regulations to maintain the tax advantages and legal protections associated with ESOPs.

Legal articles related to this topic