| Valuing 
                      Employee Stock Options Using a Lattice Model By 
                      Les Barenbaum, Walt Schubert, and Bonnie O’RourkeA recent 
                    FASB exposure draft on stock-option expensing would require 
                    the valuation of equity-based compensation awards at their 
                    grant date. Option value and the resulting expense are based 
                    upon models that capture the characteristics determining the 
                    value of a particular grant of employee options. The exposure 
                    draft discusses lattice valuation models that accommodate 
                    the often complex attributes of option plans that can change 
                    over time. The lattice model can explicitly capture expected 
                    changes in dividends and stock volatility over the expected 
                    life of the options, in contrast to the Black-Scholes option-pricing 
                    model, which uses weighted average assumptions about option 
                    characteristics. The authors’ objective is to provide 
                    an overview of how lattice models work and to provide insights 
                    into how lattice models can help ascertain the costs and benefits 
                    of various option-granting strategies. Overview 
                        A lattice 
                      structure, such as the binomial model, incorporates assumptions 
                      about employee exercise behavior over the life of each option 
                      grant and changes in expected stock-price volatility. This 
                      results in more-accurate option values and compensation 
                      expense.  Employee 
                      stock options have distinct characteristics. For example, 
                      it is typical for a large percentage of employees to exercise 
                      their options upon vesting. Other employees hold their options 
                      and exercise based upon their assessment of the expected 
                      future movement of the stock price. Lattice models provide 
                      a framework to capture the impact of these varying exercise 
                      patterns into the calculation of the value of the option. 
                      This impact can be material. Another 
                      advantage of the lattice structure is the ability to incorporate 
                      expected changes in volatility over the life of the option. 
                      This is particularly important to young companies that, 
                      while currently recording highly volatile returns, expect 
                      decreased volatility in the future. The lattice model allows 
                      for more precise assumptions, therefore allowing more precise 
                      estimates of option values. The lattice model uses data 
                      collected about employee exercise behavior and stock-price 
                      volatility to project an appropriate array of future exercise 
                      behaviors. This 
                      in turn allows more-accurate estimates of option values. 
                      In comparison to the Black-Scholes model, the lattice structure 
                      allows the incorporation of various early-exercise assumptions, 
                      once substantiated by an analysis of employee behavior patterns, 
                      which results in more-accurate, and often lower, option 
                      values and lower expenses. The 
                      Logic of Lattice Models  Lattice-based 
                      option-pricing models, such as the binomial model, use estimates 
                      of expected stock-price movements over time. The expected 
                      magnitude and likelihood of stock-price movement is predicated 
                      upon the expected volatility of a security’s returns. 
                      Exhibit 
                      1 illustrates a simple two-year lattice model that depicts 
                      the expected price changes of the security, along with their 
                      probability of occurrence. Each node of the lattice reflects 
                      an expected year-end share price. These expectations are 
                      developed through analysis of the security’s historical 
                      volatility and its likely future volatility. Volatility Volatility 
                      refers to the fluctuations in share returns over time. Volatility 
                      is measured by calculating the expected standard deviation 
                      of the returns of a security. The expected future volatility 
                      then determines expected share price movements over time. 
                      In turn, these potential share price movements are a major 
                      factor in estimating option value. Exhibit 1 illustrates 
                      how the estimated standard deviation results in share price 
                      movements over time. The 
                      most common method of estimating future volatility is to 
                      use historical volatility as a proxy. There are no hard-and-fast 
                      guidelines on how far back one should calculate historical 
                      volatility. Future volatility can also be estimated by solving 
                      for the implied volatility of a company’s traded options. 
                      Interpreting implied option volatility requires caution, 
                      as option volatility is impacted by the interaction of: 
                       
                        The option’s expected time to expiration, Whether 
                        the option is trading at-the-money, and General 
                        economic conditions.  Start-up 
                      companies generally have higher volatilities than do mature 
                      companies within an industry. Therefore, when calculating 
                      the volatility for a company that has been public for only 
                      a few years, its historical volatility may not be a good 
                      proxy for future volatility. When insufficient data exists 
                      to form estimates of a particular company’s expected 
                      volatility, the FASB Exposure Draft Implementation Guide 
                      suggests using the volatility of comparable companies.  One 
                      advantage of a lattice model is that it can use different 
                      volatility estimates for different time periods. For example, 
                      options with a four-year expected life can have different 
                      expected volatilities over that period. The implied volatility 
                      of traded options with varying times to expiration can be 
                      used to estimate the various relevant implied volatilities. 
                      The Black-Scholes model requires the use of the same standard 
                      deviation over the entire expected life of an option, thereby 
                      reducing the flexibility of the model and the precision 
                      of the results. Basic 
                      Example Exhibit 
                      2 illustrates an example with a 64.8% probability that 
                      the price of the security will increase 15% (from $30.00 
                      to $34.50) and a 35.2% probability that the price will decline 
                      by 13% (from $30.00 to $26.09). The probabilities and percentage 
                      price increases are the same for each of the two years. 
                      For example, if the price does go up to $34.50 in year 1, 
                      there is a 64.8% chance that it will go up again in year 
                      2 (to $39.68) and a 35.2% chance that it will decline in 
                      year 2 (back to $30.00).  Exhibit 
                      2 extends the analysis to illustrate how option values are 
                      determined. Assume that fully vested stock options have 
                      been granted with an exercise price of $30.00 and a term 
                      of two years. Therefore, the owner of the option can purchase 
                      shares of stock for $30.00 until the option expires in two 
                      years. If the share price increases in both years 1 and 
                      2, the option holder will net $9.68 ($39.68 -- $30.00) upon 
                      exercise of the option. If the share price stays at $30.00 
                      a share or falls to $22.58 at the end of year 2, the option 
                      holder will not exercise, as the share price does not exceed 
                      the exercise price.  If 
                      the share price has a value of $30.00 or less at the end 
                      of the two-year period, there is no gain for the holder, 
                      but there is also no loss. The option simply expires unexercised. 
                      At the time of the option grant, the option clearly has 
                      value. It is more likely that the stock will have a value 
                      greater than $30.00 at the end of two years, and the holder 
                      will not suffer any loss if it does not. The 
                      mechanics of calculating the option value at the time of 
                      grant begin by determining the option value at the expiration 
                      period and working backward to the date of the grant. At 
                      the end of year 1, the share price will have either increased 
                      to $34.50 or fallen to $26.09. If the share price is $34.50 
                      at the end of year 1, the option holder has an asset that 
                      will either rise $9.68 (share price of $39.68) or fall to 
                      $0 (share price of $30.00). The respective probability of 
                      these outcomes is 64.8% and 35.2%. Using a time value of 
                      money discount rate of 5%, the value of the option in year 
                      one will be $5.97, as calculated below:  [(64.8% 
                      x $9.68) ÷ 1.05] + [(35.2% x $0) ÷ 1.05] = 
                      $5.97 Continuing 
                      to work backward in time, the value of the option at the 
                      grant date is based upon the option values at the end of 
                      year 1. The calculation is the same as in the previous example, 
                      and yields an option value of $3.68, the present value of 
                      $5.97 and $0 weighted by the probabilities of each outcome occurring:
 [(64.8% 
                      x $5.97) ÷ 1.05] + [(35.2% x $0) ÷ 1.05] = 
                      $3.68 Thus, 
                      the option value is based upon the expected share price 
                      at each node on the lattice. If the historical volatility 
                      is higher, and the future volatility is projected to be 
                      higher, all else being equal, the option will have more 
                      value; the higher the probability of an increase in stock 
                      price, the higher the value of the option. There is no real 
                      risk of loss to the option holder, who will simply not exercise 
                      the option if the stock price declines. Therefore, as long 
                      as there is a positive probability that the price will rise 
                      above the exercise price, the option has value.  The 
                      analysis above illustrates the value of transferable options 
                      at the grant date. Employee stock options, however, are 
                      not transferable, and this affects their value. The 
                      Transferability of Options In 
                      the above example, if the share price has risen to $34.50, 
                      the option would be worth $5.97, factoring in the possibility 
                      of a rising price in year 2. But if the option cannot be 
                      sold, the option holder must choose between exercising the 
                      option at the end of year 1 and holding it until the end 
                      of year 2. If the holder chooses to exercise the option 
                      at the end of year 1, the proceeds would be only $4.50. 
                       Because 
                      they cannot sell the option in the open market, many employees 
                      will exercise their options early to realize a gain rather 
                      than take the chance that the share price will fall. In 
                      other words, the option is worth only $5.97 at the end of 
                      year 1 if it can be sold. There is a positive probability 
                      that the stock will rise in year 2 and be worth $9.68, but 
                      it also might decline and become valueless. Employees may 
                      prefer to take a profit of $4.50 rather than risk losing 
                      all the potential value. The result of the potential early 
                      exercise is that the grant date value of the option falls 
                      from $3.68 to $2.78:  [(64.8% 
                      x $4.50) ÷ 1.05] + [(35.2% x $0) ÷ 1.05] = 
                      $2.78 The 
                      reduced option value is due to the increased likelihood 
                      of early exercise that nontransferability represents.  Early 
                      Exercise Lattice-based 
                      structures allow expected employee exercise behavior to 
                      be modeled in order to develop more-accurate estimates of 
                      option values. Survey data indicate that many employees 
                      will exercise their options early to realize built-in gains 
                      when the underlying share price reaches 1.5 to 2.5 times 
                      the exercise price. (See Jennifer N. Carpenter, “The 
                      Exercise and Valuation of Executive Stock Options,” 
                      Journal of Financial Economics, 1998.) Exhibit 
                      3 extends the example to a 10-period binomial with the 
                      expectation of early exercise when the underlying share 
                      price reaches 1.5 times the exercise price. As shown, when 
                      the price exceeds $45.00, employees will exercise their 
                      options, effectively stopping the binomial tree from expanding. 
                       The 
                      blue cells indicate where early exercise takes place. The 
                      gray areas represent the portion of the binomial tree that 
                      is no longer relevant due to early exercise. This results 
                      in the option value falling from $12.34 to $8.83 as a result 
                      of early exercise. The loss in option value is due to the 
                      lost probability of further increases in share value. Data 
                      on the exercise history of employees can be incorporated 
                      into the exercise behavior of employee groups to generate 
                      a more-accurate and often lower option value than with the 
                      Black-Scholes option pricing model.  Early 
                      Exercise with Vesting Requirements Exhibit 
                      4 adds an assumption of five-year cliff vesting. Cliff 
                      vesting occurs when exercise of the option is not allowed 
                      until the end of a vesting period. This impacts the employee’s 
                      ability to early exercise when the share-price-to-exercise-price 
                      ratio reaches 1.5. Vesting requirements extend the life 
                      of the option, increasing its value and resulting in added 
                      compensation expense. Exhibit 4 illustrates that the vesting 
                      requirements change the timing of employee early exercise. 
                      Even though the share price may reach $45.00 in year 3, 
                      early exercise cannot occur until vesting is allowed in 
                      year 5, as shown by the purple cells. The vesting requirement 
                      increases the expected time to exercise, thereby increasing 
                      the option value from $8.83 to $9.63.  One 
                      benefit of a lattice model is that it can analyze the trade-offs 
                      between the benefits of increased employee retention through 
                      longer vesting periods versus the added option expense of 
                      delaying early exercise. Other trade-offs, such as the reduced 
                      option cost of issuing options out-of-money, can be more 
                      fully understood using lattice structures.  Early 
                      Exercise with Vesting Requirements and Forfeiture  All 
                      companies experience option forfeiture due to layoffs or 
                      voluntary exit. Employees that exit prior to vesting do 
                      not impact the value of stock options, because the employee 
                      is not entitled to the option. Nonetheless, such exits impact 
                      the expected option expense through a reduction in the number 
                      of options expected to vest. Once the employee is vested, 
                      employee termination will lead to early exercise if the 
                      option is in-the-money.  The 
                      lattice tree shows how employee terminations impact the 
                      value of stock options. Exhibit 
                      5 shows the 10-year employee stock option with five-year 
                      cliff vesting and expected employee turnover of 3% annually 
                      for vested employees. Under the exercise rules in the previous 
                      example, the blue highlights show the nodes where normal 
                      early exercise takes place. The cells in orange indicate 
                      additional early exercise nodes due to employee turnover 
                      exit. The value of the option decreases from $8.83 to $7.36 
                      because of the additional early exercise.  Les 
                    Barenbaum, PhD, is a partner at Kroll, Inc., and 
                    a professor of finance at LaSalle University in Philadelphia, 
                    Penn.
 Walt Schubert is a professor of finance at 
                    LaSalle University. Bonnie O’Rourke 
                    is a partner at Kroll, Inc.
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