by Mike Baker | Jan 14, 2026
Earnouts are a common feature of M&A transactions, particularly when the buyer and seller disagree on the value of the business. Rather than resolving that disagreement at closing, the parties agree that additional consideration will be paid later if...
by Mike Baker | Dec 28, 2025
“You filed your Section 83(b) election, right?” Silence. “Right?” I gave a presentation years ago on how to fix a missed tax code Section 83(b) election. My phone started ringing the moment I returned to my office. Turns out, these get missed. Apparently, founders...
by Mike Baker | Dec 19, 2025
I occasionally get asked whether it is possible to transfer a stock option. Listed below are relevant considerations. Does the plan allow for it? Carefully read the stock option plan and agreement to see if there are any restrictions on option transfer. There...
by Mike Baker | Dec 3, 2025
You’ve got about three weeks left in 2025, which means there’s still time for some last-minute, tax planning. Here are ten ideas to consider before December 31: 1. Accelerate deductible business payments (cash-basis taxpayers)If you own or operate a cash-basis...
by Mike Baker | Nov 8, 2025
Updated. Originally posted November 3, 2022. Over the past six years, a particular method for providing founder liquidity has gained significant popularity: an investor purchases common stock from founders during a preferred financing at the preferred price. The...
