Stock options plan and management packages: align incentives, drive performance, protect value

Aligning people with performance

Great companies are built by people and sustained by alignment. As your business grows or prepares for a transaction, your key team members become value drivers. The right incentive plan turns them into shareholders in the journey, not just employees in the process.

At dups, we design and implement stock option plans and management packages that connect performance to value creation. We combine legal precision and financial modeling to structure plans that motivate, protect, and scale, whether for startups raising capital, or established firms preparing for M&A or exit.

Why stock option strategy matters

Equity isn't just compensation. It's a governance tool. The way you distribute, vest, and exercise stock options determines who's committed and how investors perceive your structure.

Poorly designed plans create dilution issues, tax inefficiencies, or conflicts at exit. Done right, they attract talent, preserve founder control, and signal professional governance to investors. We make sure your incentive plan supports your strategy, not undermine it.

Our approach to stock option and management plan design

1. Strategic and financial modeling

We begin with strategy, not templates. What are you trying to achieve: retention, motivation, or pre-exit value distribution? We model how different plan structures (options, phantom shares, RSUs, growth shares) affect ownership, dilution, and post-deal payout.

This modeling ensures every euro of equity serves a clear purpose: driving performance, not complexity.

2. Legal structuring and documentation

Once the structure is defined, we translate it into legal reality. Our legal team drafts or reviews option plans, grant agreements, vesting schedules, and governance clauses. We ensure full alignment with local and cross-border regulations (Belgian, EU, UK, US frameworks).

We also anticipate future events (fundraising, acquisition, or exit) so your plan evolves without creating legal friction later.

3. Implementation and communication

We support you in implementing the plan internally and communicating it effectively to management or employees. Clarity drives engagement; we ensure participants understand how their package works, what performance means, and how value is realized.

Our goal is simple: every stakeholder knows what they're working for and what happens when the company wins.

4. Exit and transaction alignment

When a deal approaches (whether fundraising, acquisition, or sale), we align your management package with the transaction mechanics. We model payouts under various exit scenarios (cash-out, rollover, earnout) and ensure legal documents reflect your financial intent.

Because an incentive plan that breaks under due diligence is a deal risk. We make sure yours holds up.

What makes dups different

At dups, we treat incentive plans as part of your transaction architecture, not as HR formalities. We combine legal structuring, financial modeling, and deal foresight to create plans that perform under real-world pressure.

We understand how investors evaluate cap tables, how acquirers assess retention risk, and how founders can stay protected. Our approach is pragmatic, analytical, and always deal-aligned, designed to scale from seed to Series C, and hold up in M&A.

We don't just make plans fair; we make them strategic.

Deliverables you can expect

We deliver a full, tailored incentive structure package, including:

• Stock option plan design and modeling
• Legal drafting (SOP, RSU, phantom share, or growth share schemes)
• Cap table and dilution impact modeling
• Vesting and exit condition framework
• Communication toolkit for management
• Integration with transaction (fundraising, M&A, exit)

Each deliverable is coherent: legally robust, financially transparent, and investor-ready.