Exercise Options - Admins

Exercise Options - Admins

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In‑platform exercising lets employees and other option holders exercise their stock options directly inside Mantle, while founders and admins keep everything—from requests to payments to share issuances—tied to a clean cap table trail. This section is written to help both founders/admins and option holders understand what exercising is and how Mantle’s flow works end-to-end.

Exercising options 101

What it means to exercise

Exercising stock options means the holder chooses to buy shares at the option’s exercise (strike) price, according to the terms of the stock option plan and option agreement.

When options can be exercised

Only vested options are eligible. Unvested options are not yet earned and cannot be exercised.

Why this matters for founders
  • Exercised options turn into actual shares, changing ownership on the cap table.

  • Strike prices must be based on a valid 409A valuation to avoid tax issues.

  • The company may need to collect cash, withhold taxes, and issue share certificates.

Mantle’s in‑platform exercising is designed to automate as much of this workflow as possible while keeping you compliant and audit‑ready.

How in-platform exercising works in Mantle

At a high level, Mantle supports:

Employee/option holder flow

Request exercise, confirm details, and complete payment or other required steps in‑platform.

Admin/founder flow

Review and approve exercises, collect funds, ensure tax/withholding is handled, and automatically issue the resulting shares on the cap table.

The in-platform exercising workflow in Mantle is as follows:

  1. Option holder initiates an exercise request from their Mantle portal.

  2. Mantle checks vested quantity and calculates the total exercise cost.

  3. Admin/founder reviews and confirms the exercise.

  4. Payment is processed off‑platform or via your configured workflow.

  5. Mantle converts the exercised options into shares and updates the cap table.

For admins: how to enable in-platform exercising

  1. Enable in-platform exercising
    • From the left-hand sidebar, click Equity Plans.

    • Select the Equity Plan you'd like to enable in-platform exercising for.

    • Click Actions Edit.

    • Click the toggle to enable Allow on-platform exercising of options.

  2. Set up in-platform exercising
    • Attach your company's exercise notice template.

    • Click Modify in the Approval Delegates section to add admin users as approval delegates.

    • Click Save.

    • Add relevant notes within the Notes section. This may include information like payment instructions.

Receiving Exercise Requests

Notification of New Request When a stakeholder submits an exercise request, designated exercise admins receive an email containing:

  • Stakeholder name

  • Option grant being exercised (e.g., "OP-123")

  • Number of options being exercised

  • Option grant issue date

  • Exercise admin contact information

  • Direct link to review the request

Accessing Pending Requests

  1. Navigate to "Tasks" in the main menu

  2. Select "Exercise Notices" or "Exercise Requests"

  3. View list of all requests, filtered by status

  4. Pending requests requiring action appear at the top


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Reviewing Exercise Request Details

Request Overview When you open an exercise request, you'll see:

Stakeholder Information

  • Name and contact details

  • Option grant details

  • Grant issue date and vesting schedule

  • Available options to exercise

Exercise Request Details

  • Number of options requested

  • Requested exercise date

  • Stakeholder's location information

  • Any documents uploaded by stakeholder

Financial Calculations

  • Exercise price per option

  • Total exercise cost

  • Current fair market value (FMV) per share

  • Any tax withholding configured


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Processing the Request

Step 1: Initial Review

  1. Verify the stakeholder has sufficient vested options

  2. Check that the exercise date is valid

  3. Review location information for completeness

  4. Examine any uploaded documents

Step 2: Calculate Exercise Terms Click "Review" to access the review form where you specify:

Required Information

  • Exercise Date: Confirm or adjust the exercise date

  • Fair Market Value (FMV): Enter the current FMV per share at exercise date

  • Exercise Price: Confirm the exercise price (pre-filled from option grant)

  • Exercise Price Total: Automatically calculated

Optional Tax Information (if applicable)

  • Taxes Withheld: Dollar amount withheld for taxes

  • Tax Withholding Currency: Currency for tax amount

  • Options Withheld: Number of options withheld to cover taxes

Payment Details

  • Exercise Payment Type: Cash, cashless, or other payment method

  • Cash Paid: Amount paid by stakeholder

  • Cash Paid Currency: Currency of payment

Other Details

  • Notes: Internal notes about the exercise

  • Event Notes: Notes that may be visible in the audit trail

  • Documents: Upload any supporting documents

Step 3: Submit Review After completing the review form:

  1. Click "Submit Review" to save your review

  2. The status changes to "Reviewed"

  3. If stakeholder has a primary email, they receive a payment request notification

Confirming Payment

When Payment Is Received

  1. Access the reviewed exercise request

  2. Click "Confirm Payment Received" or similar action

  3. Enter payment confirmation details:

    • Exercise Payment Type: Wire, check, ACH, etc.

    • Cash Paid: Actual amount received

    • Cash Paid Currency: Currency code

    • Payment Confirmation Notes: Details about the payment

    • Upload payment receipts or confirmations

  4. Click "Submit" to confirm

  5. The status changes to "Payment Received"


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If Stakeholder Marks Payment Sent When a stakeholder indicates they've sent payment:

  • You'll receive a notification

  • The status changes to "Payment Sent"

  • You can then confirm receipt as described above

Approving the Exercise

Final Approval Once payment is received and verified:

  1. Click "Begin Review" or "Approve Exercise"

  2. Review the approval summary showing:

New Certificates to Be Created

  • Share certificate ID that will be assigned

  • Number of shares to be issued

  • Stakeholder receiving the shares

Security Details

  • Exercise type (payment method)

  • Exercise date

  • Options exercised (quantity)

  • Exercise price per option

  • Total pre-tax cost

  • Tax amount withheld (if any)

  • Total post-tax cost

  • Cash paid amount

Certificate Information

  • Share class (e.g., Common Stock)

  • Vesting schedule (if inherited from options)

  • Any restrictions or conditions


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  1. Verify all information is correct

  2. The new share certificate ID is automatically generated

  3. Click "Update Cap Table" to finalize

  4. The exercise is processed immediately

What Happens Upon Approval The system automatically:

  • Creates a new share certificate for the stakeholder

  • Consumes (reduces) the exercised options from the original grant

  • Updates the cap table to reflect the new shares

  • Records the transaction in the audit trail

  • Sends an approval notification to the stakeholder

  • Marks the exercise notice as "Approved"

Rejecting an Exercise Request

When to Reject You may need to reject a request if:

  • Insufficient vested options available

  • Payment issues that cannot be resolved

  • Timing restrictions prevent the exercise

  • Compliance or legal concerns

Rejection Process

  1. Open the exercise request

  2. Click "Reject" or "Reject Exercise"

  3. Provide rejection details:

    • Event Notes: Explanation for rejection (visible to stakeholder)

    • Internal Notes: Additional context for internal records

    • Upload any relevant documents

  4. Click "Submit Rejection"

  5. The stakeholder receives an email notification with:

    • Option grant name

    • Notification that the request was rejected

    • Link to view details

After Rejection

  • The exercise notice status becomes "Rejected"

  • This is a terminal status - the exercise cannot be reactivated

  • The stakeholder must create a new exercise request to try again


Sending Requests Back to Draft

Redrafting for Corrections If an exercise request needs changes but shouldn't be rejected:

  1. Open the submitted exercise request

  2. Click "Send Back to Draft" or similar option

  3. Add event notes explaining what needs to be corrected

  4. Click "Submit"

  5. The stakeholder receives a notification

  6. The status returns to "Drafted"

  7. The stakeholder can edit and resubmit

This is useful when:

  • Minor information needs updating

  • Documents need to be added

  • Exercise date needs adjustment

  • Location information requires correction

Understanding Exercise Notice Statuses

Complete Status Flow

Status

Description

Who Acts

Typical Next Status

Drafted

Stakeholder is preparing the request or making edits

Stakeholder

Submitted

Submitted

Request is with company for review

Company Admin

Reviewed, Rejected, or back to Drafted

Reviewed

Company has reviewed and calculated exercise terms

Company Admin or Stakeholder

Payment Sent, Payment Received

Payment Sent

Stakeholder indicates payment was sent

Company Admin

Payment Received

Payment Received

Company has confirmed receiving payment

Company Admin

Approved

Approved

Exercise complete, shares issued, cap table updated

Terminal - Complete

N/A

Rejected

Request declined by company

Terminal - Complete

N/A

Voided

Request cancelled or voided

Terminal - Complete

N/A

Status Indicators

The platform uses visual indicators to show status:

  • Progress bars: Show how far along the process is

  • Color coding: Different colors for different status types

  • Action flags: "Requires Action" badges for pending items


Typical Timeline

While timelines vary by company, a typical exercise follows this pattern:

  1. Draft → Submitted: Stakeholder completes in one session (minutes)

  2. Submitted → Reviewed: Company review (1-3 business days)

  3. Reviewed → Payment Received: Payment processing (3-7 business days)

  4. Payment Received → Approved: Final approval (1-2 business days)

Total typical timeline: 5-12 business days from submission to approval

Cap Table Updates

What Happens on Approval

When you approve an exercise notice, the system automatically performs these actions:

1. Creates New Share Certificate

  • A new common stock (or appropriate share class) certificate is created

  • The certificate is assigned to the stakeholder

  • The certificate ID is auto-generated sequentially (e.g., SCP-123)

  • The number of shares equals the number of options exercised

  • The issue date matches the exercise date

2. Consumes Exercised Options

  • The original option grant is updated

  • The exercised quantity is marked as consumed

  • Remaining unexercised options are still available

  • The vesting schedule continues for remaining options

3. Records Transaction Details

  • Exercise price paid is recorded

  • Cash paid amount is captured

  • Tax withholding (if any) is documented

  • All amounts and currencies are stored

4. Creates Security Relationship

  • A link is created between the original option grant and new shares

  • This relationship appears in the audit trail

  • The connection can be viewed from either security's details page


Verifying Cap Table Changes

Immediate Verification Steps After approving an exercise:

  1. Check Share Certificate Created

    • Navigate to "Securities" → "Shares"

    • Filter by stakeholder name

    • Verify new certificate appears with correct:

      • Certificate ID

      • Number of shares

      • Stakeholder

      • Issue date

  2. Verify Option Grant Updated

    • Navigate to the original option grant

    • Check that exercised quantity shows as consumed

    • Confirm remaining options are correct

    • Review exercise history on the grant

  3. Review Cap Table Summary

    • Navigate to "Cap Table"

    • Check stakeholder's total share count increased

    • Verify option count decreased appropriately

    • Confirm overall share count is correct

  4. Examine Audit Trail

    • View the exercise notice audit trail

    • Check the new share certificate audit trail

    • Verify all actions are recorded with correct timestamps


Understanding Vesting on Exercised Shares

Vesting Inheritance If the original options had a vesting schedule:

  • The new shares may inherit a similar vesting schedule

  • Early exercise scenarios often include vesting

  • The vesting terms are based on company policy and option plan rules

Fully Vested Exercises If only vested options can be exercised:

  • New shares are typically issued fully vested

  • No additional vesting schedule applies

  • Shares are immediately tradable (subject to other restrictions)

Tax Withholding Impact

When Taxes Are Withheld If the company withholds taxes during exercise:

Options Withheld

  • Some options are used to cover tax obligations

  • These options convert to shares

  • The shares are immediately sold or transferred to cover taxes

  • Net shares issued = Total exercised - Shares for taxes

Cash Withheld

  • Additional cash beyond exercise price covers taxes

  • All options convert to shares

  • Full share count is issued to stakeholder

The cap table reflects net shares issued to the stakeholder.