We invite you to review our newly-posted May 2024 California Employment Law Notes, a comprehensive review of the latest and most significant developments in California employment law. The highlights include:
stock options

Stock Options Are Not Wages Under The Labor Code
Shah v. Skillz Inc., 101 Cal. App. 5th285 (2024)
Gautam Shah sued his former employer Skillz, Inc. for breach of contract, alleging that Skillz did not have cause to terminate his employment and wrongfully prevented him from exercising the stock options he had earned as a Skillz employee. The company allegedly terminated Shah “for cause” because he had forwarded a confidential business report to…
Employee’s Exercise Of Stock Options Was A Taxable Event
United States v. Tuff, 469 F.3d 1249 (9th Cir. 2006)
James H. Tuff received non-qualified stock options as an employee of RealNetworks, which he twice exercised in 1999 to purchase shares in the company that were worth more than $460,000. Tuff contended that he realized income only when the shares were later liquidated by Morgan Stanley (and were worth substantially less) rather than when…
Company Could Cancel Employees’ Stock Options Following Sale Of The Business
Falkowski v. Imation Corp., 132 Cal. App. 4th 499 (2005)
Plaintiffs in this class action were employees of Cemax- Icon, Inc., a closely held company in the medical information management business. This litigation arose after Imation Corporation, a publicly traded company, acquired Cemax, which became a subsidiary of Imation. At the time of the merger, Imation replaced the employees’ Cemax employee stock options with…
Terminated Executive Was Not Entitled To Receive Unvested Stock Options
Oracle Corp. v. Falotti, 319 F.3d 1106 (9th Cir. 2003)
Oracle Corporation terminated the employment of Pier Carlo Falotti, a senior executive of the company who was based in Switzerland, four months before he was scheduled to vest in stock options that were worth more than $85 million. Oracle filed this action in federal court seeking a declaration that Falotti was neither entitled to…
Fraud Claims Relating to Employee Stock Options Were Preempted By Federal Law
Falkowski v. Imation Corp., 309 F.3d 1123 (9th Cir. 2002)
This class action litigation arose from a merger in which Imation Corporation, a publicly traded company, acquired Cemax-Icon, a closely held company in the medical information management business. A year after the merger, Imation sold the Cemax subsidiary to Eastman Kodak Company. The plaintiffs are a group of former Imation employees who alleged breach…
Employee Permitted To Proceed With Breach Of Contract Action Involving Stock Options
Alexander v. Codemasters Group Ltd., 104 Cal. App. 4th 129 (2002)
Craig Alexander alleged breach of contract against Codemasters (a United Kingdom-based computer game company) for its failure to provide Alexander (a former executive with the company) with options to purchase 35,000 shares of Codemasters’ stock at an exercise price of $3.25 per share. In its successful motion for summary judgment, Codemasters asserted that…