GEO INSIGHTS

The European Employee Ownership TOP 100 ranks Europe’s largest employee-owned companies using two measures: total employee-held equity (EUROCAP100) and number of employees in majority employee-owned firms (EUROEMP100), covering ESOPs, share plans, and worker cooperatives. The rankings are based on a broad database of the largest listed and private European companies and are published in the Economic Survey of employee ownership in Europe. The project highlights the scale and growth of employee ownership across Europe and is updated annually, with additional interest in expanding partnerships and sponsorships to support the initiative.

Starting 18 March 2026, the SEC will require non-US Foreign Private Issuers (FPIs) to comply with new Section 16(a) insider reporting rules under the Holding Foreign Insiders Accountable Act. However, on 5 March 2026, the SEC granted exemptive relief for certain jurisdictions, delaying full application of the rules.

As 2026 begins, companies face a complex landscape of economic uncertainty, regulatory changes, and M&A activity, making the attraction and retention of key talent critical. Key developments include increased scrutiny of proxy advisory firms, evolving state and federal rules on restrictive covenants, potential SEC amendments to executive compensation disclosure, and new insider reporting obligations for foreign private issuers. In M&A contexts, early planning for executive transitions, equity award treatment, and retention incentives is essential, while companies are advised to regularly review compensation frameworks to balance legal, tax, and governance considerations and maximize long-term shareholder value.

On 18 March 2026, the European Commission proposed “EU Inc.”, a new optional EU-wide corporate structure designed to simplify cross-border operations, boost competitiveness, and support startup growth through a harmonised set of corporate rules. A key feature is the introduction of EU employee stock option plans (EU-ESOs), which would allow companies to grant portable stock options across EU member states and defer taxation until the shares are sold, helping employees avoid “dry tax” on unrealised gains. The proposal would significantly change the treatment of share options in countries like Ireland by aligning EU-ESOs more closely with Ireland’s Key Employee Engagement Programme, and it is now under review by the European Parliament and Council with a target agreement date by the end of 2026.

How ESOPs Address the Threat of Business Succession in American Manufacturing

Intesa Sanpaolo’s Board of Directors will propose at the 30 April 2026 Shareholders’ Meeting capital increases to support two new long-term incentive plans (2026-2029 LTI Plans) for employees, including a Performance Share Plan for Risk Takers and Middle Managers and a Leveraged Employee Co-Investment Plan (LECOIP) for other employees in Italy. The plans involve issuing new ordinary shares—some free of charge and some at a discounted price—linked to achieving business plan objectives, while also updating the share allocation for the existing 2022-2025 Performance Share Plan. Overall, the proposed share issuances represent up to 1.39% of the company’s share capital, subject to regulatory approvals, with full documentation to be publicly disclosed.

Successful GEO Award submissions clearly tell the story behind the achievement by defining the challenge, explaining the solution, and demonstrating measurable business impact. Judges value authentic, issuer-led innovation supported by data, clear outcomes, and lessons that can benefit the broader equity compensation community. Companies of any size can submit a winning entry by focusing on meaningful results, creativity, and compelling storytelling.

A proposal has been made to allow start-ups to defer the tax point for employee share schemes (ESS), aiming to ease the tax burden on employees who may struggle with illiquid shares. The deferral option is not a tax concession, as employees will be taxed on any further appreciation in share value, and employers won’t receive tax deductions until the deferred taxing date. Start-ups are encouraged to provide feedback by March 15, 2025, as this is a rare opportunity to influence the proposal, which may be elective and apply to unlisted businesses with a turnover under NZ$15 million.

In South Africa, mergers are now scrutinized not only for competition effects but also for public interest, with employee share ownership plans (ESOPs) becoming a decisive factor for approval. The 2024 guidelines mandate measurable increases in black and worker ownership, meaning even competitively neutral mergers can be blocked without transformative ownership structures. For multinationals, ESOPs are no longer compliance formalities but strategic tools to secure approvals, align with national transformation goals, and build inclusive, sustainable businesses.