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131 STAT. 2160 PUBLIC LAW 115–97—DEC. 22, 2017 ‘‘(iv) the date that is 5 years after the first date the rights of the employee in such stock are transfer- able or are not subject to a substantial risk of for- feiture, whichever occurs earlier, or ‘‘(v) the date on which the employee revokes (at such time and in such manner as the Secretary pro- vides) the election under this subsection with respect to such stock. ‘‘(2) QUALIFIED STOCK.— ‘‘(A) IN GENERAL.—For purposes of this subsection, the term ‘qualified stock’ means, with respect to any qualified employee, any stock in a corporation which is the employer of such employee, if— ‘‘(i) such stock is received— ‘‘(I) in connection with the exercise of an option, or ‘‘(II) in settlement of a restricted stock unit, and ‘‘(ii) such option or restricted stock unit was granted by the corporation— ‘‘(I) in connection with the performance of serv- ices as an employee, and ‘‘(II) during a calendar year in which such corporation was an eligible corporation. ‘‘(B) LIMITATION.—The term ‘qualified stock’ shall not include any stock if the employee may sell such stock to, or otherwise receive cash in lieu of stock from, the corporation at the time that the rights of the employee in such stock first become transferable or not subject to a substantial risk of forfeiture. ‘‘(C) ELIGIBLE CORPORATION.—For purposes of subpara- graph (A)(ii)(II)— ‘‘(i) IN GENERAL.—The term ‘eligible corporation’ means, with respect to any calendar year, any corpora- tion if— ‘‘(I) no stock of such corporation (or any prede- cessor of such corporation) is readily tradable on an established securities market (as determined under paragraph (1)(B)(iii)) during any preceding calendar year, and ‘‘(II) such corporation has a written plan under which, in such calendar year, not less than 80 percent of all employees who provide services to such corporation in the United States (or any possession of the United States) are granted stock options, or are granted restricted stock units, with the same rights and privileges to receive qualified stock. ‘‘(ii) SAME RIGHTS AND PRIVILEGES.—For purposes of clause (i)(II)— ‘‘(I) except as provided in subclauses (II) and (III), the determination of rights and privileges with respect to stock shall be made in a similar manner as under section 423(b)(5), ‘‘(II) employees shall not fail to be treated as having the same rights and privileges to receive qualified stock solely because the number of shares VerDate Sep 11 2014 10:09 Oct 18, 2018 Jkt 079139 PO 00097 Frm 00108 Fmt 6580 Sfmt 6581 E:\PUBLAW\PUBL097.115 PUBL097 dkrause on DSKBC28HB2PROD with PUBLAWS