Sasan K. Goodarzi, Chairman and Chief Executive Officer of Intuit Inc., received a significant equity compensation package totaling approximately 152,836 shares in multiple forms, as disclosed in a Securities and Exchange Commission filing dated July 27, 2026. The grant comprises non-qualified stock options, time-vested restricted stock units, and performance-based restricted stock units, consistent with Intuit's executive pay structure. These awards are subject to multi-year vesting schedules and performance conditions extending through 2029.
Key Points
- NASDAQ: INTU
- Goodarzi was granted 69,434 non-qualified stock options at an exercise price of $281.53 per share on July 23, 2026
- He also received 31,338 time-vested restricted stock units and 52,064 performance-based restricted stock units on the same date
- Stock options vest over four years, with 25% vesting on July 23, 2027, followed by monthly vesting; performance shares vest in September 2029 contingent on total shareholder return targets
Details of Intuit CEO's Equity Compensation Grant
On July 23, 2026, Intuit announced that Sasan K. Goodarzi, Chairman and CEO, received a comprehensive equity award consisting of non-qualified stock options, time-vested restricted stock units, and performance-based restricted stock units. This layered compensation approach is typical among major technology firms, designed to retain leadership and align executive interests with shareholder value creation.
The SEC filing, submitted four days after the grant date, complies with regulatory mandates for timely disclosure of changes in beneficial ownership by company executives. It details vesting schedules, exercise prices, and performance criteria for each award component, enabling investors to evaluate potential dilution and long-term costs.
Stock Options: Grant and Vesting Timeline
Goodarzi was awarded 69,434 non-qualified stock options at an exercise price of $281.53 per share. These options vest over four years to encourage long-term commitment. The initial 25% (approximately 17,358 shares) become exercisable on July 23, 2027, with the remainder vesting monthly at 2.083% over the following 36 months.
The exercise price reflects Intuit's fair market stock value at grant. Once vested, Goodarzi may purchase shares at this price, subject to insider trading regulations and blackout periods.
Time-Vested Restricted Stock Units Award
Alongside options, Goodarzi received 31,338 restricted stock units vesting on a calendar schedule rather than performance metrics. The first 12.5% vest on December 31, 2026, with subsequent equal quarterly vesting of about 6.25% on April 1, July 1, October 1, and December 31 each year until fully vested.
Dividend equivalent rights accrue on these units and are paid in cash upon vesting and share issuance. Additionally, there is a one-year deferred issuance period post-vesting, delaying actual stock delivery by 12 months, a feature often used for cash flow management or tax planning.
Performance-Based Restricted Stock Units Structure
The third award component includes 52,064 performance-based restricted stock units set to vest on September 1, 2029, contingent on Intuit meeting specified total shareholder return goals. The final shares issued can range from zero to 200% of the target amount based on company performance during the evaluation period.
This performance-linked equity aligns the CEO’s compensation with shareholder returns over a three-year horizon. Like the time-vested units, these shares are subject to a one-year deferred issuance, potentially delaying delivery until September 2030 if performance criteria are met.
Beneficial Ownership and Equity Stake
The filing confirms Goodarzi holds all awarded shares directly, marking a notable increase in his equity stake. However, it does not specify his total ownership percentage or how this grant compares to existing holdings. Investors seeking comprehensive insight should review this alongside other regulatory disclosures and proxy statements.
Direct beneficial ownership indicates Goodarzi holds immediate legal rights to the securities, subject to vesting and performance conditions, with no indication of holdings in trusts or indirect arrangements.
Vesting Schedules and Share Issuance Timing
The awards follow distinct vesting and issuance timelines: stock options vest over four years starting July 2027; time-vested restricted stock units begin vesting December 31, 2026, with quarterly tranches thereafter; performance-based units vest contingent on results by September 2029, followed by a one-year issuance deferral. This staggered and deferred structure extends Goodarzi’s long-term stake in Intuit’s success.
Regulatory Filing and Disclosure Compliance
The equity grant was reported via an SEC Form 4 filing on July 27, 2026, four days post-grant, adhering to Rule 16(a)-3 disclosure requirements. The form was signed by Erick Rivero on Goodarzi’s behalf under a power-of-attorney, a common practice for large public companies.
Detailed footnotes clarify vesting terms, dividend rights, and performance conditions, ensuring transparency regarding the awards’ economic value and dilution impact.
Impact on Intuit Shareholders and Capital Structure
This equity award potentially increases Intuit’s outstanding shares by approximately 152,836, influencing fully diluted share counts and financial metrics like earnings per share. The $281.53 exercise price reflects the stock’s market value at grant, with options becoming economically valuable only if the stock price rises above this level, which could dilute shareholder value.
Retention Strategy and Long-Term Incentive Alignment
Goodarzi’s multi-faceted equity grant balances retention and performance incentives. The four-year stock option vesting and three-year performance measurement encourage sustained leadership and shareholder value focus. Early vesting of time-vested units offers near-term equity realization, while deferred issuance and performance conditions maintain long-term alignment.
This structured approach exemplifies modern executive compensation best practices, combining immediate retention incentives, long-term commitment, and direct performance linkage to align CEO interests with those of shareholders.