Restricted Stock Purchase Agreement
A Restricted Stock Purchase Agreement is a contract under which a company sells shares to a purchaser subject to a vesting schedule and the company's right to repurchase unvested shares. Use this when a company is selling restricted shares — often to a founder or early employee — subject to vesting, and needs a signed record of the price and repurchase terms.
What's included
A ready-to-use restricted stock purchase agreement with signature fields already placed for Company and Purchaser. Fill in the bracketed details (like [Company Name] or [Date]) using Docracy's built-in text editor, then send it out for signature.
This is a general template for informational purposes only and does not constitute legal advice. Consult a qualified attorney to review it for your specific situation and jurisdiction before use.
Key clauses
- Purchase price and number of shares sold
- Vesting schedule and vesting commencement date
- Company's repurchase right over unvested shares
- Restrictions on transfer of the shares
- Representations on securities law compliance and tax election notice (e.g., an 83(b) election)
- Right of first refusal on future transfers
What you'll fill in
[Purchaser Name][Company Name][Number of Shares][Purchase Price Per Share][Total Purchase Price][Vesting Commencement Date][Vesting Schedule][Repurchase Price][Effective Date]Legal summary
Signing this agreement legally transfers ownership of the specified shares to the purchaser in exchange for payment, while giving the company the right to buy back any unvested shares if the purchaser's service ends before they fully vest. It also documents the terms a purchaser relies on when deciding whether to file a tax election shortly after the purchase date.
Free for up to 2 signers, no account required. Need unlimited? Flat $10/month.
FAQ
Is this Restricted Stock Purchase Agreement legally binding?
Signing through Docracy uses a simple electronic signature (SES), which is legally recognized for everyday business agreements under laws like the U.S. ESIGN Act and the EU's eIDAS regulation. This is a general template, not legal advice — for high-stakes or regulated agreements, have a qualified attorney review it for your situation.
Who needs to sign this Restricted Stock Purchase Agreement?
This template includes signature fields for Company and Purchaser — already placed, so you just fill in the details and send.
Can I edit this Restricted Stock Purchase Agreement before sending it?
Yes — Docracy's editor lets you edit the text, add or remove signature fields, redact sections, and reorder pages before you send it.
Do I need an account to send this Restricted Stock Purchase Agreement?
No — it's free for up to 2 signers with no account required. Create a free account only if you want to save it to a dashboard or reuse it later.
Try it with an AI assistant
Paste one of these into ChatGPT, Claude, or your assistant of choice:
“Explain the vesting schedule and repurchase right in this Restricted Stock Purchase Agreement.”
“What should I check in this agreement before purchasing restricted shares from my company?”
“Summarize the key obligations this agreement creates for both the company and the purchaser.”
Why teams start with Docracy
“Docracy is a great product that I have tested and am using. It is easy to use, has good tools, is always up to date, and implements new features. Highly recommended.”— DACH Advisory
Free for up to 2 signers, no account required. Need unlimited? Flat $10/month.