CEP Study Guide 2026

Everything you need to pass the CEP exam in one place: the exam format, every topic to study, real practice questions with explanations, flashcards, and full-length practice tests. Free, no sign-up needed.

๐Ÿ“‹ CEP Exam Format at a Glance

100
Questions
120 min
Time Limit
70%
Passing Score

๐Ÿ“š CEP Topics to Study (69)

โœ๏ธ Sample CEP Questions & Answers

1. A company's equity plan must receive shareholder approval for material amendments under which exchange listing requirement?
โœ“ NYSE Rule 303A.08 / Nasdaq Rule 5635(c)

NYSE Rule 303A.08 and Nasdaq Rule 5635(c) require shareholder approval for material revisions to equity compensation plans.

2. A company's equity plan prohibits hedging of company stock by employees. Which instrument would most likely violate this prohibition?
โœ“ Entering into a variable prepaid forward contract on employer stock

A variable prepaid forward contract locks in a minimum sale price for employer shares and is typically classified as a hedging transaction prohibited by most equity plan anti-hedging policies.

3. When a company undergoes a stock split, anti-dilution provisions in equity plans typically require which adjustment?
โœ“ The number of shares subject to outstanding awards increases proportionally and the exercise price decreases proportionally

Anti-dilution provisions preserve the economic value of outstanding awards by multiplying the share count by the split ratio and dividing the exercise price by the same ratio.

4. What is the clawback provision in the context of equity compensation?
โœ“ A policy requiring executives to repay equity compensation if certain conditions such as financial restatements or misconduct occur

Clawback provisions allow a company to recoup previously paid equity compensation from executives, typically triggered by financial restatements or violations of conduct policies.

5. During a post-merger equity audit, the auditor must verify that assumed options were repriced to maintain economic equivalence. Which formula governs the adjustment?
โœ“ Pre-merger exercise price divided by the exchange ratio; shares multiplied by the exchange ratio

Treasury regulations require that assumed options adjust the share number by the exchange ratio and divide the exercise price by the exchange ratio to preserve the intrinsic value.

6. Which holding period requirement must be met for an ISO sale to receive full qualified (long-term capital gain) tax treatment?
โœ“ Held at least 2 years from grant AND at least 1 year from exercise

ISO qualified disposition requires holding shares more than 2 years from the grant date AND more than 1 year from the exercise date.

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Your CEP Study Path
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CEP Study Guide 2026 โ€” Exam Format, Topics & Practice Questions