<prompt> Human: Hey rpersonalfinance,My GF is a younger HR Manager at her company a midsize company and reports directly to the CEOOwner of the company. The company has 7 or 8 officewarehouse locations in the US and has 150 or so employees. Shes been with the company for 1 year.The company has been growing and acquiring smaller competitors and may be going through a merger with a larger competitor. She has been killing it at her job recruiting quality talent, HR Strategy, HR Policies, Benefits, etc. and the CEO has realized this and said that shes an A Player and cant offer her a lot of money upfront, but wants to offer her a couple thousand shares of Phantom Stock, and that he wants her to stick aroundHes also offering the phantom stock to other managers as well.She fully plans on staying with the company and enjoys her work.ELI5 - what is Phantom Stock? It sounds like stock options without a real option... Tax implications? Proscons? Should she ask for something else rather than the Phantom Stock? Any help is appreciated.Ive already googled and skimmed the following links:Edit: Im an IT guy with a Business Degree, so I understand some financial lingo and concepts, but this is by no means my strong suit.  <response>: Phantom stock is just a contractual agreement that promises a certain amount of cash payout in the future, usually tied to a future stock pricecompany valuation. The payment of this cash is tied to a certain event like the sale of a company, or an IPO. I dont know the tax consequences, but I imagine they would be minimal until actual payout. Id suggest talking to a CPA to better understand them though.While phantom stock can make someone a lot of money if a company succeeds, theres always risk. She may need to stay at a company a certain amount of time for her stock to vest a way to retain talented people. Also, the events that would trigger a payout may never come to pass, which could render the option worthless, though this depends on how the contract is structured. 