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Startup Equity 101 Primer

                                                       r tners, LLC
                                       ippi ng Point Pa
                            Text ger, T
                            ana
                perations M
by Jamie Lee, O


                                                         @wimlink
                                                         @gitweets
                                                         #Equity101
Disclaimer
Disclaimer

I’m not an accountant or a lawyer. The
information contained herein and ensuing
discussion should NOT be considered tax or legal
advice. The information is intended to help you
get familiarized with general concepts in startup
finance, which may or may not apply to your
employment situation.

Thank you!
Jamie Lee @jieunjamie
Cliff’s Notes version
Cliff’s Notes version

GOOD TO KNOW
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
•tax implications of owning, buying, and selling
equity
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
•tax implications of owning, buying, and selling
equity
•company valuation at liquidity event
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
•tax implications of owning, buying, and selling
equity
•company valuation at liquidity event
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
•tax implications of owning, buying, and selling
equity
•company valuation at liquidity event
1. Equity = Ownership in company
1. Equity = Ownership in company
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
                 COB price = $29
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
                 COB price = $29
                 Split-adjusted IPO price
                 = $2.75
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
                 COB price = $29
                 Split-adjusted IPO price
                 = $2.75
                 Current price = $571
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
                 COB price = $29
                 Split-adjusted IPO price
                 = $2.75
                 Current price = $571

                 Startup equity is
1. Equity = Ownership in company

                 Apple went public in
                 Dec 1980.
                 IPO offer price = $14
                 COB price = $29
                 Split-adjusted IPO price
                 = $2.75
                 Current price = $571

                 Startup equity is
                 high risk = high return
2. High risk can also mean no return
2. High risk can also mean no return
2. High risk can also mean no return
2. High risk can also mean no return
2. High risk can also mean no return


                Very few startups
                become as successful as
                Apple. Most will fail.
2. High risk can also mean no return


                Very few startups
                become as successful as
                Apple. Most will fail.

                Investing in a startup or
2. High risk can also mean no return


                Very few startups
                become as successful as
                Apple. Most will fail.

                Investing in a startup or
                owning equity in a
                startup has
2. High risk can also mean no return


                Very few startups
                become as successful as
                Apple. Most will fail.

                Investing in a startup or
                owning equity in a
                startup has
                tax and regulatory
                ramifications.
3. Common vs. Preferred Stock
3. Common vs. Preferred Stock
3. Common vs. Preferred Stock

Holders       Employees                          Investors


Price         Usually lower than price of        Usually higher than common
              preferred


Rights at     Has claim to company's assets and "Preference" to get paid before common
acquisition   earnings, but gets paid AFTER       holders. Preference amount is generally
or            preferred holders, IF money is left greater than the amount invested.
liquidation   over, per cap table.


Rights at     Equal footing as preferred         Preference goes away
IPO

Privileges    Common stockholder of              Varies widely: can include board seat,
              Corporation may attend annual      information rights, right to participate in
              stockholder meeting.               future rounds of funding, right of first
                                                 refusal, anti-dilution right, etc
3. Common vs. Preferred Stock

Holders       Employees                          Investors


Price         Usually lower than price of        Usually higher than common
              preferred


Rights at     Has claim to company's assets and "Preference" to get paid before common
acquisition   earnings, but gets paid AFTER       holders. Preference amount is generally
or            preferred holders, IF money is left greater than the amount invested.
liquidation   over, per cap table.


Rights at     Equal footing as preferred         Preference goes away
IPO

Privileges    Common stockholder of              Varies widely: can include board seat,
              Corporation may attend annual      information rights, right to participate in
              stockholder meeting.               future rounds of funding, right of first
                                                 refusal, anti-dilution right, etc
3. Common vs. Preferred Stock

Holders       Employees                          Investors


Price         Usually lower than price of        Usually higher than common
              preferred


Rights at     Has claim to company's assets and "Preference" to get paid before common
acquisition   earnings, but gets paid AFTER       holders. Preference amount is generally
or            preferred holders, IF money is left greater than the amount invested.
liquidation   over, per cap table.


Rights at     Equal footing as preferred         Preference goes away
IPO

Privileges    Common stockholder of              Varies widely: can include board seat,
              Corporation may attend annual      information rights, right to participate in
              stockholder meeting.               future rounds of funding, right of first
                                                 refusal, anti-dilution right, etc
3. Common vs. Preferred Stock

Holders       Employees                          Investors


Price         Usually lower than price of        Usually higher than common
              preferred


Rights at     Has claim to company's assets and "Preference" to get paid before common
acquisition   earnings, but gets paid AFTER       holders. Preference amount is generally
or            preferred holders, IF money is left greater than the amount invested.
liquidation   over, per cap table.


Rights at     Equal footing as preferred         Preference goes away
IPO

Privileges    Common stockholder of              Varies widely: can include board seat,
              Corporation may attend annual      information rights, right to participate in
              stockholder meeting.               future rounds of funding, right of first
                                                 refusal, anti-dilution right, etc
3. Common vs. Preferred Stock

Holders       Employees                          Investors


Price         Usually lower than price of        Usually higher than common
              preferred


Rights at     Has claim to company's assets and "Preference" to get paid before common
acquisition   earnings, but gets paid AFTER       holders. Preference amount is generally
or            preferred holders, IF money is left greater than the amount invested.
liquidation   over, per cap table.


Rights at     Equal footing as preferred         Preference goes away
IPO

Privileges    Common stockholder of              Varies widely: can include board seat,
              Corporation may attend annual      information rights, right to participate in
              stockholder meeting.               future rounds of funding, right of first
                                                 refusal, anti-dilution right, etc
4. Employee stock ownership
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.

      Title                Of total outstanding shares
      CEO                                       5-10%
      C-level Executives                         1-3%
      VP, Directors                            0.5-2%
      Managers                                 .25-1%
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.

      Title                Of total outstanding shares
      CEO                                       5-10%
      C-level Executives                         1-3%
      VP, Directors                            0.5-2%
      Managers                                 .25-1%
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.

      Title                Of total outstanding shares
      CEO                                       5-10%
      C-level Executives                         1-3%
      VP, Directors                            0.5-2%
      Managers                                 .25-1%
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.

      Title                Of total outstanding shares
      CEO                                       5-10%
      C-level Executives                         1-3%
      VP, Directors                            0.5-2%
      Managers                                 .25-1%
4. Employee stock ownership

Typically, total non-founder employee equity pool tends
  to be between 10% - 20%.

      Title                Of total outstanding shares
      CEO                                       5-10%
      C-level Executives                         1-3%
      VP, Directors                            0.5-2%
      Managers                                 .25-1%
5. Types of Employee Stock
5. Types of Employee Stock

Purpose: To attract and retain talented employees
5. Types of Employee Stock

Purpose: To attract and retain talented employees
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply

2. Restricted stock: employees at early stage company
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply

2. Restricted stock: employees at early stage company
   Granted while value of stock is relatively low
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply

2. Restricted stock: employees at early stage company
   Granted while value of stock is relatively low
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply

2. Restricted stock: employees at early stage company
   Granted while value of stock is relatively low

3. Options: most common form of employee equity
5. Types of Employee Stock

Purpose: To attract and retain talented employees

1. Founder stock: founders & founding team members
   Special vesting schedule may apply

2. Restricted stock: employees at early stage company
   Granted while value of stock is relatively low

3. Options: most common form of employee equity
   ESOP: Employee Stock Option Plan
6. Stock Options
6. Stock Options
6. Stock Options

What you get           When you have stock options, you don't own stock. You
                       own the right to buy stock at an agreed-upon price, or
                       strike price. You exercise your option when you buy stock.


Nitty Gritty           The board of directors sets the strike price based on fair
                       market value(FMV) of common stock. ”At the money”
                       options mean that FMV is equal to strike price.


Legal & Tax Fine       Once you exercise your option, you are immediately liable
Print                  for tax on the gain, or difference between FMV and strike
(Consult your lawyer   price, as ordinary income. Capital gain from stock held
and accountant!)       longer than one year is taxable as long term capital gains.
6. Stock Options

What you get           When you have stock options, you don't own stock. You
                       own the right to buy stock at an agreed-upon price, or
                       strike price. You exercise your option when you buy stock.


Nitty Gritty           The board of directors sets the strike price based on fair
                       market value(FMV) of common stock. ”At the money”
                       options mean that FMV is equal to strike price.


Legal & Tax Fine       Once you exercise your option, you are immediately liable
Print                  for tax on the gain, or difference between FMV and strike
(Consult your lawyer   price, as ordinary income. Capital gain from stock held
and accountant!)       longer than one year is taxable as long term capital gains.
6. Stock Options

What you get           When you have stock options, you don't own stock. You
                       own the right to buy stock at an agreed-upon price, or
                       strike price. You exercise your option when you buy stock.


Nitty Gritty           The board of directors sets the strike price based on fair
                       market value(FMV) of common stock. ”At the money”
                       options mean that FMV is equal to strike price.


Legal & Tax Fine       Once you exercise your option, you are immediately liable
Print                  for tax on the gain, or difference between FMV and strike
(Consult your lawyer   price, as ordinary income. Capital gain from stock held
and accountant!)       longer than one year is taxable as long term capital gains.
7. Capital Gains Tax
7. Capital Gains Tax


•Ordinary income tax can be as high as 35%.
7. Capital Gains Tax


•Ordinary income tax can be as high as 35%.

• Short term CGT applies to securities held for less
than one year and is the same as Ordinary Income
Tax.
7. Capital Gains Tax


•Ordinary income tax can be as high as 35%.

• Short term CGT applies to securities held for less
than one year and is the same as Ordinary Income
Tax.

• Long term CGT applies to securities held more
than a year and is capped at 15%.
8. Restricted Stock
8. Restricted Stock
8. Restricted Stock

What you get       Restricted stock is a stock granted as a form of
                   compensation with restrictions.


Nitty Gritty       Often the restriction is continued employment during a set
                   period of time, upon which the shares vest.
                   Or the restriction can be performance-based.



Legal & Tax Fine   Under 83(b) IRS code, you can recognize "income" upon
Print              granting of stock. Income is difference between FMV and
(Consult your      stock price, which are typically the same. Meaning no
lawyer and         income is recognized.
accountant!)
8. Restricted Stock

What you get       Restricted stock is a stock granted as a form of
                   compensation with restrictions.


Nitty Gritty       Often the restriction is continued employment during a set
                   period of time, upon which the shares vest.
                   Or the restriction can be performance-based.



Legal & Tax Fine   Under 83(b) IRS code, you can recognize "income" upon
Print              granting of stock. Income is difference between FMV and
(Consult your      stock price, which are typically the same. Meaning no
lawyer and         income is recognized.
accountant!)
8. Restricted Stock

What you get       Restricted stock is a stock granted as a form of
                   compensation with restrictions.


Nitty Gritty       Often the restriction is continued employment during a set
                   period of time, upon which the shares vest.
                   Or the restriction can be performance-based.



Legal & Tax Fine   Under 83(b) IRS code, you can recognize "income" upon
Print              granting of stock. Income is difference between FMV and
(Consult your      stock price, which are typically the same. Meaning no
lawyer and         income is recognized.
accountant!)
10. Dilution (part of life)


          Images not drawn to scale
10. Dilution (part of life)
Each new issuance of stocks results in dilution of existing shareholders.


                    Images not drawn to scale
10. Dilution (part of life)
  Each new issuance of stocks results in dilution of existing shareholders.

Pre-dilution
                      Images not drawn to scale
10. Dilution (part of life)
  Each new issuance of stocks results in dilution of existing shareholders.

Pre-dilution
                      Images not drawn to scale
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
Total shares
outstanding:
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
Total shares
outstanding:
10M shares, $1/share
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
Total shares
outstanding:
10M shares, $1/share
$100,000
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
Total shares
outstanding:
10M shares, $1/share
$100,000
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares
Total shares
outstanding:
10M shares, $1/share
$100,000
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares           Series A funding
Total shares
outstanding:
10M shares, $1/share
$100,000
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:
10M shares, $1/share
$100,000
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.

  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share
10M shares, $1/share
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share                      Total shares
10M shares, $1/share                                    outstanding:
$100,000              Total $ raised:
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share                      Total shares
10M shares, $1/share                                    outstanding:
$100,000              Total $ raised:                   12M shares, $3/share
Slice of a small pie       $6M
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share                      Total shares
10M shares, $1/share                                    outstanding:
$100,000              Total $ raised:                   12M shares, $3/share
Slice of a small pie       $6M                          $300,000
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share                      Total shares
10M shares, $1/share                                    outstanding:
$100,000              Total $ raised:                   12M shares, $3/share
Slice of a small pie       $6M                          $300,000
                                                        Skinnier slice of a
                                                        bigger pie
10. Dilution (part of life)
    Each new issuance of stocks results in dilution of existing shareholders.
                                                               Post-dilution
  Pre-dilution
                        Images not drawn to scale




                      Dilution is an INEVITABLE
                      outcome of company growth.




1% ownership
100,000 shares       Series A funding                   .8333% ownership
Total shares         2M shares issued                   100,000 shares
outstanding:           at $3/share                      Total shares
10M shares, $1/share                                    outstanding:
$100,000              Total $ raised:                   12M shares, $3/share
Slice of a small pie       $6M                          $300,000
                                                        Skinnier slice of a
                                                        bigger pie
12. Vesting for long-term value creation
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire




       0%
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire




       0%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire




       0%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary




       0%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary




       0%                  25%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary




       0%                  25%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year




       0%                  25%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year




       0%                  25%                   50%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year




       0%                  25%                   50%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year




       0%                  25%                   50%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year




       0%                  25%                   50%         75%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year




       0%                  25%                   50%         75%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year           4th year




       0%                  25%                   50%         75%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year           4th year




       0%                  25%                   50%         75%                100%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year           4th year




       0%                  25%                   50%         75%                100%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year           4th year




       0%                  25%                   50%         75%                100%




1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
12. Vesting for long-term value creation

Vesting means that ownership of options or stocks accrue to you over a fixed period
   of time. 4 year vesting with 1 year cliff is common.

 day 1 of hire      1st anniversary            2nd year    3rd year             4th year




       0%                  25%                   50%         75%                  100%




                                                                         Oops


1 year cliff means you don't vest anything during
the 1st year. If you leave during this period, you
leave with no equity or options. Unvested options
and grants maybe repurchased by the company
and returned to employee pool.
Example Scenario

Restricted Stock Grants
100,000 shares with 4 year vest, 1 year cliff
Example Scenario

 Restricted Stock Grants
 100,000 shares with 4 year vest, 1 year cliff


End of...      Company     Total Shares   YOUR         Value of          Your         Equity Event          Notes
               Valuation                  Vested       YOUR              Ownership
                                          Shares       shares

Year 1            $10MM           10MM           25K              $25K         .25%                         25% vested


                                                           $1/share

Series A          $36MM           12MM           25K              $75K         .21% 2M Series A Preferred   Your ownership is
Funding                                                                             Stocks are issued at    diluted from .25%
                                                                                    $3/share, $12MM         to .21%.
                                                           $3/share                 preference

Year 2            $36MM           12MM           50K         $150K             .42%                         50% vested


                                                           $3/share

Acquisition       $48MM           12MM           50K         $180K             .42% Series A Investors      Liquidation can
                                                                                    have $12MM              trigger accelerated
                                                                                    preference.             vesting of ALL 100K
                                                         $3.6/share                                         shares (variable)
Cliff’s Notes version

GOOD TO KNOW
•your percentage of ownership = shares you own
divided by total number of shares issued by
company

GOTTA KNOW
•vesting schedule, or how your equity is accrued to
you over time
•tax implications of owning, buying, and selling
equity
•company valuation at liquidity event
Recap - What can you do?
Knowledge is Power
Recap - What can you do?
Knowledge is Power
 1.Ask how much money company has
 raised in how many rounds of funding.
Recap - What can you do?
Knowledge is Power
 1.Ask how much money company has
 raised in how many rounds of funding.
 2.Consider the whole package.
Recap - What can you do?
Knowledge is Power
 1.Ask how much money company has
 raised in how many rounds of funding.
 2.Consider the whole package.
 3. Know when to buy and sell.
Recap - What can you do?
Knowledge is Power
 1.Ask how much money company has
 raised in how many rounds of funding.
 2.Consider the whole package.
 3. Know when to buy and sell.
 4. Be in the know, stay in touch with
 news.
Good reads & Sources

- Ackwire, Completly Anonymous Startup Salaries: http://www.ackwire.com/
- Andy Payne, Startup Equity for Employees: http://www.payne.org/index.php/Startup_Equity_For_Employees
- Apple Investor Relations, FAQ: http://investor.apple.com/faq.cfm
- Brad Feld, Blog archive on Term Sheets:
http://www.feld.com/wp/archives/2005/08/term-sheet-series-wrap-up.html
- Fred Wilson, MBA Monday Series on Equity: http://www.avc.com/a_vc/2010/09/employee-equity.html
http://www.avc.com/a_vc/2008/11/restricted-stoc.html
- How Stuff Works, Stock Options:
http://money.howstuffworks.com/personal-finance/financial-planning/stock-options1.htm
- Paul Graham, Equity Equation: http://paulgraham.com/equity.html
- Pop History of DIg, "Apple Rising: 1976 - 1985" http://www.pophistorydig.com/?tag=apple-computer-ipo
- Startup Company Lawyer
http://www.startupcompanylawyer.com/2008/02/15/what-is-an-83b-election/
- ZD Net, Facebook IPO: Final Numbers: http://www.zdnet.com/blog/facebook/facebook-ipo-final-numbers/
    13257
- Wikipedia, Restricted Stock: http://en.wikipedia.org/wiki/Restricted_stock
- Wikipedia, Preferred Stock: http://en.wikipedia.org/wiki/Preferred_stock

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Startup Equity 101: Ownership, Risk and Stock Types

  • 1. Startup Equity 101 Primer r tners, LLC ippi ng Point Pa Text ger, T ana perations M by Jamie Lee, O @wimlink @gitweets #Equity101
  • 3. Disclaimer I’m not an accountant or a lawyer. The information contained herein and ensuing discussion should NOT be considered tax or legal advice. The information is intended to help you get familiarized with general concepts in startup finance, which may or may not apply to your employment situation. Thank you! Jamie Lee @jieunjamie
  • 6. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company
  • 7. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company
  • 8. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW
  • 9. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time
  • 10. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time •tax implications of owning, buying, and selling equity
  • 11. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time •tax implications of owning, buying, and selling equity •company valuation at liquidity event
  • 12. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time •tax implications of owning, buying, and selling equity •company valuation at liquidity event
  • 13. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time •tax implications of owning, buying, and selling equity •company valuation at liquidity event
  • 14. 1. Equity = Ownership in company
  • 15. 1. Equity = Ownership in company
  • 16. 1. Equity = Ownership in company Apple went public in Dec 1980.
  • 17. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14
  • 18. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14 COB price = $29
  • 19. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14 COB price = $29 Split-adjusted IPO price = $2.75
  • 20. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14 COB price = $29 Split-adjusted IPO price = $2.75 Current price = $571
  • 21. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14 COB price = $29 Split-adjusted IPO price = $2.75 Current price = $571 Startup equity is
  • 22. 1. Equity = Ownership in company Apple went public in Dec 1980. IPO offer price = $14 COB price = $29 Split-adjusted IPO price = $2.75 Current price = $571 Startup equity is high risk = high return
  • 23. 2. High risk can also mean no return
  • 24. 2. High risk can also mean no return
  • 25. 2. High risk can also mean no return
  • 26. 2. High risk can also mean no return
  • 27. 2. High risk can also mean no return Very few startups become as successful as Apple. Most will fail.
  • 28. 2. High risk can also mean no return Very few startups become as successful as Apple. Most will fail. Investing in a startup or
  • 29. 2. High risk can also mean no return Very few startups become as successful as Apple. Most will fail. Investing in a startup or owning equity in a startup has
  • 30. 2. High risk can also mean no return Very few startups become as successful as Apple. Most will fail. Investing in a startup or owning equity in a startup has tax and regulatory ramifications.
  • 31. 3. Common vs. Preferred Stock
  • 32. 3. Common vs. Preferred Stock
  • 33. 3. Common vs. Preferred Stock Holders Employees Investors Price Usually lower than price of Usually higher than common preferred Rights at Has claim to company's assets and "Preference" to get paid before common acquisition earnings, but gets paid AFTER holders. Preference amount is generally or preferred holders, IF money is left greater than the amount invested. liquidation over, per cap table. Rights at Equal footing as preferred Preference goes away IPO Privileges Common stockholder of Varies widely: can include board seat, Corporation may attend annual information rights, right to participate in stockholder meeting. future rounds of funding, right of first refusal, anti-dilution right, etc
  • 34. 3. Common vs. Preferred Stock Holders Employees Investors Price Usually lower than price of Usually higher than common preferred Rights at Has claim to company's assets and "Preference" to get paid before common acquisition earnings, but gets paid AFTER holders. Preference amount is generally or preferred holders, IF money is left greater than the amount invested. liquidation over, per cap table. Rights at Equal footing as preferred Preference goes away IPO Privileges Common stockholder of Varies widely: can include board seat, Corporation may attend annual information rights, right to participate in stockholder meeting. future rounds of funding, right of first refusal, anti-dilution right, etc
  • 35. 3. Common vs. Preferred Stock Holders Employees Investors Price Usually lower than price of Usually higher than common preferred Rights at Has claim to company's assets and "Preference" to get paid before common acquisition earnings, but gets paid AFTER holders. Preference amount is generally or preferred holders, IF money is left greater than the amount invested. liquidation over, per cap table. Rights at Equal footing as preferred Preference goes away IPO Privileges Common stockholder of Varies widely: can include board seat, Corporation may attend annual information rights, right to participate in stockholder meeting. future rounds of funding, right of first refusal, anti-dilution right, etc
  • 36. 3. Common vs. Preferred Stock Holders Employees Investors Price Usually lower than price of Usually higher than common preferred Rights at Has claim to company's assets and "Preference" to get paid before common acquisition earnings, but gets paid AFTER holders. Preference amount is generally or preferred holders, IF money is left greater than the amount invested. liquidation over, per cap table. Rights at Equal footing as preferred Preference goes away IPO Privileges Common stockholder of Varies widely: can include board seat, Corporation may attend annual information rights, right to participate in stockholder meeting. future rounds of funding, right of first refusal, anti-dilution right, etc
  • 37. 3. Common vs. Preferred Stock Holders Employees Investors Price Usually lower than price of Usually higher than common preferred Rights at Has claim to company's assets and "Preference" to get paid before common acquisition earnings, but gets paid AFTER holders. Preference amount is generally or preferred holders, IF money is left greater than the amount invested. liquidation over, per cap table. Rights at Equal footing as preferred Preference goes away IPO Privileges Common stockholder of Varies widely: can include board seat, Corporation may attend annual information rights, right to participate in stockholder meeting. future rounds of funding, right of first refusal, anti-dilution right, etc
  • 38. 4. Employee stock ownership
  • 39. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%.
  • 40. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%.
  • 41. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%. Title Of total outstanding shares CEO 5-10% C-level Executives 1-3% VP, Directors 0.5-2% Managers .25-1%
  • 42. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%. Title Of total outstanding shares CEO 5-10% C-level Executives 1-3% VP, Directors 0.5-2% Managers .25-1%
  • 43. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%. Title Of total outstanding shares CEO 5-10% C-level Executives 1-3% VP, Directors 0.5-2% Managers .25-1%
  • 44. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%. Title Of total outstanding shares CEO 5-10% C-level Executives 1-3% VP, Directors 0.5-2% Managers .25-1%
  • 45. 4. Employee stock ownership Typically, total non-founder employee equity pool tends to be between 10% - 20%. Title Of total outstanding shares CEO 5-10% C-level Executives 1-3% VP, Directors 0.5-2% Managers .25-1%
  • 46. 5. Types of Employee Stock
  • 47. 5. Types of Employee Stock Purpose: To attract and retain talented employees
  • 48. 5. Types of Employee Stock Purpose: To attract and retain talented employees
  • 49. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members
  • 50. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply
  • 51. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply
  • 52. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply 2. Restricted stock: employees at early stage company
  • 53. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply 2. Restricted stock: employees at early stage company Granted while value of stock is relatively low
  • 54. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply 2. Restricted stock: employees at early stage company Granted while value of stock is relatively low
  • 55. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply 2. Restricted stock: employees at early stage company Granted while value of stock is relatively low 3. Options: most common form of employee equity
  • 56. 5. Types of Employee Stock Purpose: To attract and retain talented employees 1. Founder stock: founders & founding team members Special vesting schedule may apply 2. Restricted stock: employees at early stage company Granted while value of stock is relatively low 3. Options: most common form of employee equity ESOP: Employee Stock Option Plan
  • 59. 6. Stock Options What you get When you have stock options, you don't own stock. You own the right to buy stock at an agreed-upon price, or strike price. You exercise your option when you buy stock. Nitty Gritty The board of directors sets the strike price based on fair market value(FMV) of common stock. ”At the money” options mean that FMV is equal to strike price. Legal & Tax Fine Once you exercise your option, you are immediately liable Print for tax on the gain, or difference between FMV and strike (Consult your lawyer price, as ordinary income. Capital gain from stock held and accountant!) longer than one year is taxable as long term capital gains.
  • 60. 6. Stock Options What you get When you have stock options, you don't own stock. You own the right to buy stock at an agreed-upon price, or strike price. You exercise your option when you buy stock. Nitty Gritty The board of directors sets the strike price based on fair market value(FMV) of common stock. ”At the money” options mean that FMV is equal to strike price. Legal & Tax Fine Once you exercise your option, you are immediately liable Print for tax on the gain, or difference between FMV and strike (Consult your lawyer price, as ordinary income. Capital gain from stock held and accountant!) longer than one year is taxable as long term capital gains.
  • 61. 6. Stock Options What you get When you have stock options, you don't own stock. You own the right to buy stock at an agreed-upon price, or strike price. You exercise your option when you buy stock. Nitty Gritty The board of directors sets the strike price based on fair market value(FMV) of common stock. ”At the money” options mean that FMV is equal to strike price. Legal & Tax Fine Once you exercise your option, you are immediately liable Print for tax on the gain, or difference between FMV and strike (Consult your lawyer price, as ordinary income. Capital gain from stock held and accountant!) longer than one year is taxable as long term capital gains.
  • 63. 7. Capital Gains Tax •Ordinary income tax can be as high as 35%.
  • 64. 7. Capital Gains Tax •Ordinary income tax can be as high as 35%. • Short term CGT applies to securities held for less than one year and is the same as Ordinary Income Tax.
  • 65. 7. Capital Gains Tax •Ordinary income tax can be as high as 35%. • Short term CGT applies to securities held for less than one year and is the same as Ordinary Income Tax. • Long term CGT applies to securities held more than a year and is capped at 15%.
  • 68. 8. Restricted Stock What you get Restricted stock is a stock granted as a form of compensation with restrictions. Nitty Gritty Often the restriction is continued employment during a set period of time, upon which the shares vest. Or the restriction can be performance-based. Legal & Tax Fine Under 83(b) IRS code, you can recognize "income" upon Print granting of stock. Income is difference between FMV and (Consult your stock price, which are typically the same. Meaning no lawyer and income is recognized. accountant!)
  • 69. 8. Restricted Stock What you get Restricted stock is a stock granted as a form of compensation with restrictions. Nitty Gritty Often the restriction is continued employment during a set period of time, upon which the shares vest. Or the restriction can be performance-based. Legal & Tax Fine Under 83(b) IRS code, you can recognize "income" upon Print granting of stock. Income is difference between FMV and (Consult your stock price, which are typically the same. Meaning no lawyer and income is recognized. accountant!)
  • 70. 8. Restricted Stock What you get Restricted stock is a stock granted as a form of compensation with restrictions. Nitty Gritty Often the restriction is continued employment during a set period of time, upon which the shares vest. Or the restriction can be performance-based. Legal & Tax Fine Under 83(b) IRS code, you can recognize "income" upon Print granting of stock. Income is difference between FMV and (Consult your stock price, which are typically the same. Meaning no lawyer and income is recognized. accountant!)
  • 71. 10. Dilution (part of life) Images not drawn to scale
  • 72. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Images not drawn to scale
  • 73. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale
  • 74. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale
  • 75. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership
  • 76. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares
  • 77. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Total shares outstanding:
  • 78. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Total shares outstanding: 10M shares, $1/share
  • 79. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Total shares outstanding: 10M shares, $1/share $100,000
  • 80. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Total shares outstanding: 10M shares, $1/share $100,000 Slice of a small pie
  • 81. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Total shares outstanding: 10M shares, $1/share $100,000 Slice of a small pie
  • 82. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares outstanding: 10M shares, $1/share $100,000 Slice of a small pie
  • 83. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: 10M shares, $1/share $100,000 Slice of a small pie
  • 84. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Slice of a small pie
  • 85. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie
  • 86. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie $6M
  • 87. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie $6M
  • 88. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie $6M
  • 89. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie $6M
  • 90. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share 10M shares, $1/share $100,000 Total $ raised: Slice of a small pie $6M
  • 91. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share Total shares 10M shares, $1/share outstanding: $100,000 Total $ raised: Slice of a small pie $6M
  • 92. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share Total shares 10M shares, $1/share outstanding: $100,000 Total $ raised: 12M shares, $3/share Slice of a small pie $6M
  • 93. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share Total shares 10M shares, $1/share outstanding: $100,000 Total $ raised: 12M shares, $3/share Slice of a small pie $6M $300,000
  • 94. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share Total shares 10M shares, $1/share outstanding: $100,000 Total $ raised: 12M shares, $3/share Slice of a small pie $6M $300,000 Skinnier slice of a bigger pie
  • 95. 10. Dilution (part of life) Each new issuance of stocks results in dilution of existing shareholders. Post-dilution Pre-dilution Images not drawn to scale Dilution is an INEVITABLE outcome of company growth. 1% ownership 100,000 shares Series A funding .8333% ownership Total shares 2M shares issued 100,000 shares outstanding: at $3/share Total shares 10M shares, $1/share outstanding: $100,000 Total $ raised: 12M shares, $3/share Slice of a small pie $6M $300,000 Skinnier slice of a bigger pie
  • 96. 12. Vesting for long-term value creation
  • 97. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common.
  • 98. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common.
  • 99. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire
  • 100. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 0%
  • 101. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 0% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 102. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 0% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 103. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 0% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 104. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 0% 25% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 105. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 0% 25% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 106. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 0% 25% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 107. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 0% 25% 50% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 108. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 0% 25% 50% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 109. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 0% 25% 50% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 110. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 0% 25% 50% 75% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 111. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 0% 25% 50% 75% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 112. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 4th year 0% 25% 50% 75% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 113. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 4th year 0% 25% 50% 75% 100% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 114. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 4th year 0% 25% 50% 75% 100% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 115. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 4th year 0% 25% 50% 75% 100% 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 116. 12. Vesting for long-term value creation Vesting means that ownership of options or stocks accrue to you over a fixed period of time. 4 year vesting with 1 year cliff is common. day 1 of hire 1st anniversary 2nd year 3rd year 4th year 0% 25% 50% 75% 100% Oops 1 year cliff means you don't vest anything during the 1st year. If you leave during this period, you leave with no equity or options. Unvested options and grants maybe repurchased by the company and returned to employee pool.
  • 117. Example Scenario Restricted Stock Grants 100,000 shares with 4 year vest, 1 year cliff
  • 118. Example Scenario Restricted Stock Grants 100,000 shares with 4 year vest, 1 year cliff End of... Company Total Shares YOUR Value of Your Equity Event Notes Valuation Vested YOUR Ownership Shares shares Year 1 $10MM 10MM 25K $25K .25% 25% vested $1/share Series A $36MM 12MM 25K $75K .21% 2M Series A Preferred Your ownership is Funding Stocks are issued at diluted from .25% $3/share, $12MM to .21%. $3/share preference Year 2 $36MM 12MM 50K $150K .42% 50% vested $3/share Acquisition $48MM 12MM 50K $180K .42% Series A Investors Liquidation can have $12MM trigger accelerated preference. vesting of ALL 100K $3.6/share shares (variable)
  • 119. Cliff’s Notes version GOOD TO KNOW •your percentage of ownership = shares you own divided by total number of shares issued by company GOTTA KNOW •vesting schedule, or how your equity is accrued to you over time •tax implications of owning, buying, and selling equity •company valuation at liquidity event
  • 120. Recap - What can you do? Knowledge is Power
  • 121. Recap - What can you do? Knowledge is Power 1.Ask how much money company has raised in how many rounds of funding.
  • 122. Recap - What can you do? Knowledge is Power 1.Ask how much money company has raised in how many rounds of funding. 2.Consider the whole package.
  • 123. Recap - What can you do? Knowledge is Power 1.Ask how much money company has raised in how many rounds of funding. 2.Consider the whole package. 3. Know when to buy and sell.
  • 124. Recap - What can you do? Knowledge is Power 1.Ask how much money company has raised in how many rounds of funding. 2.Consider the whole package. 3. Know when to buy and sell. 4. Be in the know, stay in touch with news.
  • 125. Good reads & Sources - Ackwire, Completly Anonymous Startup Salaries: http://www.ackwire.com/ - Andy Payne, Startup Equity for Employees: http://www.payne.org/index.php/Startup_Equity_For_Employees - Apple Investor Relations, FAQ: http://investor.apple.com/faq.cfm - Brad Feld, Blog archive on Term Sheets: http://www.feld.com/wp/archives/2005/08/term-sheet-series-wrap-up.html - Fred Wilson, MBA Monday Series on Equity: http://www.avc.com/a_vc/2010/09/employee-equity.html http://www.avc.com/a_vc/2008/11/restricted-stoc.html - How Stuff Works, Stock Options: http://money.howstuffworks.com/personal-finance/financial-planning/stock-options1.htm - Paul Graham, Equity Equation: http://paulgraham.com/equity.html - Pop History of DIg, "Apple Rising: 1976 - 1985" http://www.pophistorydig.com/?tag=apple-computer-ipo - Startup Company Lawyer http://www.startupcompanylawyer.com/2008/02/15/what-is-an-83b-election/ - ZD Net, Facebook IPO: Final Numbers: http://www.zdnet.com/blog/facebook/facebook-ipo-final-numbers/ 13257 - Wikipedia, Restricted Stock: http://en.wikipedia.org/wiki/Restricted_stock - Wikipedia, Preferred Stock: http://en.wikipedia.org/wiki/Preferred_stock

Editor's Notes

  1. \n
  2. Key things to keep in mind. This presentation is probably most relevant to: \n- Very early stage company: somewhere between founding and raising seed or Series A funding (It’s okay if you don’t know these terms. We’ll be going over them) \n\nSomeone looking to join an early stage startup as employee \n\n
  3. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  4. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  5. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  6. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  7. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  8. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  9. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  10. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  11. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  12. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  13. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  14. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  15. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  16. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  17. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  18. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  19. What does it mean to have equity in a company?\n \nIt means you are a part owner in a company. \n \nIf your company is successful and is sold or taken public, you share in the gains. \n \nThat’s what happened to 1,000 employees of Apple when the company went public in 1980. More than 40 employees became millionaires because of their stock options. Steve Jobs, holding 7.5 million shares, was worth about $217 million dollars. \n \nBut let’s put things into perspective. In the very beginning, in 1976 Steve Jobs had to convince Steve Wozniak to quit Hewlett Packard to co-found Apple and work out of a garage. \n \nJoining a startup is still a risky business. \n \nAs they say in finance, startup equity has high risk, high return profile. \n \nWhat does ownership mean to you?\n\nFYI Stock certificates are becoming obsolete in the US, as they are no longer required from companies and are being replaced by electronic registration. \n
  20. \n
  21. \n
  22. \n
  23. \n
  24. \n
  25. \n
  26. \n
  27. There is class inequity \n
  28. There is class inequity \n
  29. There is class inequity \n
  30. There is class inequity \n
  31. There is class inequity \n
  32. There is class inequity \n
  33. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  34. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  35. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  36. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  37. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  38. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  39. “Rule of thumb” \nMay or may not apply to your company, your industry, your region because of different situations, term sheets, lawyers, and accountants \nAll employees are issued \n
  40. \n
  41. \n
  42. \n
  43. \n
  44. \n
  45. \n
  46. \n
  47. \n
  48. \n
  49. \n
  50. 409 Valuation explanation \nConsult a startup lawyer or ask Liberty\n\nSplit into stock and restricted stock\n\nEmployees are incentivized to increase the value of company \n
  51. 409 Valuation explanation \nConsult a startup lawyer or ask Liberty\n\nSplit into stock and restricted stock\n\nEmployees are incentivized to increase the value of company \n
  52. 409 Valuation explanation \nConsult a startup lawyer or ask Liberty\n\nSplit into stock and restricted stock\n\nEmployees are incentivized to increase the value of company \n
  53. 409 Valuation explanation \nConsult a startup lawyer or ask Liberty\n\nSplit into stock and restricted stock\n\nEmployees are incentivized to increase the value of company \n
  54. Securities – bond, equity, \n
  55. Securities – bond, equity, \n
  56. Securities – bond, equity, \n
  57. Ask if you can make 83b election if you get restricted stock\n
  58. Ask if you can make 83b election if you get restricted stock\n
  59. Ask if you can make 83b election if you get restricted stock\n
  60. Ask if you can make 83b election if you get restricted stock\n
  61. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  62. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  63. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  64. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  65. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  66. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  67. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  68. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  69. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  70. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  71. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  72. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  73. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  74. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  75. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  76. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  77. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  78. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  79. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  80. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  81. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  82. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  83. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  84. Dilution applies to both corporations and llc’s. \nPaul Graham: If n is the fraction of company you're giving up, the deal is a good one if it makes the company worth more than 1/(1 - n). \n
  85. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  86. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  87. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  88. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  89. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  90. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  91. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  92. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  93. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  94. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  95. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  96. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  97. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  98. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  99. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  100. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  101. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  102. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  103. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  104. The idea is to prevent a "hit and run" situation. \nAfter 1 year cliff, it’s common for ownership of stock/options/units to vest monthly or quarterly. \n
  105. \n
  106. valuation is what people think your company is worth \nliquidity event is when investors and employees can cash out, when company is sold or taken public\n
  107. \n
  108. \n
  109. \n
  110. \n
  111. \n