"Planning for potential acquisition exits also includes having bonus pools for key employees (which include founders and current executives) that align their incentives with company stakeholders to achieve value upon an exit."

That has too be a joke right? They are arguing that the terms that will lead to only the executives and founders getting a cash out are necessary in order to align their incentives to achieve value for stakeholders.... who will receive nothing in the sale?

Seems like the only thing this bonus structure is incentivising is their orchestration of a quick and dirty last minute exist so they can get their bonuses while the rest of the company burns down. Hopefully it will get voted to hell, and a new structure will be put in place where the key employees don't make a dime until the ensure that all stakeholders make money.