Questions candidates can ask about equity compensation
holloway.com
holloway.com
Fewer than 10 employees... those interviewing likely know the answers and will share.
Between 10-50 employees... those interviewing may still know the answers and may still be open to sharing them.
Above 50 employees... it is increasingly likely that this information isn't known by more than a few people (those involved in the fundraising, accounts, senior leadership), and that your interviewers do not know it - if they know it at one point in time it's out of date quickly (next raise). It quick becomes something that only a very few people know and the information isn't useful/constructive to those focusing on execution (those who will be interviewing you).
The questions are good... but if you don't get answers and would choose not to take the roles on that basis, then you might want to chat to a lot of people who have been early stage and done well - because very few got answers to those questions.
There's a large share of capable engineers who are still wide-eyed over startup equity. Folks I know personally and greatly respect. Startups have had no trouble duping engineers into lower compensation while delivering serviceable results, and will continue to have no problem.
Random googling never gives me confidence I'm getting the right information when it comes to money, nutrition, and health.
Sign up for Matt Levine's newsletter. He's perhaps starting to be a little overexposed on HN, but he's informative and humorous, and his newsletter is a good way to get a little exposure to finance every day.
It's not not startup-equity specific, but check out Bogleheads for generic investing advice.
TLDR Stock Options: https://equity.ltse.com/calculators/tldr-stock-options
the funny thing is that the vast majority of people don't understand how money comes into being, how banks work, etc. And yet, they still just accept cash and use it.
So may be it isn't irrational to have accepted bitcoins in a job as payment, without understanding it. The reason most people don't accept bitcoin (or crypto in general) is that they feel the value is too volatile and might change too much for them to make good financial plans with it.
Typically includes things like total outstanding shares, conversion price of the various preferred rounds, liquidation preference for the preferred shares, etc. The delta between the most recent preferred round and the 409a is the best approximation of the actual value of the equity at the time of the grant.
Assuming your interviewers are potential future teammates, ask them questions about work. Ask your recruiter or future manager benefits and comp questions. At most companies >10 people, your recruiter will have a packet with all the answers to equity questions.
Something I've noticed more recently is the standard equity info they send everyone is both light on details and heavy on "here's how much you stand to make if we exit at X". I can't blame them for selling it, but I shouldn't have to ask for shares outstanding, latest 409a or other simple numbers.
I've also been screwed by joining just after a big raise and having my strike price end up much higher than I was told when interviewing.
Yes you can, and should.
I don’t try to sell candidates on the possible stock upside because I don’t want to provide investment or tax advice. I’m not licensed to do so; I have a company to run. It’s up to them to decide if they want to early exercise or if they think it’s fair not.
I do the opposite: tell the candidate the number (that’s what the board approves) and what FD percentage it represents. If they ask if it’s a reasonable amount I explain how much we give for a given position plus how that is modulated by company stage. I always allow early exercise.
In 30 years of startups nobody has ever complained.
The present value of cash flows is so much higher than the future value of some illiquid, highly speculative startup equity with way more restrictions than regular public stock equity.
10 years later I'm up 2 million on the house, lost 20,000-40,000 grand on the startup options. I wasn't forced to move in order to full vest and be tied to a dead product for 2 years while they figured out how to move anything of value into their applications.
There are a lot of ways to earn a million and taking more cash and investing yourself could yield more.
Are you tapping into the value of your home with a mortgage? Otherwise, it seems like that's even less liquid than private stock (unless you move out.)
I did tap into the value recently. It's more liquid compared to most private stock but nowhere as liquid as public stock.
The one advantage is all profits on the house are tax free.
Yes, mine are down about 20% from the time I was awarded them. But at least I can sell them and not hope for an exit event.
I don’t thing employees of FAAMG (not a typo, Netflix was never “Big”Tech with a 1 trillion dollar* market cap) have to worry about their stock going to $0
On the other hand, I always insist on talking to the CEO or the highest ranking exec you can during the interview process. It is absolutely in your best interest to hear the company's vision and path to success directly from the source. Again, this person will clam up when discussing financial specifics, but you should still expect them to make you feel secure about the company's potential.
Even if you genuinely believe the person answering your questions genuinely believes the answers they are giving, there's perilously little evidence to suggest their answers will be binding or accurate.
4 years from now, anticipate something to the effect of: "I have altered the deal, pray I don't alter it further", this could come from the CEO, an investor or the acquirer. Anything more favorable should be considered a statistical miracle.
Joining a near-IPO company is something I can't speak to, but have a more optimistic view of. Furthermore, joining a public company with liquid equity is something I can personally say is well worth it.
Do not join startups for the equity.
If you're not a founding member, what reasons does that leave?
- Unlimited nomading or work anywhere in the world for the same pay
- Extremely generous PTO (by USA standards)
- Quite generous WFH equipment stipends
* High pressure to work at all hours, because a startup is fragile
* Extreme financial uncertainty
* Many QoL concessions
If you're not accepting a generous equity package in exchange for ensuring that the startup thrives and succeeds, you're missing a huge opportunity for exchanging hard labor for potentially high return. It's like buying a lottery ticket without filling in the numbers.I mean I've been trying super hard for the past 10 years and I haven't been able to find a workgroup at a large corporation that has a high velocity of execution and is actually innovating much. I'm personally taking a pay cut to go to a startup to hopefully find this.
I'd love to join Project Starline or similar truly innovative groups within large companies, but I don't have a degree from a top-10 school so startups are kind of my only way that I can find to get to an environment like that. Even with strong references from Staff Engineers at Google my resume just gets thrown out, haven't been able to secure even a first round interview with FAANG in over 5 years of trying. Maybe they're not interested in working with ex-oil industry engineers, or maybe my resume just really really sucks.
> you're missing a huge opportunity for exchanging hard labor for potentially high return. It's like buying a lottery ticket without filling in the numbers.
Sure, but my reasons didn't have "make more money" they had "decent-enough pay".
Also currently my preferred geography is Houston to stay with my incredible partner. Most of the large companies here have a lot people that I don't enjoy working with -- e.g. people who are outspokenly excited for an illegal immigrant to try to steal tools out of their shed at night so that they can legally kill them. So "great coworkers" is also a bit hard with "preferred geography" sometimes. Granted for a $250,000 role, we'd certainly pack up and move somewhere, but I haven't been able to get FAANG to even give me a first round interview!
The bottom line is that it's entirely possible that the best situation for me is to make almost the same money to work with what seems to be an incredible group of really, really, really smart people on some super cool technology. Yes it will be "more work", but with this should come more skill development. I don't have and am not planning on having kids, so I'm happy enough just going to pilates at 7am and working my ass off all day on something that I find personal reward in, and then doing my hobbies (sailing, beer brewing) on the weekends.
The consideration that outweighs all the rest. Personal reasons are, well, personal.
If they do you can be a witness to their premeditation.
They may pay less but let you work without a gazillion meetings and no legacy or technical debt for example.
Or you might want to start your own startup so a way to make connections and learn how they work.
Software human process systems are self-reinforcing. Be it Scrum (de-facto Scrum, as it is commonly practiced), or whatever, they system is define in such a way that the system can never be questioned, so the system appears to be successful always.
If the project is late or full of tech debt, it is the people to blame, not the project management framework. In this sense these systems are almost invincible to scrutiny, only to be defeated if a new management team has a preferred system.
Words I have never heard in a retro: "should we even be doing 'agile' at all?"
Not something you can do on a full-time job of resolving Git conflicts at FAANG.
In my domain, Supply Chain Management, half of the tools Amazon is using daily can serve as carbon copies for start-up ideas. With the added benefit that you know they work at scale.
Equity is a lotto ticket, not an IOU.
Join startups because it's a thing you are so passionate about making, a thing that you think the world needs so badly that you are willing to make personal and professional sacrifices to bring it to reality. Join a startup because you love thr team, really want to work with them and really think that what your building is good for you, your community, the world.
The equity piece is just there so folks like us don't feel "Walter Whited" when our passion project makes a big impact, and the world rewards that impact with financial gains.
In my opinion and experience, if the equity piece goes away, it is not worth it to work at a startup. It's also very likely that you'll pick up a lot of dysfunctional behaviors, depending on how (im)mature a startups employees are. You're better off getting experience at a more stable company.
For those that can't find those things at a large established company, I would recommend tp others, and have chosen startupsyself at times in my career.
Personally I’d take my chances either early, with a meaningful share of the company, or post-IPO when the amount of shares is much smaller but its value reasonably predictable.
Equity is a lotto ticket, not an IOU.
If you join an established public company that offers RSUs, etc. thats different. Those can be traded for cash money, once vested. Getting your equity out of a startup before the IPO or public stage isn't as straightforward, or real.
Join startups because it's a thing you are so passionate about making, a thing that you think the world needs so badly that you are willing to make personal and professional sacrifices to bring it to reality. Join a startup because you love thr team, really want to work with them and really think that what your building is good for you, your community, the world.
The equity piece is just there so folks like us don't feel "Walter Whited" when our passion project makes a big impact, and the world rewards that impact with financial gains.
Equity will be worth something or not based on a variety of factors, the more in tune you are with those things the better.
It's not 'I'm gonna be rich' vs. 'Lottery ticket' - there are ways to understand it.
That said, I'd put a high risk premium on equity.
From quick googling the odds of winning powerball is on the order of e-10, while unicorn startups of valuations above 1 billion have a success rate on the order of e-5.
Your comment is true, startup equity is more likely than a lotto ticket so it's not the best analogy.
1) Startups may not give you the full picture, but it's very unlikely they are going to straight up 'lie' to you - that would be bad, and likely illegal.
2) Yes, almost anything can happen with equity, and when it gets shifty, bad things will happen so you have to have a reasonable take on it - which, admittedly is really hard for most people.
I think it's better to understand that there's going to be a lot of risk in equity, and it's not something you should bank on too hard.
I want to clarify that I am not claiming all startups founders will _lie_ to you. What I am saying is that while their statements may be true now, it is highly unlikely what they tell you will remain true, and whether or not it does will likely be out of their control. Parallels can be seen in Oculus' infamous "guarantee" that they would not require Facebook integration. The deal will be altered, sooner or later.
It _is_ really hard for most people, because equity is confusing and exciting and sexy. I'll continue to expound a cynical approach because the other side is full of powerful, wealthy stakeholders who have a lot to gain from wide-eyed engineers being misinformed.
Don't expect to get $1M if you own 0.1% of equity and the company is sold for $1B.
Highly likely you'll get nothing + laid off.
Negotiate for immediate benefits: cash bonus, salary, RSUs (if company is public), etc...
1. Ask questions 2. ??? 3. Profit!
The true is that equity in a startup us extremely risky. So you're either going to get a large chunk and be a decision maker or you're ganna be a passive participant and hope for the best. No questions is going to change that. Even if the answers to these questions may be desirable NOW, tomorrow you can be diluted. It's meaningless to stress over this. Join because you love the company or are going to be a decision maker.
Could be. But these questions can also be useful as (1) bullshit filters and (2) signalling (that you know your stuff and are not to be toyed with).
In particular as to (1): you should be able to readily get answers to these questions; any hint at evasiveness, or a refusal to answer, should be taken as a red flag.
The greatest frustration is usually around: 1. feeling like your equity cut is not enough once you know what other people are paid; 2. not knowing how much you pay in exercise cost / taxes / exercise window until it's too late
On 1, there's a growing DB of startup comp here: https://topstartups.io/startup-salary-equity-database/
First off, if you're comparing multiple offers with similar salaries, equity considerations may be a good way to make a decision.
Beyond that, understanding how companies handle equity compensation can tell you a lot about their culture and treatment of employees. There are companies out there that are eager to answer these questions because they give generous stock compensation and want you to know it. There are also companies that will obfuscate and hide behind misleading numbers. I once had an offer and asked for more equity, only to be told by the recruiter that the stock was about to split, so I'd actually get twice as much (this is absolute nonsense, to be clear, and a huge red flag).
Lastly, with regard to your initial question about compensation, asking these questions absolutely can be useful to that end. When you're negotiating with early to mid-stage startups, one of the things that you can negotiate is your equity/salary split. I once took a pay cut from the initial offer in exchange a much greater amount of equity than I was initially offered. That was because I found a lot of positives about the company and preferred higher risk and more reward (thankfully it looks like that is going to work out very well in my favor, but obviously that was in no way assured). If a company's giving you bad answers as it relates to equity, you may well want to try to negotiate for a higher salary in exchange for less equity, so your financial circumstances aren't tied as much to the company's performance. Understanding equity gives you one more dimension on which to negotiate, and the more things you can negotiate, the better off you are.
There is this prevailing idea in Silicon Valley that you should just ignore equity and treat it like a lottery ticket, and while I think that is very good for financial planning, it is otherwise awful advice. Just because you don't have full control over the way things go with equity doesn't mean that you shouldn't educate yourself on what can be a meaningful portion of your compensation.
It’s nonsense, but coming from a recruiter, it’s not a red flag to me. If I red flagged every recruiter who didn’t quite know how the world worked, I don’t how many I’d have left. If a founder or a CFO tells you that, it’s a red flag; if it’s a recruiter, they’re still wrong, but I don’t count it nearly as sharply against the company.
It’s the ultimate in survivorship bias.
Startups that fail tend to do so early, before they've hired a lot of people. Far more equity grants are given out by series C-D-E startups because they're able to hire vastly more people, and the rate of failure of those companies is much lower.
And again, that's still not a reason just to ignore the equity component of an offer. You're clearly cynical about equity - that's fine. Understand your equity and use that information to negotiate for less of it and more salary (or whatever else you prefer).
https://medium.com/@bharatanant/evaluating-the-risk-reward-r...
They are only talking about investors who have first preference in any “success” of the company and they are usually well diversified and not depending on one successful exit. You as an employee get lower preferences and have all of your eggs in one basket.
Now given a choice, why would I work for a startup instead of a profitable FAAMG (not a typo) where I get RSUs or even a “second tier” profitable tech company like Salesforce, Adobe, Intel, Nvidia, etc. where at every vesting event I have the opportunity to immediately sell and diversify my risks? I don’t need to depend on the long term viability of my RSUs. Just the viability over the next six months?
Trying to value equity as employee or will it ever be worth anything might as well be buying books from the supermarket with winning lottery numbers.
So, in all likelihood, that unicorn $3B valuation being paraded is sub $1B right now, and if rates continue to March higher, your equity value will be cut even more dramatically.
If your heart is set on a startup that you believe will survive the next decade, take money over equity now then when the company is hurting and needs to save cash, bulk up on equity at cheap levels.
While things like successful rounds of funding do get shared, enough information about the health of the company (e.g., revenue vs. expense? over time? runway? how expected projects you're working on either will or do translate to revenue, and how much?) to make a meaningful decision about whether the company is worth investing in or not just isn't ever shared, IME. With no real information, there is only one value that can be assigned to the equity: $0.
I’d not really thought about it before reading the first post I linked but it’s clearly incorrect to take valuation = price payed for preferred shares * shares outstanding because you’re pricing the preferredness at 0 when it is not worth 0.
Shrug.
Just get your contingent offer in writing, because that freezes a time period of trustworthiness that remains applicable even if they change their mind or their opinion about you.
What if the founder gets hit by a bus? Sad indeed, but who will verify the cash owed?
What if the company is insolvent? A buy out may result in partial repay... but new owners are not going to pay on mere word.
Things are on paper for reasons. More than listed above.
I think analysing equity compensation carefully is a good idea. But one outcome of that analysis can be, "Yolo, let's just give this a shot, take things a day at a time and enjoy the ride."
Not everything in life can or should be put into contracts. (Despite my recent ode to them.)
Give me as much cash as possible. I’m a software engineer, and not one of the first five/ten employees.
I have finished a year at my startup. I’ll be leaving soon. If I exercise my vested stock it’ll be more than half of my current CTC (yeah, that’s pre-tax). So that’s what I’ve decided that I do not want to be an investor in this company paying paying back the salary (which is less than what I’d command otherwise) it pays me!
PS. I knew the risks and now I’ve lived it. Never again!
they didn’t want to let me know until i pass the interview
i politely declined to proceed with the interview