I haven't been in this situation, but I think it would really depend on a few factors:
- Is my cash compensation adequate? A down-round can make stock grants worth almost zero unless there's a huge rebound.
- Are people around me still motivated? I wouldn't want to be surrounded by sad coworkers.
- Are the founders still motivated? Their dreams of riches are probably evaporating. And a company with unmotivated leadership is not gonna be around long.