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Skills / Working / Negotiate equity compensation

Working Money skill

Negotiate equity compensation

Negotiate equity compensation by comparing instrument, quantity, ownership basis, vesting, dilution, tax, liquidity, forfeiture, documents, and alternatives.

When to use

  • Use with written grant terms and obtain qualified tax, legal, and financial advice.
  • Do not treat headline share count or company valuation as guaranteed value.

Procedure

  1. Identify instrument, issuer, entity, shares or units, class, and ownership denominator.
  2. Review price, vesting, cliff, acceleration, performance, expiry, exercise, and forfeiture.
  3. Obtain plan, grant, cap-table basis where available, valuation, preferences, and liquidity terms.
  4. Model dilution, tax, exercise cost, exit, termination, and zero-value scenarios.
  5. Compare cash, equity, risk, concentration, and personal liquidity.
  6. Request specific changes or information and confirm final documents.

Failure plan

  • Value unresolved or inaccessible terms conservatively, including zero where appropriate.

Worked example

A large option count has a short post-termination exercise window and high exercise cost, changing the negotiation priority.