When negotiating offers for non-public companies I provide a sliding scale of cash vs equity. 1 dollar of cash is worth to me 10 dollars in equity of a private company. So if my total comp goal is 300k per year you can give me 250k of cash and 500k of equity, 200k cash and 1000k equity, or just 300k cash.
Most companies will baulk at this, but in my experience you have none of the power when holding private equity and so you need a really large multiplier to make it worth the risk.
Equity in a public company is a totally different story because the company valuation is controlled by the stock exchanges and you can cash out you equity at any time.
For early stage startups? I just go ahead and value them at zero. Ownership of equity in pre B series tech startup is, for me, about the same as ownership in a lottery ticket. It has some value in that it's fun to dream about what might happen, but that's pretty much it.
I am still likely to jump on start-up offers (I'm kinda waiting on two to form a little more fully right now) where I _know_ the salary will be below market rate, but where I also know the "mission" is something I care about and the team are people I want to work with. But I'm going to do that still valuing the equity at zero. If things work out like the pitch deck says, yeah maybe I'll make 7 figures out of it. But I'm not gonna assume that'll happen, even if the pitch deck success _does_ happen, I'd expect to have been diluted along the way to only end up with 6 or 5 figures.
Cash to a lesser extent has this problem as well that you don’t know how much a dollar will be worth in four years, but it most likely less volatile than the value of equity.
I would value a 4 year 500k grant in apple stock much higher than a 4 year 500k grant in a crypto company because I believe the apple grant will better hold it’s value over the vesting period.
To the OP: if you believe your comp bands are competitive, why not share in the posting itself?
Leaving that out makes it clear that the post was made in good faith. If I thought the submission was just a job ad in disguise, I might have flagged it.
Which is 100% valid! Beyond being mandatory in more and more jurisdictions, having the salary range be posted has made me more likely to apply. Extremely confidence inspiring when it actually is market rate.
I know recruiters/C suite people think they can jedi mind trick people into taking super low offers that way, but really almost all really good candidates will be able to get jobs elsewhere anyways so you're just wasting a bunch of people's time cuz they're not going to take the offer.
I’d argue that an effective 20-30% discount on 409A for employees in series C+ is about right. On a successful, but expected, exit - this gives the employee some premium compared to working at a public tech company in exchange for deferred compensation and liquidity risk.
Yeah, that's probably accurate. For whatever reason, many seem to view equity as a "check the box" formality rather than a material part of your compensation. I mostly avoided non-unicorn startups during my last job hunt for that reason, but the few that I got around to talking numbers with offered <$50k in equity over 4 years (and in the form of options to boot); the equity comp for the role I ended up taking is around an order of magnitude higher.
If the startup is not growing extremely fast, the stock will likely not be worth very much regardless of how “clean” the terms are on the preferred stock.
If you expect stock to be a big part of your compensation then leave after 2 years of the company’s growth is not sustained and rapid.
It has a huge effect on the EV of a startup investment, and that's why VCs and founders use them.
If liquidation preferences are coming into play, you’ve already lost as a common shareholder. But you should never be in that situation to begin with. If a company is struggling or growing slowly, quit and join one that isn’t.
Liquidation preferences are cheap insurance against bad outcomes. Most startups have bad outcomes. However, people getting common stock are hurt by every share with a liquidation preference. It is in your interest, as a startup investor (or employee), to get a liquidation preference if you can.
Investor is of course completely different for many reasons and I’m not speaking to that. And anyways unless you are leading the round, which you aren’t, you are just getting whatever preferences the lead is getting anyways.
Also, it generally doesn't need a new class of shares, just a vote by the board.
Edit: Just to clarify, if you want to hire a mercenary, you can't do it expecting that they will take the same value of your stock that your true believer investors took without any of the guarantees that your investors got. They are investing time into your company and you need to make it worth it.
This also is a stupid thing to bargain: if the company keeps growing, preferred and common will be worth the exact same thing. So instead of trying to extract better preferences on the stock (which you won’t), join a fast growing company and leave if it stops growing fast.
If you're joining early enough to get enough equity to matter, you're early enough that they don't have standard bands. You can absolutely negotiate.
> if the company keeps growing, preferred and common will be worth the exact same thing.
Only if it ends in an IPO. An acquisition, even a "successful" one, can easily end up with the preferences kicking in.
The companies where liquidation preferences are going to screw you are not going to be having tender offers, because by definition nobody wants to buy the stock! If they did want to buy the stock at above the current price then liquidation preferences aren’t coming into play.
(Note: I’m sure there are examples where a company did have a tender offer at some decent price before falling off a cliff and having a bad exit where the common stock was wiped out… but that is not common at all)
Startups have a lot of toxic expectations around keeping those term sheets secret for no good reason.
If you join with options for preferred stock (assuming anyone is going to do such a thing), you're probably getting a 1x liquidation preference. But preferred stock has a higher fair market value than common stock. So the strike price will be higher. Probably close to the liquidation preference.
Which means, you're asking for something that will net you $0 if the liquidation preference kicks in. And you'll earn less in the upside case because your exercise price would be higher.
Also, 10x is a little off, but I also work on infrastructure and infrastructure companies tend to get acquired rather than IPOing.
Edit - as for the actual terms of the stocks in question, it was never what you were thinking (1x preference), but I probably can't say what it was.
The social media analytics company I left last year offered me 7 stock units (in RSU) for $20,000 as bonus. I declined. They are not in IPO yet. The confidence of the CFO saying, "[...] of course they will appreciate even higher" is laughable.
Giving an overblown estimate as bonus is doing disservice. The hard work is real, the valuation is not.
I have spoken to a few series-C and D companies that wanted to give me $X00,000 worth of stock at their series C valuation. I informed them that I needed $X,000,000 of common stock (at that valuation) to match the expected value of my gig at the time, or I would take $X00,000 of preferred stock (whatever they gave their series C investors). They thought that was crazy. If you pretend that the people you are trying to hire don't understand the economics of your stock price, you are only doing yourself a disservice.