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.
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.