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Insights

Startup Compensation Strategy: Best Practices and Pitfalls for Founders

When your startup is strapped for cash and focused on growth, compensation can feel like a puzzle. But how you pay yourself and your team sends a signal - to investors, regulators, and employees. Done wrong, it can cause legal headaches, tax issues, and cultural tension. Here's how to navigate early-stage compensation the smart way.

Legal Essentials: Employment Law Fundamentals for Startup Founders

When you’re building a startup, employment law may not be your first priority - but it should be close to the top of your list. Mistakes in hiring, classifying, compensating, or terminating employees can trigger lawsuits, fines, and reputational damage. Here’s a practical guide to the employment law issues every founder should get right from day one.

Privacy Policies: What Every Startup Must Include

With increasing global data privacy laws, a Privacy Policy isn’t just good practice - it’s the law. Whether you’re collecting emails or processing personal data, you need a clear, compliant policy on your site or app.

Terms of Service: Why Your Startup Needs Them—Now

If you run a website, app, or platform, your Terms of Service (TOS) are more than just boilerplate - they’re your shield. They limit your liability, set ground rules for users, and give you power to enforce your policies. Skip this, and you open the door to chaos.

Intellectual Property

Do I own IP created by freelancers or contractors?

Not automatically. Unless a contractor signs an invention assignment agreement, they may retain ownership of what they create. Always use written agreements that explicitly assign all IP to the company.

Equity

What’s the difference between warrants and stock options?

Both give the right to purchase stock at a fixed price, but:

  • Stock options are usually granted to employees as compensation.
  • Warrants are often given to investors, lenders, or strategic partners as part of financing or business agreements.
Equity

Can contractors or international employees receive equity?

Yes, but typically through NSOs, RSUs, or phantom equity rather than ISOs. International employees may require country-specific equity plans due to tax and legal differences. Always consult counsel before granting equity outside the U.S.

Equity

Do founders always keep control of the company?

Not always. While founders begin with control, each financing round introduces new investors with board seats, voting rights, and protective provisions. Some founders implement dual-class stock or other structures to retain control, but most startups rely on alignment with investors rather than super-voting rights.

Equity

How does dilution affect my ownership?

Dilution reduces your percentage ownership as new shares are issued, but it doesn’t necessarily reduce the dollar value of your stake. If a funding round increases valuation, your smaller percentage may still be worth significantly more in absolute terms.

Equity

What happens to employee equity if the company is acquired?

It depends on the acquisition terms. Options may be assumed by the acquirer, cashed out, or accelerated. Double-trigger acceleration is common, meaning unvested shares vest if the company is acquired and the employee is terminated without cause.

Equity

How often should we update our 409A valuation?

At least once per year, or whenever a major event occurs (funding round, acquisition offer, significant revenue milestone). A current 409A valuation is required to set fair market value for stock option grants and to maintain compliance with IRS rules.

Equity

What’s the difference between RSAs and RSUs?

  • RSAs (Restricted Stock Awards): Shares are issued upfront, subject to repurchase rights if unvested. Best for founders and early hires when valuation is low.
  • RSUs (Restricted Stock Units): Shares are delivered only when vesting is complete. Best for later-stage hires when valuation is high.
Equity

What is an 83(b) election and who should file one?

An 83(b) election allows recipients of restricted stock to pay taxes at grant rather than as shares vest. Founders and early employees almost always benefit from filing, since share value is usually negligible at the start. Missing the 30-day deadline can create significant tax burdens later.

Equity

Do all startups need an option pool?

Yes. Even small teams benefit from reserving equity for future hires. Without a pool, you may run into hiring roadblocks or face last-minute dilution negotiations with investors. Most early-stage companies set aside 10–20% of total equity.

Equity

What’s the difference between ISOs and NSOs?

  • ISOs (Incentive Stock Options): Employees only, potential tax advantages, subject to holding rules and limits.
  • NSOs (Non-Qualified Stock Options): Broader eligibility (contractors, advisors, board members), taxed as ordinary income at exercise. Both give the right to buy stock at a set price, but their tax treatment differs significantly.

Both give the right to buy stock at a set price, but their tax treatment differs significantly.

Equity

What happens to my equity if I leave the company?

You retain only the shares that are vested at the time of departure. Unvested shares are usually repurchased or forfeited by the company. If you hold stock options, you may need to exercise them within a set window (often 90 days). Some companies extend this window, but it must be negotiated.

Equity

Should advisors get equity?

Yes, but in small amounts. Typical advisor grants range from 0.1% to 0.5%, usually subject to a vesting schedule of one to two years. Be cautious about over-granting equity to advisors - their contributions are rarely equivalent to those of full-time employees.

Equity

How much equity should I give my first hires?

Early employees typically receive between 0.25% and 2% depending on their role, experience, and timing. Senior executives may receive more, while junior hires may receive less. Always tie grants to role benchmarks and company stage rather than giving away arbitrary percentages.

Equity

How should co-founders split equity?

There’s no single formula. Many accelerators recommend equal splits to avoid resentment, since the majority of value creation lies ahead. Others prefer contribution-based allocations that reflect past input. What matters most is alignment and trust - and making sure all founder equity vests over time.

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