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LEGAL

Startup Equity Basics

How to Split Equity Among Co-Founders

Splitting equity is a critical early decision that shapes founder relationships, investor trust, and future motivation. It’s not just about dividing shares — it’s about defining expectations and protecting the company.

Why it Matters
  • Splitting equity isn’t just a math problem — it’s a trust test.

  • How you divide ownership early on sets the tone for co-founder dynamics, investor confidence, and long-term motivation.

  • Get it wrong, and you risk resentment, misalignment, or even implosion.

Founders Checklist

Before finalizing equity splits, make sure to:

  • Discuss each founder’s role, commitment, and timeline

  • Consider past contributions and future responsibilities

  • Use vesting schedules (ideally 4 years with a 1-year cliff)

  • Decide how to handle departing co-founders

  • Put everything in writing: Founders’ Agreement and Stock Purchase Agreements

  • File your 83(b) elections within 30 days (if applicable)

Founder Fails
  • Issuing equity without a vesting schedule

  • Not filing the 83(b) election

  • Using verbal agreements instead of signed documents

  • Avoiding hard conversations for the sake of “fairness”

When to ask for Help
  • You and your co-founder(s) can’t agree on what’s fair

  • You want to avoid tax mistakes (especially with 83(b) filings)

  • You’re adding a late-joining or part-time founder

  • You’re setting up equity for advisors or contractors

  • You’re planning to raise funds soon and want clean docs and clarity for investors

Frequently Asked Questions

Q: Should we just split it evenly?
A: Not always. Equal splits sound fair, but if one founder is part-time or less experienced, a weighted split may avoid long-term tension.


Q: Can we adjust equity later?
A: Yes, but it’s harder once stock is issued. If you’re unsure, issue equity with vesting — that way, unearned shares return to the company if someone leaves early.


Q: What if someone leaves before the cliff?
A: That’s what the cliff is for — they walk away with zero equity if they leave before year one.

Fractional Executives

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