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LEGAL

Startup Equity Basics

Vesting and Founder Agreements

Vesting protects both founders and the company — ensuring equity is earned over time and no one walks away with a large stake early. Founder agreements are essential to outline roles, equity splits, and what happens if things go sideways.

Why it Matters

Founders leave — it happens more than you think. Vesting ensures no one owns a big chunk of equity without contributing long term.


Clear agreements set expectations and reduce conflict if the team splits or pivots.

Founders Checklist
  • Standard vesting: 4 years with a 1-year cliff

  • Include in your equity agreements and cap table

  • Sign a Founder Agreement covering roles, IP, decision-making

  • Decide on what happens if a founder leaves early

  • Use legal counsel to draft and review all agreements

Founder Fails
  • No vesting schedule — founder leaves with 50% equity

  • No written agreements between founders

  • Conflicting expectations around roles and time commitment

  • Not protecting IP contributions from co-founders

  • Confusing friendship with legal structure

When to ask for Help
  • You’re forming your founder team and want to split equity fairly

  • You’re unsure how to set up vesting or legal docs

  • You’re dealing with a founder who wants to leave or reduce hours

  • You want to renegotiate terms or add a new co-founder

  • You need to resolve a conflict between founders

Frequently Asked Questions

Q: Do we really need vesting if we’re close friends?
A: Yes. Vesting protects friendships and business — especially if someone leaves.


Q: What happens if someone leaves before the cliff?
A: They get nothing. That’s the point of the 1-year cliff — to avoid giving equity to those who don’t stick around.


Q: Can we adjust vesting later?
A: Yes — but it requires mutual agreement and legal documentation. It’s easier to do it right from the start.

Fractional Executives

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