It sounds like you own a contractually agreed upon amount of shares. Since it's not an employment contract but ownership you can just walk away and keep all your shares until you or the company dies. If they want you out they can buy your shares. But otherwise there is no problem with keeping the shares and walking away. Before I had to fight for my legal rights a few times I always considered agreement more importan…
Ask HN: How to leave a startup when you own a third of it?
81–90 of 162 posts
Re: Ask HN: How to leave a startup when you own a third of it?
#82Industry standard is 4 years vesting with a 1 year cliff. You are vesting, right? You should own 8.25% at a year and then 0.6875% for each month after that. Sometimes there are differences because different founders contributed different amounts. For example, this schedule wouldn't be fair if one of you had a side job. Ultimately, it won't really matter. If they think you have too much ownership, they can issue thems…
Doesn't apply to cofounders, only to initial hires...
Re: Ask HN: How to leave a startup when you own a third of it?
#83Earlier quoted context omitted.
Next time start with vesting (which a lot of people are mentioning) so that the other founders continue to earn shares and dilute the departed co-founder's stake over time. Ideally, founder ownership in the company is compensation in lieu of (or in addition to a meager) salary. The founders who stay on board might try to dilute the departed co-founder's stake to nothing. Mark Zuckerberg did this to Eduardo Saverin. A…
Thanks! I am looking for a boilerplate / template for startup legal documents, intended to be taken to a lawyer for finalization as a part of getting the ball rolling. Something that included vesting + protection from dilution would have been useful here.
Re: Ask HN: How to leave a startup when you own a third of it?
#84Either way; I would start somewhere around what your salary was (or a completive salary) and then add a bit for risk.
I would try and meet in the middle with equity or an earn out but people have different opinions. Maybe convert to debt; really depends what the company is worth, what you want and what the other 2 want...And what any legal forms / obligations are
Re: Ask HN: How to leave a startup when you own a third of it?
#85> raise 500K for 25% This puts the company at a valuation of 2M After that you would have 1/3 of 75% of 2M, that is, 495k You can base your "how much" answers on the above calculation (and previous money raised) If you really don't want to be a part of it anymore, propose them to pay you in installments (depends on the company cash flow)
Common vs. Preferred stock. Divide your result by a factor of 5 or 10.
Re: Ask HN: How to leave a startup when you own a third of it?
#86Earlier quoted context omitted.
Doesn't apply to cofounders, only to initial hires...
Actually, it's standard for founders to have a vesting schedule, too.
Re: Ask HN: How to leave a startup when you own a third of it?
#87Earlier quoted context omitted.
Investors will not see his 10% ownership as a red flag any more than they will see a non participating investor owning 25% of the business as a red flag. In this case, he/she delivered 18 months of value that led to a 1.5mm pre money val. The most fair option is already mentioned - to maintain your 33% that makes all three of the founders equal as of today, and then allocate a new share allotment to dilute you out ov…
If i was an investor, i'd see it as a red flag indeed. I'd think: 'so this guy left the boat being a founder, giving up most of his share, so probably he knows that the company is going to tank and don't want to waste his time anymore, and he definitely knows a lot more about it than i could potentially know being an outside guy'.
Re: Ask HN: How to leave a startup when you own a third of it?
#88Earlier quoted context omitted.
Thanks! I am looking for a boilerplate / template for startup legal documents, intended to be taken to a lawyer for finalization as a part of getting the ball rolling. Something that included vesting + protection from dilution would have been useful here.
"protection against dilution" (beyond what the law already provides for minority shareholders) for founders/common shareholders is not standard, so you'll have a hard time finding a template for it.
The only protection from dilution I saw mentioned in this thread isn't doing so well (gray at this point):
https://news.ycombinator.com/item?id=14357964
an agreement from the company that neither of the remaining founders can receive additional shares for 2 years [...] is a pretty effective way to protect against dilution
Re: Ask HN: How to leave a startup when you own a third of it?
#89Earlier quoted context omitted.
Investors will not see his 10% ownership as a red flag any more than they will see a non participating investor owning 25% of the business as a red flag. In this case, he/she delivered 18 months of value that led to a 1.5mm pre money val. The most fair option is already mentioned - to maintain your 33% that makes all three of the founders equal as of today, and then allocate a new share allotment to dilute you out ov…
If i was an investor, i'd see it as a red flag indeed. I'd think: 'so this guy left the boat being a founder, giving up most of his share, so probably he knows that the company is going to tank and don't want to waste his time anymore, and he definitely knows a lot more about it than i could potentially know being an outside guy'.
Re: Ask HN: How to leave a startup when you own a third of it?
#90Earlier quoted context omitted.
Actually, it's standard for founders to have a vesting schedule, too.
While this might be pertaining to cofounders as well, it's not a rule, whereas it is a rule for first hires. Cofounders can have completely different means to resolve conflicts/departures etc. specified in operating agreements, such as arbitrations etc.