Back to all postsExplore fair equity distribution for CTOs in pre-seed startups, the role of penalized equity, and the impact of accelerators on growth.
September 30, 2024

CTO Equity Distribution: Fairness and Growth in Startups

Equity distribution is one of those things that can get really complicated, especially if you're a CTO stepping into a pre-seed startup. I mean, there's no product-market fit yet, the team is still figuring itself out, and getting the equity split right is crucial. I came across this Reddit post where someone shared their situation after being accepted into an accelerator. The old CTO wanted to hang around as an advisor, and the proposed split was 55% for the CEO, 30% for the new CTO (the poster), 10% for the old CTO, and 5% for the accelerator. The poster was understandably concerned about fairness and whether penalized equity could be a good solution.

What’s Penalized Equity?

Penalized equity essentially means that you have mechanisms in place—like vesting schedules or cliff periods—that make sure everyone stays aligned and doesn't jump ship too early.

How It Works

Vesting schedules are actually pretty common; they just require you to stay with the company for a certain period before any equity vests. This way, everyone’s interests are aligned towards making the company successful long-term. Plus, it helps retain key personnel since leaving would mean losing out on unvested equity.

Then there are dynamic models like dynamic RSUs that adjust your stake based on performance metrics. They keep you motivated to perform better since your future stake could be larger if you hit those targets.

Fairness Factor

Using objective metrics for allocation promotes fairness and transparency within the team. Everyone knows how their contribution is being measured, which enhances morale.

Is 30% Equity Fair for a New CTO?

Determining what’s fair isn’t easy; it depends on several factors like how early-stage the startup is, what role you're playing as a CTO, and even how much salary you're giving up.

What Experts Say

  • Vadim Kravcenko: He suggests that your equity should be influenced by how early-stage your startup is. If you're working at less than 30% of your market salary, he recommends an equity range of 26%-35%.
  • Cleveroad: They emphasize that tech co-founders should get substantial equity because they're taking on significant risk—up to 50% isn't unheard of.
  • FasterCapital: Their guide states that a pre-seed or seed stage startup's CTO might expect between 5%-15%, reflecting high risk/low salary situation.

Reddit Consensus

Reddit users seemed to agree that for a new CTO stepping into a pre-seed startup with no salary being offered at all, an equity stake of at least 20%-50% was reasonable. This aligns pretty well with the proposed 30% in the original post.

Do Accelerators Dilute Too Much?

Accelerators can really help startups grow by providing mentorship and resources but they also take some equity which dilutes founders' stakes.

Weighing Pros and Cons

  • Pros: They offer invaluable learning experiences and networking opportunities which can refine business models.
  • Cons: The dilution effect on founders' ownership can be significant; it's something every founder should consider carefully.

Summary: Aligning Interests For Success

In summary, penalized equity can help align interests among all stakeholders in a startup—provided it's done right. It allows startups to attract top talent even in competitive environments while creating a culture of accountability where everyone is driven towards collective success.

For this particular case of joining as a new CTO at such an early stage? I’d say that proposed 30% seems fair given all circumstances involved—but negotiations should definitely reflect specific contributions made by each party involved along with risks taken!

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