Ask HN: How many times equity should I get in exchange for salary?

17 points by throwaway5861 ↗ HN
I decided to reduce my salary in exchange for equity. There were articles that used to say I should ask 3x the amount I sacrifice but I can't find them any more.

What is the 2023 advice, should I get 1x, 2x, 3x, 5x, 10x or any other amount?

Yes I've taken risk into account and I have a multiple in mind, but I want to hear from others that have does the same, what do you think?

34 comments

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You need to provide more info like: Did the company raise any money at all? Is it inside an incubator or something? How many employees it has? Does it have a proper valuation (ie: determined via a seed round)?
Raised money before multiple times, no incubator, over 50 employees, has proper valuation
I would think more about a percentage of the company based on your role and the stage of the company.

Trying to translate 1-10x your salary to equity depends on too many factors.

Talking it over in terms of percentage you'll probably get a bigger piece of the pie.

Keep in mind you're buying a lottery ticket with your reduction in salary.

Think about things like your equity vesting quarterly and over what time period.

Also at what point would your salary go back up to market rate.

Usually equity is to compensate early employees for taking less salary initially, extra effort and expertise, and risking that the startup will fail.

There should be a plan to get you back up to market rate when you are profitable or more profitable.

Company will IPO in the next 4 years, current salary above market rate, will leave the company right after the IPO to "spend more time with my family". I want to maximise my gain and willing to gamble a few $ off my pay.
So if the company doesn't IPO in four years, and instead slowly staggers into the ground over ten while always promising it'll IPO in a few years, how does that change the terms?

Also, how liquid are these shares? If you can sell at IPO, cool. If you have to hold them for a year watching to see if the share price holds or (somewhat likely) collapses, not so good.

I'd take the salary and buy stock in public companies with it.

thanks for advice!
The good thing about speculating on already-public companies is you have access to a lot of data you probably do not have access to at your current company, and of course, they are already public :)

Not that I'm advising you to speculate on the market... I just buy ETFs lol

(comment deleted)
Every company thinks they will have a successful exit in a few years. Vanishingly few do. Out of all the companies that YC has funded, how many have IPOd?
I have had friends tell me forecasts like this with complete confidence. Just curious- what industry? What info do you know that convinced you to believe this? Eager to hear whatever you're willing to share.

Look at the last 12 months. Multiple sub-sectors of public equities down >80%. Do you think people saw that coming? If they believed it enough to bet on it, the opportunity to profit was huge. That's to say nothing of private valuations.

And yet every startup with some traction and a proof of concept PMF seems confident an exit is on the horizon. Maybe for parts of the last decade this was true, but now...

In the past I chosen more equity and less salary just to show more compromise / commitment (I know). I accepted the first offer, didn't bother with how much equity it was.

Turns out that the company sold 2 yrs later (yay!), then I did the maths, and turned out that money-wise it would still have been better more salary and less equity. I still didn't care, though. I chose that job in first place driven by other factors - money in software is always good; but a healthy workplace is not always there.

I know this won't help you much with making a decision but it is my experience nevertheless.

So (just my 2c), equity is a pretty big gamble and won't give you a massive return unless maybe you are one of the first employees of the next unicorn, which is basically impossible to predict. In the end salary (or equity) negotiations boil down to leverage. If you have it, use it.

Good luck!

If the company is going to IPO in four years (as stated in another comment), it’s probably best to stick with salary alone for a year given the current macroeconomic climate. See how things are in 2024 and adjust. This is my low risk advice.
Surely the answer is (1) as much as possible but (2) realistically unless you're very senior that means you take what you are given and (3) it's all sort of made up anyway since it could be diluted so beware of over generous offers.
thanks for advice!
Yeah. Sorry, I wish I could give more firm advice.

I guess it would help to know the current share price and what the same share would be worth at IPO. Usually you can "guesstemate" at that by:

* knowing the current revenue and costs

* guessing how that will grow over the next 4 years

* decide what the market's prevailing P/E ratio will be in 2-4 years assuming for the sector and country you are in to get to share price

* work out how diluted you think you will get

* applying some risk discount to all this

It's not a bad exercise to do to be honest. But every one of those numbers have a big range of uncertainty around them. You may end up with a range of share prices from 10-1000USD per share. Then you have to decide how many to buy but it's like lottery tickets after that...

Is that a publicly traded company?

Are you founder / co-founder?

Are you employee #1-5?

If answer is "NO" on all questions, then by reducing your salary, you're purely losing money.

You won't see a penny for your "equity" even if company is sold for trillion $.

Yep, equity is like a lottery ticket, mostly worthless.
Even if a company exits very successfully, ordinary employees may get almost nothing because of ordinary agreements and conditions for other investors. Dilutions, ratchets, drag, tag, earn-out, black-out, convertibles, preferences, preemptive rights, etc. etc. You may not understand these (I only understand a few); if you do, you don't necessarily know every condition that each other investor is getting; and if you know that, you have no control over future changes.

To be clear, each of these is a quite ordinary business condition with justified business reasons. There would be no intention to harm you, as your employee share is too tiny for anyone to bother over.

But such complications can result in you getting little, even in a big successful exit.

There is no amount of equity in a private company that I would accept in replacement for salary. Statistically equity in a private company is going to be worthless.
So in your opinion crowdfunding is basically a legalised scam ?
I’m saying that it’s not my responsibility to make sure a company has enough funding to pay me my market rate.

The VCs are well diversified. They can take a risk over multiple years across multiple companies knowing that only 1 out of 10 succeed. They also get first preference during any exit event.

I am totally dependent on the success of one company’s over multiple years if I take equity instead of cash.

If a company goes out of business and I’m paid market rate and given equity (bern they’re done that), I shrug my shoulders and look for another job.

I can save enough cash if given proper cash compensation to weather a gap in unemployment, I can’t save “equity”.

In a public company, I can (and do) diversify my risk every six months when my RSU’s vest.

But even then, seeing that I work for the “frugal FAANG” that until recently has a low cap on cash compensation and the rest was in RSUs, I made sure that I could live off of the cash portion.

I wasn’t able to qualify for my second home/investment property using a normal mortgage because my income was based partially on the signing bonus/RSUs even though the four year payout was documented. I had to take a no income verification loan.

Cash is king.

I see your point. Thanks.
100x, at least.

The chances of a successful exit are vanishingly small, but like winning the lottery, you still hear about them, sometimes!!

You'll get commenters here on HN that say "I had a successful exit..." but there are orders of magnitude more people who have signed completely worthless contracts.

Even if you do have a successful exit, your payout should not be just a few times your missing salary. You won't get that money for years, and if you do, it comes with a whole host of headaches.