business - Dividing Equity Between Founders and Investors | Entrepreneur (2024)

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Q: Ifounded a company with two partners, and we're currentlylooking for a venture capital firm to invest in us. How will theequity be divided among us and the VCs?

A: Oneof the most common questions I get is about how equity should bedistributed. I'll warn you in advance: There are no hard andfast rules. Equity is negotiated on a case-by-case basis, whichmakes it hard to give any generalizations. I'll try to givesome thoughts on what to consider when you give out equity.

Dividing Equity AmongFounders
Founders receive equity for what they bring to the table. How muchof the company they own as a result of their contribution is purelyup to the group to decide. There are several factors that need tobe considered, however.

  • Timing, size and duration of contribution: The earlier,bigger or longer the contribution to the company, the more equity afounder should receive.
  • Power: Equity conveys voting power and control over thebusiness. Generally, founders who intend to stay with the businesslong-term should retain the most control. I have heard itrecommended that one individual own at least a 51 percent of thecompany, to provide consistent decision-making when resolution isneeded. Equal partners, while great in theory, can destroy acompany when the partners don't agree and have no way toresolve fundamental disagreements.
  • Money: Early money is a contribution for equity. Moneyhas the side effect of valuing the company. If you give 10 percentof the company for someone contributing $50,000, it implies acompany value of $500,000. If you try to raise money immediatelythereafter, that valuation could hurt your negotiating ability. Butif substantial infrastructure has been built in the meantime--ifcustomers have been acquired or if more of a team has beenbuilt--then a higher angel/VC valuation is justified.
  • Kind of contribution: A founder may contribute in manyways. Some bring patents or product ideas. Some bring businessexpertise and ongoing work to build the business. Some bringcapital. Some bring connections. Some may bring big names orreputations which convey credibility with VCs and/or clients. Onebig name that provides instant credibility may, in fact, be worthmore to the company than a founder who actually puts in the work tobuild the business. Make sure to understand what each founder'scontribution is and value it appropriately.

We Have Five Founders--What DoWe Do?
Negotiate, big-time. Too many founders can be a big problem. As thecompany reaches for outside funding, you make many decisions aboutequity, contribution and dilution. The more equity-holders, themore negotiation has to enter into each of these decisions.

Having several founders makes it hard to keep everyoneadequately compensated. By the time of harvest (IPO oracquisition), the founding group can expect to own about 20 to 30percent of the company. With one founder, that can mean riches.With several founders, that may mean splitting the pie into so manypieces that no one is happy with the value of his or her piece.

In short, fewer major equity holders are better. If you'vealready got several, make sure to tie each founder's vesting tothe contribution you're expecting from him or her.

How Much Will Investors Expectto Own?
The basic formula is simple: If you need to raise $5 million, andan investor believes the company is worth $15 million, you willhave to give them 33 percent of the company for his money.

Different investors value companies in different ways. Some lookat the quality of the idea, assets, market size and managementteam. Some rely on financial projections. Some simply look for"big ideas" and determine their percentage ownershippurely through negotiation.

I asked a couple VCs, some entrepreneurs who recently receivedfunding and an angel investor how much of a company is typicallygiven up in the first round. While one VC had seen investments aslow as 5 percent, the majority thought that first-round investorsusually take between 25 and 45 percent of the equity.

One entrepreneur remarked: "The better thing to ask is, howmuch should management and founders try to hold onto before theIPO? Answer: as much as possible, but no less than 25percent."

The entrepreneur has an important point. If it comes down to themoney (as it often seems to, these days), what matters ispercentage ownership at harvest multiplied by the valuation atharvest. Owning 1 percent of a company with a billion-dollarvaluation is still more interesting than owning 10 percent of acompany with a $50 million-dollar valuation.

What Equity Should Part-TimeContributors Expect?
Not very much. The reality of the situation is that start-upsusually require 150 percent commitment by everyone involved.Venture capitalists insist equity be given in return for ongoingcommitment. Even founders who stay with the company have amultiyear vesting schedule. Many VCs will not allow equity to begiven to part-time employees or contractors.

There is a one-time contribution for stock that is routinelymade: giving capital itself. A cash investment for stock lets theinvestor own the stock free and clear, with no further contributionrequired. Having part-time contributors purchase stock outright maybe the best way to include them in the deal.

What Does Ownership Look LikeAfter the First Round?
According to Ann Bilyew of Advent International, a typical firstround is:

  • Founders: 20 to 30 percent
  • Angel investors: 20 to 30 percent
  • Option pool: 20 percent
  • Venture capitalists: 30 to 40 percent

Stever Robbins is the founder and President ofLeadershipDecisionworks Inc., a national training and consultingfirm that helps companies develop the leadership and organizationalstrategies to sustain growth and productivity over time. His website is http://LeadershipDecisionworks.com.

business - Dividing Equity Between Founders and Investors | Entrepreneur (2024)

FAQs

How do you split equity between founders and investors? ›

Splitting equity amongst co-founders fairly
  1. Rule 1: Aim to split as equally and fairly as possible;
  2. Rule 2: Don't take on more than 2 co-founders;
  3. Rule 3: Your co-founders should complement your competencies, not copy them;
  4. Rule 4: Use vesting. ...
  5. Rule 5: Keep 10% of the company for the most important employees;

How should equity be split between founders? ›

The general rule for who early-stage founders should give equity to includes themselves, outside advisors, and any early hires.

How much percentage should I give my co-founder? ›

Founders: 20 to 30 percent divided among co-founders. The company contribution is rarely exactly 50/50 and the equity split should be based on a variety of factors, including those discussed above. Angel Investors: 20 to 30 percent. Venture Capital Providers: 30 to 40 percent.

How much equity should I give my co-founders? ›

Investors own 20-30% of startup shares, while the founders and co-founders should have more than 60%. You can also leave around 5% of available shares but allocate 10% to employees.

What are the different ways to split equity? ›

There are two ways to split equity: equally and dynamically (unequally). Before having a conversation with your partner about splitting equity, understand when to do these types of splits and their benefits and drawbacks.

Why startup founders shouldn t divide ownership equally? ›

The problem, though, is that when shares are split evenly, no one founder feels they have ownership of the company and the responsibility for running it. And that often means that nobody takes charge, and the startup stalls.

Do founders get equal equity? ›

Splitting equity among co-founders is one of the earliest and most important decisions for your startup. Only about one-third of companies grant the same amount of equity to each co-founder, according to Carta data, while the majority of companies decide to vary their equity split between co-founders.

How many shares should I issue to founders? ›

Regardless of your initial funding, a new startup's sweet spot is usually 10 million authorized shares. However, just because 10 million shares have been approved does not indicate that all or even the majority of them should be allocated or granted to founders or thrown into the employee stock option pool immediately.

How much equity do founders keep by Series A? ›

Because → Series A investors will typically expect 50% owned by active founders and employees. Why? You get the drill.

Does a co-founder get 50%? ›

Equal ownership equity splits are determined by dividing 100% of the equity shares by the number of co-founders involved in the start-up. If there are five co-founders, each co-founder receives 20% equity in the company.

How much equity should investors get? ›

There are, however, a number of words of wisdom to take on board and pitfalls for a business to avoid when taking their first big step. A lot of advisors would argue that for those starting out, the general guiding principle is that you should think about giving away somewhere between 10-20% of equity.

Is 1% equity in a startup good? ›

Up to this point, generally speaking, with teams of less than 12 people, the average granted equity for startup employees is 1%. This number can be as high as 2% for the first hires, and in some circ*mstances, the first hire(s) can be considered founders and their equity share could be even greater.

How much equity should founders have at seed? ›

The general rule of thumb for seed rounds is that founders should target giving away between 10% and 20% equity.

How do you calculate founder dilution? ›

Simply, we can calculate dilution in a cap table by subtracting the percentage of ownership before investment (No. of outstanding shares) from the percentage of ownership after investment (No. of issued shares), and the final result is the percentage of equity dilution in the cap table.

How much equity should the CEO of a startup have? ›

When determining CEO equity, one important factor is founding status. Is the CEO also a founding member of the startup, or has this person been hired after the company gets off the ground? Startup financial advisor David Ehrenberg suggests that 5 to 10 percent is a fair equity stake for CEOs who join the company later.

What are four types of equity? ›

There are a few different types of equity including:
  • Common stock.
  • Preferred shares.
  • Contributed surplus.
  • Retained earnings.
  • Treasury stock.

What are the three main categories a company's equity can be divided into? ›

There are three types of equity in a company: common equity, preferred equity, and retained earnings.

Does equity mean ownership? ›

Equity typically refers to the ownership of a public company or an asset. An individual might own equity in a house but not own the property outright. Shareholders' equity is the net amount of a company's total assets and total liabilities as listed on the company's balance sheet.

Can 2 people be founders of a company? ›

It's entirely possible for a business to have both a founder and co-founder. In the startup community, a founder is a person who establishes a business, turning profitable ideas into actual profit. The founder sets up the business infrastructure and works to get it off the ground.

What are the disadvantages of distributing founder shares equally among co founders? ›

Splitting equity equally can make co-founders feel as equals. This often leads to a sense of equal or co-responsibility for the success or failure of the business. Be careful that the equal division does not demotivate the higher-performing members of the team.

Do founders own equity True or false? ›

Perhaps counterintuitively, founders of a company do not automatically own equity in it. Instead, they purchase their shares (often described as “founder stock”) from the company shortly after incorporation. As the company has almost no value immediately after incorporation, the shares will be very inexpensive.

What type of equity do founders get? ›

Founders stock refers to the equity that is given to the early founders of an organization. This type of stock differs in a few important ways from common stock sold in the secondary market. Key differences are (1) that founders stock can only be issued at face value, and (2) it comes with a vesting schedule.

Do equity owners get profits? ›

If you sell a share to someone for $10, and the stock is later worth $11, the shareholder has made $1. That profit, though, exists only on paper and can disappear unless the shareholder locks it in by selling the share.

What is the 500 shareholder rule? ›

The 500 shareholder threshold was a rule mandated by the SEC that required companies to publicly disclose financial statements and other information if they achieved 500 or more distinct shareholders.

Can a founder can only get 30% of company share? ›

You can keep more or less of your stocks for founders. Many businesses have between 5 and 30 percent founder ownership at the company's IPO.

How is equity distributed in a startup? ›

When your startup is in the initial stages, the founder or the co-founders usually own it entirely, typically in a 50/50 split, or 60/40, depending on various conditions. As you grow, equity is distributed among those who contributed to fund your startup, give you advise, or develop your product/service offerings.

What percentage do Series A investors get? ›

During a Series A round, investors will usually be able to purchase from 10% to 30% of the business. Series A investments are generally used to grow the business, often in preparation for entering into the market.

How much do founders pay themselves after funding? ›

2022 Startup Founder Salary Guide

In the US tech startups that have raised money tend to pay their founder CEOs about $130,000 $150,000 per year (updated for 2022 data). My firm runs payroll, accounting, etc. for funded startups (seed and venture stages), and we annually conduct a study of startup CEO salary.

How much do Series A founders pay themselves? ›

The same article also mentions a 2021 survey from Pilot, an accounting firm that focuses on start-ups. This survey demonstrated that founders of companies who had raised $1 million to $5 million paid themselves an average of $96,700.

What determines founder salary? ›

So, your salary as a founder depends on the state of your startup's cash flows and not on its profitability. Also, while deciding your pay, you need to account for the source of investment, that is, where the money is coming from – your personal account, investors' pockets, or the revenue generated by the company.

What is the best age to be a founder? ›

No one ever said that you can't be a successful entrepreneur at age 22 or 62. There are many. But research definitely points to the fact that education, experience, opportunity, network, and funding all come together in the mid-30s and position a founder to have the best chance of success.

Can a co-founder have no equity? ›

There is no rule or law in terms of who gets cofounder status and who gets equity.

What is a fair percentage for a silent partner? ›

Once your business turns a profit, the silent partner receives 20% of the net profit. The profit is what's left after you subtract business expenses from your total sales revenue.

What is the 2 20 rule equity? ›

The 2 and 20 is a hedge fund compensation structure consisting of a management fee and a performance fee. 2% represents a management fee which is applied to the total assets under management. A 20% performance fee is charged on the profits that the hedge fund generates, beyond a specified minimum threshold.

Is it OK to invest 100% in equity? ›

In theory, young people investing for retirement should absolutely have 100% of their portfolio invested in equities. The biggest risk in the stock market is a crash which brings lower prices. Your best-case scenario as a young saver/investor is that you get to put more savings to work at lower prices.

How much equity is enough? ›

Lenders typically require that you have between 15 percent and 20 percent equity in your home in order to take out a home equity loan or line of credit.

What is the best equity ratio? ›

What is a good debt-to-equity ratio? Although it varies from industry to industry, a debt-to-equity ratio of around 2 or 2.5 is generally considered good.

What is the average startup exit value? ›

According to the data, the average successful startup has raised $41 million in venture capital and exited for $242.9 million dollars since 2007. Among those that were acquired, Crunchbase reports startups raised an average of $29.4 million and sold for $155.5 million.

How much equity should founders have at Series B? ›

Series B Round
GroupPre-Series SeedPost Series B
Founders100%15%
Series Seed Investors25%
Series A Investors25%
Series B Investors25%
2 more rows

How much founder dilution is normal? ›

Therefore, upon completing this round, startups should aim that all external investors have no more than 50% of the fully-diluted cap table. Said another way, founders and ESOP combined should be close to or higher than 50%.

Which anti dilution is best for founders? ›

The most common types of anti-dilution are full ratchet and weighted average (which can be broad or narrow – but we'll get to that). Full ratchet anti dilution is generally better for investors while weighted average is more founder-friendly.

What is an example of equity dilution? ›

More about equity dilution

In the example below, ABC Co. started with 100,000 shares owned by 100 unique shareholders—meaning each shareholder owned 1% of the company. To raise more capital, the business issued 10,000 new shares to 10 new shareholders, so that 110 shareholders now own 0.9% of the company each.

What percent of equity should founders get? ›

The short answer to "how much equity should a founder keep" is founders should keep at least 50% equity in a startup for as long as possible, while investors get between 20 and 30%. There should also be a 10 to 20% portion set aside for employee stock options and, in some cases, about 5% left in a reserve pool.

How much does a CEO of a $10 million dollar company make? ›

Median chief executive officer total direct compensation (the sum of salary, short-term incentives and long-term incentives) is $425,000 for the entire survey population of family businesses. For companies with revenue below $10 million, median CEO total direct compensation is $200,000.

What percentage of a company should a CEO own? ›

The Point of Points

In terms of actual percentage ownership in the company, 5% to 10% is a ballpark area to consider offering your potential CEO. Use the previously mentioned factors to choose which end of that range makes more sense. In addition to an actual percentage, consider also vesting timetables tied to goals.

How is equity distributed in the founders on the team? ›

Equity—non-cash compensation that represents partial ownership in a company—allows you to attract talent to an early-stage startup. Founding team equity is typically distributed among those who join the startup in its earliest stages, i.e., founders, financial backers, and employees.

How do you allocate equity to investors? ›

Dividing equity within a startup company can be broken down into five simple steps:
  1. Divide equity within the organization.
  2. Divide equity among company founders.
  3. Allocate money to investors.
  4. Divide the option pool into three groups: board of directors, advisors, and employees.
  5. Create a vesting schedule.

How much equity should a founder get in a startup? ›

The short answer to "how much equity should a founder keep" is founders should keep at least 50% equity in a startup for as long as possible, while investors get between 20 and 30%. There should also be a 10 to 20% portion set aside for employee stock options and, in some cases, about 5% left in a reserve pool.

What is the equity distribution rule? ›

Equitable distribution is a principle in divorce law governing the allocation of marital property between spouses. In states that use equitable distribution, courts try to achieve a fair allocation of property based on a list of factors or guidelines set forth by state law.

How much equity do startups give to investors? ›

Founders typically give up 20-40% of their company's equity in a seed or series A financing. But this number could be much higher (or lower) depending on a number of factors that we will discuss shortly.

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