Founders

What

A brief module of learning about founder activities related to fund raising and splitting equity.

Learning Objectives

Upon completion of this module you should be able to:

  • explain the need for complementary, rather than redundant, skills from the members of the founding team

  • explain the reasons for and against "equal splits" of founders shares

  • list the different "triggers" that create the need for founders to allocate shares among the team (e.g., incorporation, hiring employees, taking outside money)

  • explain the problem Govworks.com faced when trying to close their first round of venture capital funding regarding the three founders and their share allocations and what the solution should have been

  • list five mistakes that first-time founders make when starting companies

Instructions

  • Watch the assigned videos and presentations;

  • Read the assigned readings;

  • Complete the practice quiz or other assigned practice activity

  • Complete the assessment;

  • Complete the "Mark as Complete" checklist.

View and Read

Professor Armstrong Lecture on Founder Equity Splits

Advice on structuring founder splits, setting vesting schedules for founder shares, and documenting what you agreed upon.

Slides without narration (Rhymes melodically with Billy Idol's Eyes Without A Face)

Equity-Split-Workbook.xlsx

Founders Equity Split Workbook

Steve Poland's 1X1Media Founders Equity-Split-Workbook (.slxs)

How should founders divide the company when they are starting a startup? Equal is fair almost always, and the math is easy. Sometimes unequal is fair, especially if one founder worked a year on her own to develop the intellectual property that is now the value proposition of a new startup, and the startup needs to more co-founders with deep domain knowledge.

Excerpt on employee stock options by Ben Horowitz in "How to Manage"

Most employees can't afford to exercise their vested stock options within the 90-day window after the separate from their employer.

Professor Armstrong on what you need to know about employee stock options in your high-growth venture

A spreadsheet-based overview of what happens when early employees who were valuable and contributed a lot to the company's success leave and need to exercise their stock options (6:29). Know now...

The Biggest Mistakes First-Time Founders Make - Michael Seibel

Y Combinator CEO and Partner Michael Seibel on the biggest mistakes first-time founders make.

Topics 00:10 - Solving a problem you don't care about 1:00 - Helping users you don't care about 1:40 - Choosing cofounders you don't know well 2:20 - Not having transparent conversations with your cofounder 3:20 - Not launching 4:45 - Not using analytics 5:02 - Not knowing where your first users will come from 5:45 - Poor prioritization

Michael Seibel, Y Combinator, 12/5/2015. Michael Seibel says:

  • "Founders tend to make the mistake of splitting equity based on early work."

Any equity-split rationale you use to justify unequal founder splits will fail in at least one of four fundamental ways:

  • It takes 7 to 10 years to build a company of great value. Small variations in year one do not justify massively different founder equity splits in year 2-10.

  • More equity = more motivation. Almost all startups fail. The more motivated the founders, the higher the chance of success. Getting a larger piece of the equity pie is worth nothing if the lack of motivation on your founding team leads to failure.

  • If you don’t value your co-founders, neither will anyone else. Investors look at founder equity split as a cue on how the CEO values his/her co-founders. If you only give a co-founder 10% or 1%, others will either think they aren’t very good or aren’t going to be very impactful in your business. The quality of the team is often one of the top reasons why an investor will or won’t invest. Why communicate to investors that you have a team that you don’t highly value?

  • Startups are about execution, not about ideas. Dramatically unequal founder equity splits often give undue preference to the co-founder who initially came up with the idea for the startup, as opposed to the small group founders who got the product to market and generated the initial traction.

Equity should be split equally because all the work is ahead of you.

(Source: https://blog.ycombinator.com/splitting-equity-among-founders/ , accessed July 17, 2020)

How to Split Equity Among Co-Founders

Here are some of the most often cited reasons for unequal equity splits:

  • I came up with the idea for the company

  • I started working n months before my co-founder

  • This is what we agreed to

  • My co-founder took a salary for n months and I didn't

  • I started working full time n months before my co-founder

  • I am older/more experienced than my co-founder

  • I brought on my co-founder after raising n thousands of dollars

  • I brought on my co-founder after launching my MVP

  • We need someone to tie-break in the case of founder arguments

Tips for starting out as a non-technical co-founder, from Janine Sickmeyer on Twitter, August 26. 2020.

Thought Experiment on How You Look to Others

I have a thought experiment for you. How would you respond to investors' questions about how and why you decided to allocate equity unequally among the founders? What would your answers signal to the investors?

When They Are Throwing Money At You, Fred Wilson, AVC.com, Union Square Ventures, 1/12/2011

Fred discusses how to deal with investors who want to fund you because you're hot and they want in and/or the market for (popular tech startup category goes here) is particularly hot. All cash comes with a price, regardless of how hot you or your industry happens to be. First time I ever read an endorsement to sell some secondary shares if "you" need the money but your startup does not.


The Third Founder - Startup.com (1).mp4

The Third Founder - Scene from Startup.com

You and your co-founders each "own" hundreds of thousands of shares of stock in your startup. You're going to be rich, right? This scene from Startup.com (2001 documentary of a dot.com startup) shows what can happen when you don't require vesting of founder shares and employee stock options. Especially when you didn't know you should require a "one-year cliff."

I'll include some slides and sheets to accompany this soon.

Armstrong lecture where just about everything goes wrong, 2020-09-03

So. Much. Joy.... Thanks to everyone who helped me wade through the technological morass...

Practice

Mark as Complete

Completing this form is optional for in-person lecture-style offerings of this course.

After you have completed the Videos, readings, practice quiz, and assessment, please return to your course homepage for the next module