What is Founder vesting?

The schedule, standard at four years monthly with a one-year cliff, under which founders earn their own stock over time so that a departing founder cannot walk away with a large unearned stake.

Why does Founder vesting matter to a founder?

Vesting protects the company from its own founders. Without it, a co-founder who quits in month six keeps their full stake, and dead equity on the cap table can make the company unfundable. Every founder goes on the schedule, including you; investors will require it anyway, and a solo founder with fully vested shares should expect a lead to ask for re-vesting as a closing condition.

What are the common mistakes with Founder vesting?

Skipping vesting among friends because everyone trusts each other. Forgetting the protective 83(b) filing when vesting is imposed or re-imposed. Giving a new co-founder shares from your own stack instead of newly issued shares. Conflating single-trigger and double-trigger acceleration; founders get single, employees double.

Founder vesting

CONCEPT · LAST REVIEWED 2026-09 · SOURCED FROM 3 SESSIONS, JAN–MAY 2026

Founder vesting means your shares are subject to repurchase by the company at the original price until they vest. The standard is four years, vesting monthly, with a one-year cliff: nothing vests for the first year, 25% at the anniversary, then monthly after that.

Why it matters

The failure case is a departed founder holding a quarter of the company.

From the room

“If you don’t impose vesting… someone quits, then they can walk off with 25% of the company. And then you can become unfundable if you have a bunch of dead equity.”

— Startup securities attorney, 15 years of practice · session, Jan 2026

Mechanics from the sessions: a solo founder with fully vested shares does not need to re-impose vesting preemptively, but if a VC makes it a closing condition the answer is “Happy to do so, I want your money,” followed by a protective 83(b) on the new restriction. A new co-founder gets newly issued shares, so everyone dilutes. Acceleration is single-trigger on change of control for founders and double-trigger for employees, because acquirers want the retention hook. On departure the company repurchases unvested shares at the issue price.

Where founders get it wrong

No vesting among friends.
Missing the protective 83(b).
Transferring your own shares to a new co-founder.
Mixing up the acceleration triggers.

Numbers from the room

Figure	Value
Standard founder vesting	4 years, monthly, 1-year cliff
83(b) deadline	30 days from grant
Repurchase price for unvested shares	Original issue price

Go deeper

Founder stock, vesting, and 83(b) is the full setup.
Related concepts: 83(b) election, IP assignment.