Hacker News Reader

Comment by y7 | Hacker News Reader

Wait, you were offered an equity package years ago but are only now receiving the certificates, and there is still a remaining vesting schedule? This sounds extremely fishy.

I think a fixed-time vesting over 4 years is pretty standard, starting from the moment of employment, with no additional terms. If they're not happy with your performance, they should fire you, rather than withholding shares. I think 0.6% of shares is quite low, and the tax reasons sound dubious.

> How do I make sure what I vest, I really do vest and they don't change the rules again?

The position of non-voting shares is quite precarious I think, because a voting majority in the company can simply dilute shares and render the STAK-owned shares less valuable. Besides that: just read the contracts, the STAK bylaws, and once you sign the certificate holder agreement it's relatively ironclad. I'd recommend getting some legal advice.

View on HN

> The position of non-voting shares is quite precarious I think, because a voting majority in the company can simply dilute shares and render the STAK-owned shares less valuable.

They could try that but if the STAK is properly administered then the notary public would insist on those new shares being paid in full into the company account. This particular trick is fairly well defended against in NL. But there are other ways in which a STAK certificate holder could be screwed out of their rightful share. The important thing to keep in mind here is that for every certificate there is a corresponding share with all of the right associated with that share, in that sense the situation of a certificate holder is not all that different form the situation that a minority shareholder in a company finds themself in with the major difference being that certificate holders themselves do not get to vote and that someone else gets to vote the block of shares in the STAK. If that person were to act against the interest of the certificate holders in any other capacity then they would open themselves up to a pretty good case for a legal challenge.

Good to know, thanks!

> The position of non-voting shares is quite precarious I think, because a voting majority in the company can simply dilute shares and render the STAK-owned shares less valuable.

I figure this is probably the case with most employee stock grants -- it's unlikely they'll give out enough shares that even every employee working together could sway elections.

> I think a fixed-time vesting over 4 years is pretty standard, no additional terms.

This was the intial offering. I agree on most of what you said. The package isn't that interesting (especially with the possbility dilution), the extra vesting requirements seem like it takes away the last bits.

Reply on news.ycombinator.com