Real Offer Example
Engineering Manager at Seed-Stage Startup
Actual offer breakdown: $170,000 base salary plus 25,000 stock options (0.25% ownership). See total compensation and potential equity value.
📋 Offer Details
Role
Engineering Manager
Company Stage
Seed
Base Salary
$170,000/year
Equity Grant
25,000 options
Strike Price
$0.75/share
Current 409A
$2.00/share
Ownership %
~0.25%
Location
Austin, TX
📊 Total Compensation Analysis
Equity-to-Salary Ratio at Reasonable Exit
0.9×
At a $7/share exit in 5 years, your equity is worth $156,250 before taxes.
Fair Market
Typical for Seed-stage Manager
Breakdown:
- Annual base salary: $170,000 (fair for Seed Manager in Austin)
- Current option spread: $31,250 (25,000 × ($2 - $0.75)) — paper value today
- 5-year exit value (30% growth/year, 25% dilution): ~$156,250 before taxes
- Total 5-year compensation: $1,006,250 ($850K salary + $156.25K equity)
🎯 Exit Scenario Projections
| Exit Outcome |
Share Price |
Equity Value |
Total 5-Year Comp |
| Modest exit |
$4/share |
$81,250 |
$931,250 |
| Reasonable exit |
$7/share |
$156,250 |
$1,006,250 |
| Strong exit |
$14/share |
$331,250 |
$1,181,250 |
*Assumes 30% annual growth in 409A, 25% dilution from future rounds, 5-year horizon.
🔍 Market Context & Negotiation Tips
How this compares:
- Salary ($170K) is fair for Engineering Manager at Seed stage
- 0.25% equity is within range for Manager at Seed (0.15%–0.5%)
- The equity-to-salary ratio of 0.9× reflects balanced compensation
- Seed stage = 20–40% dilution risk per round — your 0.25% could shrink significantly
If you get this offer, consider negotiating:
- Ask for more equity: "Given the management scope and the early-stage risk, could we bring the grant to ~30,000 shares (0.3%)? That would align better with manager benchmarks at Seed."
- Request a refresh grant: "I'd like a one-year refresh grant to maintain my ownership through future dilution."
- Discuss reporting and scope: "Can we clarify the scope — will I be building the team from scratch, and what's the expected headcount by year one?"
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