How much equity to ask for when you join an early-stage startup

Ask which hire you are, not what the title says

The offer says "founding engineer" or "first marketing hire" and a number of shares. Before you think about whether the number is fair, ask one plain question: how many people have joined before me, not counting the founders? Hire order moves early equity more than almost anything else, and a "founding" title can mean hire one or hire nine.

Carta's benchmarks from more than 9,000 initial grants to the first ten hires at startups in 2024 put the median at 1.50% of fully diluted shares for the first hire, and Carta notes that by the sixth hire grants center around 0.3%. SaaStr's summary of Carta's seed data fills in the steps: 0.85% for the second hire, 0.50% for the third, 0.44% for the fourth and 0.33% for the fifth. These are full four-year grants, not yearly amounts. Carta's H1 2026 compensation report shows first-hire grants still climbing: a median of 1.75% over the past two years, and 4.26% at the 75th percentile.

Read medians as the middle, not a floor or a promise: half of the grants were smaller. The spread is wide because role, risk and salary differ, which is exactly what you will negotiate.

• Hire 1: median about 1.5% (Carta 2024) to 1.75% (Carta, H1 2026 report).
• Hire 2: about 0.85%. Hire 3: about 0.5%.
• Hire 4 and 5: about 0.44% and 0.33%.
• By hires eight to ten, Carta says medians differ by only a couple of hundredths of a percent.

Turn the share count into a percentage you can check

Offer letters usually state a number of shares or options, not a percentage, because the percentage changes as the company issues more stock. A share count on its own tells you nothing. Ask for the fully diluted share count: every issued share plus the whole option pool, granted or not, plus anything already promised to convert (SAFEs and notes are the usual suspects at seed).

Then the math is one line. It is also the fairest way to compare two offers from companies of different sizes. If a founder is unwilling to share the denominator, that is information too.

My grant: ______ options (or shares)
Fully diluted shares (incl. full option pool and expected SAFE/note conversion): ______
My percentage = my grant ÷ fully diluted shares = ______ %

Example (illustrative): 60,000 options ÷ 8,000,000 fully diluted shares = 0.75%

What honestly moves your number up or down

Benchmarks give you the range. Where you land inside it depends on a handful of things you can actually talk about with the founder, without bluffing.

• How early you are: hire one carries more risk than hire six, and the data rewards it.
• How much you will own: building the product or a whole function from zero is a bigger ask than joining a defined role.
• The salary you give up: if you take well below market cash, ask for more equity, and say so out loud. If you ask for full market salary, expect less equity.
• Your track record: having done the same job at a similar stage is the strongest argument you have.
• The company's stage: later companies grant smaller percentages, but each share has more evidence behind it. Carta reports the median option pool at 12.9% of fully diluted equity at seed and 15.1% at Series A, so the pool your grant comes from is finite.
• If you are really a late co-founder (shared risk, no salary, building the core from scratch), the employee benchmarks stop applying. That is a co-founder conversation, and our guide on how to find a cofounder covers how people test that fit.

Check the vesting before you celebrate the percentage

Equity is earned over time. Carta describes the standard for venture-backed startups as a four-year grant with a one-year cliff: nothing vests in your first year, a quarter vests on your first anniversary, and the rest vests monthly (1/48 of the grant each month) until year four. Leave at month eleven and you keep none of it.

Ask three follow-ups: when does vesting start (your start date, or the board approval date?), will there be refresh grants as you grow, and what happens to unvested equity if the company is sold (acceleration)? Each grant vests on its own schedule, so a later refresh starts its own four-year clock.

Options, strike price and the 90-day trap

Most early employees at US-style startups get stock options: the right to buy common stock later at a fixed price, the strike price. Your cost to own the shares is strike price × number of options. With 60,000 options at a $0.40 strike, that is $24,000 to exercise all of them, before any tax.

Ask how long you have to exercise vested options after you leave. Ninety days is common: Carta reports that only about 14.7% of option grants held by departed employees in Q2 2026 got a post-termination exercise period longer than 90 days. If you might leave before an exit, a short window can force you to pay to exercise or walk away from vested equity, so a longer window is a fair thing to ask for.

Taxes depend on the type. The IRS separates incentive stock options (ISOs) from nonstatutory options; to keep ISO treatment you must generally exercise within three months of leaving your job, and exercising ISOs can trigger alternative minimum tax. Some very early hires receive restricted stock instead of options; for those, a Section 83(b) election must be filed within 30 days of the transfer. Rules differ outside the US, so get local tax advice before you sign or exercise. This guide is general information, not tax or legal advice.

What your slice could actually be worth

Two things shrink a percentage between signing and an exit. Dilution: each new round issues new shares, so your slice gets smaller even as the company (hopefully) gets more valuable. And liquidation preferences: investors usually hold preferred stock that is paid back before common stock, which is what employees hold. Carta's own example shows common holders receiving nothing when a company sells for no more than the investors' preference.

Run a rough, honest scenario before you trade salary for equity. Use round numbers and assume nothing is guaranteed. If you want a refresher on how rounds and valuations are reported, our guide on reading a funding announcement walks through the math.

Illustrative scenario (made-up numbers, for the method only)
Start: 0.75% of fully diluted shares
After a Series A that sells 20% of the company: 0.75% × 0.80 = 0.60%
Good exit: company sells for $100M, well above investor preferences, investors convert → 0.60% × $100M = $600,000, minus $24,000 to exercise, before tax
Small exit: company sells for less than the total investor preferences → common stock, including yours, may receive $0

Ask the founder: how much has been raised so far, and on what preferences?

How to ask, in one calm message

Get every detail in writing first: grant size, fully diluted shares, strike price or latest 409A valuation, vesting start date, exercise window and grant type. Then ask for one specific number and give the reason. Founders hear vague "can you do better?" all day; a reasoned ask is easier to say yes to.

If the percentage is fixed, negotiate around it: a longer exercise window, an earlier refresh review, a different salary-equity mix, or acceleration if the company is sold.

Hi [Name],

Thank you, I'm excited about this and I'd like to get to yes. Before I sign, could you share the fully diluted share count, the strike price (or latest 409A), the vesting start date and the post-termination exercise window?

From what you've told me I'd be hire #[N] and I'd be building [function] from scratch, at a salary about [X]% below what I'm earning now. Based on Carta's benchmarks for that hire number, I'd like to discuss [Y]% rather than [Z]%. If the grant size is fixed, a longer exercise window or a refresh review after 12 months would close most of the gap for me.

Happy to talk it through,
[Your name]

Signs to slow down

None of these is automatically a deal-breaker, but each deserves a direct question before you sign.

• Equity promised verbally, with no grant document or board approval timeline.
• A share count with no fully diluted total, or a percentage with no share count.
• "Founding" title, employee-sized grant and a large salary cut all at once.
• No answer on how much has been raised and on what terms.
• A very short exercise window combined with a high strike price you could never afford to pay.

Find a startup worth joining on Solution

A good equity negotiation starts before the offer: with a startup whose stage, plans and team you already understand. That is what Solution is for when you want to join a startup. Founders, investors, advisors and the developers, designers and operators looking for a startup worth joining are in one room, and you find each other by what you offer and what you need, so the first conversation already has a reason. A startup page shows what the company does, its stage, what it's raising and the roles it needs, which are exactly the facts you'll want in front of you when the equity talk comes.

Here's how to use it when you're looking to join:

• Create a free profile that says plainly what you offer (your role, the function you could build) and what you're looking for.
• Explore startup pages and read them with this guide in mind: stage, what they're raising and the roles they need tell you roughly which hire you would be and how much risk you'd take on.
• Follow the startups you're curious about, and believe in the ones you have real confidence in: the founder gets a notification saying who believes.
• Answer the short Smart Connections questionnaire. It suggests people and says why each one fits (what you need, how you work and where you are), so you reach out with a reason instead of a cold message.
• Look for Co-founder, Partner, Paid role and Junior role requests from founders, and answer the ones that match you; replies land with the founder in one place. Founders can also search for people who are open for work, by what they help with, field and location.
• Free and Membership, plainly: a profile, exploring people and startups, following them, a startup page, your first three messages and seeing that Smart Connections has picks for you are free. Membership lets you message anyone directly, see who Smart Connections picked and why, post and answer requests, appear in the directory and join events.