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Glossary

Equity, Cap Table & Ownership

Ownership structures and equity mechanics.
25 terms
409A Valuation

An independent appraisal of fair market value used for option pricing (US).

83(b) Election

US tax filing to recognize income early on restricted stock to reduce future taxes.

Acceleration

Speeding up vesting upon events like acquisition or termination.

Advisory Shares

Equity given to advisors for guidance and introductions.

Authorized Shares

Maximum number of shares a company can legally issue.

Bad Leaver

A departing person who leaves under unfavorable conditions, often losing more rights.

Buyback

Company repurchasing shares from a shareholder, often per agreement.

Cap Table

A record of company ownership including shares, options, and SAFEs.

Cliff

A minimum period before any equity vests (commonly 1 year).

Common Stock

Standard shares usually held by founders and employees.

Double Trigger

Vesting acceleration requiring two events (e.g., acquisition + termination).

Early Exercise

Exercising unvested options early, usually subject to repurchase.

Equity

Ownership in a company, usually represented by shares.

ESOP

Employee Stock Option Plan—equity incentives for employees.

Exercise

Converting an option into actual shares by paying the strike price.

Founder Shares

Shares issued to founders at the start (often at nominal price).

Fully Diluted

Ownership calculation including all potential shares (options, warrants, converts).

Good Leaver

A departing founder/employee who leaves under acceptable conditions, keeping certain rights.

Issued Shares

Shares that have been granted to shareholders.

Option Pool

Reserved shares for future employee stock options.

Outstanding Shares

Shares currently owned by shareholders (excluding treasury shares).

Shares

Units of ownership in a corporation.

Stock Options

A right to buy shares at a fixed price in the future.

Strike Price

The price at which an option can be exercised to buy shares.

Vesting

Earning equity over time, often with a schedule and conditions.