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1Repair Windows errors before they cause bigger problems2Fix the driver behind crashes, sound loss and screen glitches3Clear out junk files and repair common Windows errorsNegotiate terms you can document and understand—not a hoped-for IPO date, share price, or quick sale. Ask for the written equity plan and your individual award agreement, separate guaranteed cash from uncertain equity value, and make a counteroffer that still works if the listing is delayed or never happens. The plan and agreement, not informal assurances about an IPO, define your equity rights.
What does “approaching an IPO” actually mean?
Ask the company to describe where it is in the process and what milestones it expects next. A company considering a listing, one preparing internally, and one that has publicly filed are at different stages; none of those descriptions guarantees a listing date or outcome. Treat verbal timing as context, not as a compensation term.
Keep negotiating on the basis of the job and package in front of you. If the listing slips or does not happen, salary, bonus, benefits, vesting rules, and the conditions attached to your award still matter.
What documents and award details should you get?
Request the equity incentive plan, your individual award agreement, and any offer letter or amendment that describes compensation. Read the plan and award together: they govern the award’s terms and may address what happens in a liquidity event. If a recruiter or manager describes a term that matters to your decision, ask for it in the written documents.
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First establish what you are being offered—such as incentive stock options (ISOs), nonqualified stock options (NSOs), restricted stock units (RSUs), restricted stock, or another award. The award type affects its mechanics and tax reporting; the IRS directs taxpayers to guidance specific to the option type in Topic No. 427, Stock Options.
If the offer includes options
- Confirm the number of options, strike price, vesting schedule, expiration date, and post-termination exercise period.
- Ask how much cash you would need to exercise and how long you would have to act if your employment ends.
If the offer includes RSUs or another award
- Confirm when the award vests and when shares are delivered or settled.
- Ask whether continued service is the only condition, or whether an IPO, other liquidity event, or additional condition is also required.
For every award, clarify what happens to unvested compensation if you leave, your role changes, or the company is acquired. Ask whether any IPO-related acceleration is actually contractual, and what event triggers it; do not assume a listing itself accelerates vesting.
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How should you compare cash and equity?
Compare salary, bonus, and benefits separately from equity. For equity, record the share or unit count, award type, vesting and forfeiture conditions, strike price or settlement cost, and the assumptions behind any ownership percentage or value the company quotes.
| Part of the package | What to evaluate |
|---|---|
| Salary, bonus, and benefits | What is guaranteed, what is conditional, and whether the cash compensation meets your needs without a future sale. |
| Equity award | Award type and count; vesting; strike or settlement cost; exercise deadline and cash required, if applicable; and the share-count basis and dilution assumptions behind any stated ownership percentage. |
| Potential liquidity | How long you may have to wait before a sale is possible, and whether restrictions or transaction terms could limit it. |
A preferred-share financing price, internal estimate, or hypothetical IPO valuation is not cash in your account and does not by itself establish what your common shares will be worth or when you can sell. The value you ultimately realize depends on the award documents, share-count and dilution assumptions, costs, and whether a permitted opportunity to sell occurs. There is no universal formula that turns a private-company grant into dependable expected IPO proceeds.
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Could you sell shares before or just after a listing?
Do not assume that a listing creates immediate access to cash. Ask whether employees may be subject to an underwriter lock-up, trading windows, or blackout periods after the IPO, and what limits the company expects to apply. A tender offer or secondary transaction can sometimes provide pre-IPO liquidity, but neither is a guaranteed employee entitlement; availability, terms, and tax effects depend on the particular transaction.
What should you negotiate?
Make a specific counteroffer based on what you need and what is documented. If cash is below market or important to your household budget, ask first about higher salary or a guaranteed bonus rather than treating illiquid equity as equivalent cash. If the company has limited cash, you can propose a defined equity amount or refresh grant—but specify the award type, number of shares or units, vesting, and other terms in writing.
Use questions to resolve gaps rather than filling them with assumptions. Ask how the company calculated a stated ownership percentage, what share-count assumptions and potential dilution it used, and how preferred and common shares differ. If the company will not provide an answer, assess the package using the terms and information you do have. These are negotiation and diligence requests; they do not establish a universal legal right to receive every requested disclosure.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.What tax points should you check before acting?
Exercise, payment, vesting, and sale can have distinct tax and holding-period consequences. The SEC Division of Corporation Finance staff states in Question 130.01 of its Securities Act Rules interpretations: “The holding period for restricted securities acquired under an employee stock option always begins on the exercise of the option and full payment to the issuer of the exercise price.” That statement concerns the holding period for restricted securities acquired through an employee option; it does not by itself determine an individual’s federal or state tax bill, the tax result for an ISO or NSO, or the treatment of RSUs.
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Before exercising options, selling shares, or accepting a liquidity transaction, have a qualified tax professional review the actual documents and your circumstances. U.S. tax and securities details can differ from rules elsewhere; employees outside the United States should check local rules and obtain advice suited to their jurisdiction. Tender-offer tax treatment can also vary with the transaction’s terms.
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