A month ago I (and the other engineers) were finally able to sign the original STAK equity contract. It was apparently an additonal contract. This might be negligence on my side, but I simply didn't know. The equity package and vesting scheme is briefly mentioned in my initial contract. In this new contract the vesting scheme changed and included a lot of additional company and personal goals to be achieved. So it is not only time-based now. (it was said this was for tax reasons). Due to this it makes it a lot harder to vest any additional stock (about half would probably impossible to vest).
I'm on good terms with the founders and I think it is possible to renogatiate this. But I don't know where to start. I read a lot about equity packages at American startups, but this probably doesn't apply for my situation. Can anyone offer me advice - What to do best? - How do I make sure what I vest, I really do vest and they don't change the rules again? - Is it worth anything (even after an exit). - The additional goals were set because of tax authority rules (is this a straight out lie)?
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.
Also: there are ways to use a STAK to screw the stak certificate holders out of their rightful share during a liquidity event so make sure that you know who represents the STAK, ideally a notary public should be assigned as the administrator of the STAK, and not someone in the management. Best of luck!
You're about to find out exactly what terms you are on with the founders.
The easy way to find out if it's really for tax reasons is to find out whether the changes apply to everyone or just the peons. If they won't tell you, you know the answer and you know that they'll lie to you.
FWIW, if there is a legitimate difference between your terms and theirs, it's because real tax reasons apply more strictly to the folks at the top than the bottom. If your terms are worse....
You don't need to renegotiate anything. Simply hold them to the terms that were originally promised.
Of course, you know them better than any of us do. If you think it's an honest mistake he may have overlooked, just have a chat and it should be sorted for you.
Hourly rate is ok if you team up with the other engineers and pay the hourly fee together.