Meaning
Reserved share reserves created by corporate charters set aside equity specifically for future employee incentive grants. Establishing an option pool allocation determines the total percentage of fully diluted equity reserved for upcoming hires and advisory talent. Board resolutions establish these pools prior to investment rounds to prevent immediate dilution of incoming capital.
The authority of an option pool allocation stops applying once all reserved shares are fully granted or unallocated pools are formally canceled by stockholders.
Dilution Distribution
Equity pools formed before investment rounds shift future dilution costs directly onto existing shareholders. Negotiating an option pool allocation requires weighing competitive hiring needs against founder ownership retention. Institutional investors often demand larger pools to ensure recruitment capacity without diluting their new shares.
Creating excessively large equity pools artificially lowers pre-money valuations and reduces founding team equity.
Grant Mechanics
Issuing stock options from reserved pools requires explicit board approval for each grant recipient. Managing an option pool allocation involves tracking granted options against remaining unallocated shares to avoid over-issuance. Board resolutions must document strike prices and vesting schedules for every option grant.
Unallocated shares remain in the pool until assigned by board actions or removed through corporate charter amendments.
Cap Table Reserve
Ungranted equity reserves stay on capitalization tables as unallocated share capacity. Maintaining an option pool allocation accurately prevents overbooking corporate share authorizations.