Meaning
Equity reserves represent a set percentage of corporate shares set aside specifically to attract and retain future employees. A stock option pool is created during early funding rounds to facilitate hiring without requiring immediate shareholder votes. This pool reduces the equity percentage of existing founders as it is established, representing a deliberate dilution of early owners.
The sizing of this reserve depends on the hiring plan for the next twelve to eighteen months.
Dilution Protection
Valuation negotiations between founders and investors often center on the creation of this option reserve. Founders typically want a smaller stock option pool to minimize their own dilution, while investors prefer a larger one to cover all planned hires before the next funding round. This pool is usually carved out before the investment valuation is applied, shifting the dilutive impact entirely to the founders.
Hiring Allocation
Option grants are distributed from this reserve to new hires over time. Each grant is governed by a vesting schedule that requires the employee to remain with the startup to earn the shares. This mechanism helps align employee performance with long-term corporate goals.
Reserve Management
Unallocated options remain in the pool until granted or returned to the company. If the startup is acquired, the unused options are usually canceled, which can return equity to the shareholders. This process requires continuous oversight from the board of directors.