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Compensation

Equity, explained: reading a senior offer before you sign

Rivago Research·6 May 2026·9 min read

Options vs RSUs, strike prices, cliffs and refreshers — a plain-English guide for candidates weighing an offer.

The four-year, one-year-cliff standard

The overwhelming majority of equity grants at venture-backed companies vest over four years with a one-year cliff — meaning nothing vests until the twelve-month mark, then a quarter vests at once, with the remainder vesting monthly or quarterly afterward. Leaving before month twelve typically means walking away with zero equity, full stop.

Strike price and the 409A valuation

The strike price — what it costs to actually exercise an option — is set at the 409A valuation at the time of grant, a formal appraisal meant to reflect fair market value of common stock, usually a fraction of the preferred-share price investors pay. A lower strike price at grant is generally better for the candidate, because the spread between strike price and eventual sale price is where the value sits.

We encourage every candidate at offer stage to ask directly for the current strike price and the date of the last 409A — a company that can't answer quickly is worth a second look.

The post-departure exercise window

Standard practice sets a 90-day window to exercise vested options after leaving a company, after which unexercised options are typically forfeited. A growing number of companies now offer extended windows — some up to ten years — which materially changes the calculus of ever leaving. It is one of the highest-leverage, lowest-cost things a candidate can negotiate.

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