Equity & options

Reverse vesting

Also called founder reverse vesting, restricted stock repurchase

Reverse vesting means a founder already owns their shares outright, but the company holds a right to buy them back at cost if the founder leaves, with that repurchase right lapsing over a vesting schedule.

Why founders hold shares this way

Employees receive options that vest into ownership. Founders typically already own their stock from incorporation, so the same protection is achieved from the other direction: the shares are issued, and the company can repurchase the unvested portion if the founder departs early.

As the schedule runs, the repurchase right falls away. After four years the company can no longer buy any of the shares back and the founder holds them cleanly.

The tax consequence founders miss

Because the shares are owned from day one, filing an 83(b) election in the United States within 30 days of issuance lets a founder be taxed on the value at grant, which is usually near zero, rather than as the repurchase right lapses at rising valuations.

Missing that 30-day window can create a substantial tax bill on paper gains for stock the founder cannot sell. Equivalent elections and treatments vary by country; this is not tax advice.

Worked example

  1. Two founders each hold 4,000,000 shares subject to four-year reverse vesting with a one-year cliff.
  2. One leaves after 18 months.
  3. Vested: 18/48 of 4,000,000 = 1,500,000 shares, which they keep.
  4. Unvested: 2,500,000 shares, which the company may repurchase at the original purchase price, usually a nominal amount.

Common questions

What is the difference between vesting and reverse vesting?

With ordinary vesting you gain rights over time. With reverse vesting you own the shares already and the company's right to buy them back disappears over time. The economic outcome is very similar.

Why do investors require founder reverse vesting?

To ensure founders stay through the period their equity is meant to compensate. A founder leaving in year one with a large unrestricted stake is a serious problem for everyone still building the company.

What is an 83(b) election?

A US filing made within 30 days of receiving restricted stock, electing to be taxed on its value at grant rather than as restrictions lapse. For founders with near-zero-value stock at incorporation it usually means paying almost no tax then, instead of significant tax later.

Related terms

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