What is your equity offer really worth?
Got a job offer with stock options or RSUs and no idea what they are actually worth? The big headline number usually overstates what you would take home. Cliff shows the realistic range, once the company grows, investors get paid first, and most startups do not strike gold.
Your outcome, end to end
- Most likely
- $0
- Average
- $63k
- Chance of any payout
- 39%
In a lot of runs you take home nothing. In the better half, the range runs up to about $179k.
A few rare, large exits pull the average above the typical outcome, so the average is not what to expect on any single result.
In plain terms: about 61% of outcomes pay nothing, 25% pay $50k or more, and 0% pay over $1M.
- Nothing$061%
- Modestup to $50k14%
- Meaningful$50k to $250k18%
- Strong$250k to $1.0M6%
- Life-changingover $1.0M0%
- Chance over $100k
- 17%
- Chance over $1M
- 0%
- Headline they quote
- $100k
- Your slice now → at sale
- 0.20% → 0.13%
- Sale to clear $0
- $31M
See the detailed charts: payout curve and full distribution
Each point: if the company sells for that much, this is your cut. It stays at $0 until the sale is big enough to pay investors back and cover your purchase cost.
- Your take-home
- You first clear $0 at a $31M sale
- A typical (median) sale here
We simulate thousands of sales, from total failure to a giant exit, and sort your take-home into buckets along the bottom. Each bar is a take-home amount; how tall it is shows how often that amount came up. The tall bar on the far left is the 61% of futures that pay nothing at all.
The single bar on the far right gathers every payout above $179k, the rare large exits.
- Most typical (median): $0
- Average (mean): $63k
- Any payout at all: 39%
When the average sits well above the typical outcome, most of the value is concentrated in a few rare, large exits.
Compare it to cash
Equity is only worth a pay cut if it can beat the cash you give up. Put in how much cash per year you would trade for this equity (a lower salary you would accept, or what a safer job pays), and see how the equity stacks up.
- Cash you would bank
- $80k
- Chance the equity beats that
- 20%
- Sale price for equity to match
- $107M
In other words: to match $80k of cash, the company would need to sell for about $107M, and across the simulated futures the equity does at least that well about 20% of the time. The rest is yours to weigh.
Read this before you trust the number
Cliff makes a few simplifying assumptions so it can give you a number at all. Here are the ones most likely to matter for what you entered, and what to check.
We modelled the preference type you chose, paid from one pooled stack off the top.
Real cap tables can stack preferences by round with different seniority, and the dollar amount already folds in any multiple, so the exact terms can raise the bar a sale must clear before your shares are worth anything.
AskConfirm the multiple, whether the preferred is participating, and whether later rounds rank ahead of earlier ones.
We applied one blended tax rate to your gain.
With ISOs you can owe alternative minimum tax on paper gains at exercise, before any cash exists to pay it.
AskAsk whether your options are ISOs or NSOs, and model AMT before you exercise.
We assumed you can hold your vested options to a sale.
Many plans give you only 90 days after you leave to buy your vested options, or you lose them.
AskAsk how long you have to exercise your options after you leave.
Other things can affect this too. Open the advanced assumptions to adjust any of them.
Questions to ask before you decide
Most of what changes the answer is information only your employer has. These are the questions that pin it down. Copy any one and send it as is.
Could you share the company's current fully diluted share count? I want to understand what percentage my grant represents.
Your ownership percentage is meaningless without this number.
What was the price per share in the most recent funding round, and what is the current 409A value?
These set what your shares are worth today and where your strike price sits.
How much have investors put in so far, and what are the liquidation preference terms (multiple, and participating or not)?
Investors are repaid on these terms before you. “Participating” terms can mean a sale that looks large still pays common shareholders little or nothing.
Non-participating: investors take their money back or convert to a share, not both. Participating: they take their money back and also share the rest.
How long do I have to exercise my vested options if I leave? Is it the standard 90 days or longer?
A short window can force you to spend real cash quickly or lose what you earned.
Are these stock options or RSUs, and if options, are they ISOs or NSOs?
It changes how and when you are taxed.
ISOs and NSOs are US option types, taxed differently. Other countries have their own schemes. RSUs are shares with no price to pay.
Is there single or double-trigger acceleration if the company is acquired?
It decides whether your unvested shares vest when the company is sold.
Single-trigger vests your shares when the company is acquired. Double-trigger vests them only if you are also let go after the acquisition.
New to the words? Read the plain-English glossary or browse the concept explainers.
Cliff is a teaching and decision model, not financial or tax advice. It models the preference you choose (non-participating, participating, or capped) from one pooled stack, without per-round seniority, and applies one effective tax rate. It is built around US equity and tax conventions, so the details vary by company and country. Use it to build intuition and ask sharper questions, then talk to a professional before deciding.
How Cliff values a startup equity offer
Cliff models the things that decide what a startup equity offer is really worth: dilution across future funding rounds, vesting, the liquidation preferences that pay investors before employees, taxes, and the wide distribution of exit outcomes. It turns the headline grant number into a realistic range of what you would actually take home.
The stance is neutral. Cliff does not argue that equity is a jackpot or a trap. It shows the most likely outcome, the average, and the chance of clearing the thresholds you care about, and leaves the decision to you. Nothing you enter leaves your browser.