Becki DeGraw on founder vesting, advisor equity & the 4-term-sheet play

This Week In Startups is made possible by: Wilson Sonsini: https://www.wsgr.com/en/ Today's show: One of YouTube's three co-founders left for grad school and walked away with a fraction of what his partners made on the Google sale. Becki DeGraw of Wilson Sonsini joins Jason for Startup Legal Basics to explain the vesting schedule behind that gap, and why you want one even if you never take a dollar of venture money. Learn how VCs actually respond when a founder says "I've already put in four years," and the exact language Jason gives founders to turn one term sheet into three. PLUS, why is an inactive advisor still vesting your equity, and who wrote those performance milestones? Guests: Becki DeGraw on LinkedIn: https://www.linkedin.com/in/rebecca-degraw-639bbb62/ Wilson Sonsini: https://www.wsgr.com/en/ Relevant Links: Becki DeGraw — partner in WSGR's San Francisco office — https://www.wsgr.com/en/people/becki-degraw.html TechCrunch broke the YouTube story— https://techcrunch.com/2006/10/09/google-has-acquired-youtube/ Sequoia Capital — https://www.sequoiacap.com/ Roelof Botha — led Sequoia's YouTube investment and later ran the firm globally → https://en.wikipedia.org/wiki/Roelof_Botha ESOP / employee stock option pool — https://thisweekinstartups.com/basics Founder & advisor equity documents — https://www.wsgr.com/en/services/practice-areas/corporate/emerging-companies.html Timestamps: 0:06 Becki DeGraw on why founder equity is "near and dear" to every founder 1:53 Founder vesting explained 3:49 Why you want vesting even if you never take VC money 6:05 "Why do I have to vest again?" 7:32 Leverage is a function of how many offers you have 10:36 The exact script for landing a second term sheet 14:37 Don't let an AI write your three-page vesting schedule 18:19 Character in Silicon Valley: it's a small world after all 19:49 Take the emotion out of it Subscribe to the TWiST500 newsletter: https://ticker.thisweekinstartups.com Check out the TWIST500: https://www.twist500.com Subscribe to This Week in Startups on Apple: https://rb.gy/v19fcp Follow Lon: X: https://x.com/lons Follow Jason: X: https://twitter.com/Jason LinkedIn: https://www.linkedin.com/in/jasoncalacanis Check out all our partner offers: https://partners.launch.co/ Great TWIST interviews: Will Guidara, Eoghan McCabe, Steve Huffman, Brian Chesky, Bob Moesta, Aaron Levie, Sophia Amoruso, Reid Hoffman, Frank Slootman, Billy McFarland Check out Jason's suite of newsletters: https://substack.com/@calacanis Follow TWiST: Twitter: https://twitter.com/TWiStartups YouTube: https://www.youtube.com/thisweekin Instagram: https://www.instagram.com/thisweekinstartups TikTok: https://www.tiktok.com/@thisweekinstartups Substack: https://twistartups.substack.com