Equity Decoder
You got an offer with 10,000 options.
Is it worth anything?
The complete guide to understanding, evaluating, and negotiating your startup equity. Like a smart friend who actually explains the part of your offer letter nobody talks about.
PDF guide + equity calculator. Yours in 2 minutes.
Nobody ever explained this stuff.
Not in school. Not in your first job. Not even in the second one. The finance people know it, the lawyers know it, and some of the more seasoned employees know it. Everyone else is guessing.
Meanwhile, the difference between understanding your equity and not can be tens of thousands of dollars — in unexpected tax bills, forfeited options, or value you never knew you could negotiate for.
This guide makes sure you actually understand what you're looking at.
What's inside
12 chapters. 38 pages. Everything you need to evaluate any equity offer in under 30 minutes.
Equity 101 — What You Actually Got
Options vs. RSUs vs. restricted stock. ISOs and NSOs. The vocabulary you need before anything else makes sense.
Reading Your Offer Letter Like a Pro
The numbers that actually matter, vesting schedules, the exercise window gotcha, and what your percentage really means.
What Is This Actually Worth?
409A valuations, the common stock discount, running bear/base/bull scenarios, and comparing offers apples-to-apples.
Dilution — The Silent Value Thief
How funding rounds shrink your slice, the option pool shuffle, and red flags to watch for.
Taxes — The Part Nobody Wants to Read
AMT traps, the 83(b) election, QSBS (the holy grail), capital gains timing, and what to actually do.
Negotiating Your Equity
What’s negotiable, how to make the ask, using market data, and the exact scripts to use.
Refresh Grants
Why your equity doesn’t stop after year 4. Performance, promotion, and market correction refreshes.
Red Flags in Equity Offers
The structural, communication, and situational red flags to check before you sign anything.
What Happens When You Leave
The 90-day clock, good leaver vs. bad leaver, layoffs vs. resignation, and acquisition scenarios.
Secondary Markets & Tender Offers
How to sell private shares before an IPO. Platforms, tax implications, and who’s eligible.
Startup Equity vs. Public Company RSUs
The decision framework for comparing a startup offer against Big Tech RSUs. Risk adjustment and scenario modeling.
The Equity Decoder Framework & Checklist
Five questions, a pre-sign checklist, and the mental model to carry with you for every offer.
Bonus included
Equity Calculator
Plug in your numbers — shares, strike price, valuation, dilution — and model bear, base, and bull scenarios for your specific offer. Available as Google Sheets (included with guide) and as a free interactive web tool.
Who this is for
If you've ever stared at an offer letter wondering what 0.05% means, this is for you.
Early to mid-career tech employees — anywhere from your first real startup job to about five years in. Anyone who's gotten an offer letter with equity and felt a little lost.
You don't need a finance background. You need 90 minutes and this guide.
- Evaluate any equity offer in under 30 minutes
- Know what to negotiate (and the scripts to use)
- Spot red flags before you sign
- Make smarter decisions about exercising, leaving, and taxes
- Stop nodding along when someone says "409A valuation"
Understand your equity.
38-page PDF guide + Google Sheets calculator. Everything you need to make an informed decision about your offer.
$29
One-time purchase. Instant delivery.
30-day money-back guarantee. No questions asked.
About the author
Written by someone who's evaluated equity for a living.
Steph Mui spent years on the other side of the table as a venture capitalist — reviewing cap tables, negotiating term sheets, and seeing exactly how equity plays out for founders and employees.
She holds a Stanford MBA, where she co-founded an investment vehicle for classmates to invest in each other's startups. Today she's the founder & CEO of PIN (Power in Numbers), a VC-backed company making early-stage investing accessible to everyone.
Her tech and VC newsletter reaches thousands of readers, and her community spans ~350,000 people across Instagram, YouTube, and her newsletter. She built this guide because she kept seeing smart people leave money on the table — or get blindsided by tax bills — simply because nobody explained equity to them in plain English.
Follow Steph: @stephthefounder
Free: Equity Red Flags Checklist
The quick-reference list of structural, communication, and situational red flags to scan before you sign any equity offer. Straight to your inbox.
No spam. Unsubscribe anytime.
Questions
Is this legal or financial advice?
No. This guide is educational only. Every situation is different — please consult a CPA or attorney before making significant decisions about exercising or selling equity.
Does it cover RSUs too?
Yes. The guide covers stock options (ISOs and NSOs), RSUs, early exercise, 83(b) elections, and how to compare startup equity with public company RSU packages.
What format is it?
You get a comprehensive PDF guide (38 pages) plus a Google Sheets equity calculator so you can model your own offer scenarios immediately.
Who wrote this?
Steph Mui (@stephthefounder) — ex-VC, Stanford MBA, and founder & CEO of PIN (Power in Numbers), a VC-backed company making early-stage investing accessible. She's evaluated hundreds of equity offers professionally, co-founded an investment vehicle at Stanford for classmates to invest in peers' startups, and writes a popular tech/VC newsletter. Her community spans ~350,000 people across Instagram, YouTube, and her newsletter.
Can I get a refund?
Yes. If the guide doesn’t help you, you can request a full refund within 30 days, no questions asked.