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Some basic terms that must be included in the vesting agreement are: Details of the shareholder. Number of shares. Type of shares. Vesting criteria. Vesting schedule. Company buy-back options. Terms of confidentiality. Definitions and interpretations.
The vesting schedule can alternatively also be written as: The option shall not be exercisable with respect to any of the shares for the first year i.e. till (date). If the founder has provided services towards the business, the option shall become exercisable in 2nd year as to 1/4th i.e. 25% of the shares.
An example: on 01/01/2023 an employee receives 4,000 shares with a 4-year vesting and 1 cliff. It will not be until 01/01/2024 that he will unlock 25% (1,000) of the shares. From that date on, he will vest periodically for 4 years until vesting all 4,000.
For example, if co-founders have agreed for a 5 year vesting period with a cliff of 1 year, that means that the co-founder will receive his share of equity over a 4 year period and must work for the company for one year to start receiving 25% of their equity.
Standard vesting schedule A common vesting period is four years, often with a one-year cliff. This means that the employee must remain with the startup for one year before any portion of the equity grant vests, after which the remaining equity vests over the next three years.