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How startup convertible notes work: debt characterization, maturity options, caps and discounts with conversion math, OID and conversion tax caution, QSBS timing at stock issuance, and Regulation D basics.
ISOs and NSOs have fundamentally different tax treatment. Understanding those differences — including the AMT trap, the $100K limit, and post-termination rules — is essential for founders and employees.
Founder vesting explained: four years with a one-year cliff, ownership versus vesting, repurchase terms, 83(b) elections, and what happens at departure or acquisition.
SAFEs are widely used in U.S. pre-seed and seed financings, but “simple” does not mean uncomplicated. Learn how a SAFE works as a security and contractual right, what conversion and payout terms do, and what to model before you sign.
Governor Ferguson signed ESHB 1155 on March 23, 2026, banning virtually all noncompetes in Washington effective June 30, 2027—retroactively. The prior income threshold and garden leave framework are gone. Here’s what changed and what you must do.
January is prime time for compliance slip-ups that quietly turn into bigger problems later—loss of good standing, IRS penalties, or unpleasant surprises during fundraising.
2025 has already brought several noteworthy changes to U.S. tax and corporate law that will affect tech founders, early‑stage employees and investors.
Golden-parachute taxes: the 20% excise tax, compensation base, accelerated-equity valuation, shareholder-vote conditions and worked cash-bonus examples.
A proposal to make 83(b) treatment automatic for suitable restricted-stock transfers, with an informed opt-out and protection against unexpected current tax.
Section 1202 is available only to C corporation stock. Why LLC units and S-corp shares never qualify, what an entity conversion does and does not fix, and how OBBBA changed the caps and holding periods.
