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Equity

Build Mode: Compensation, culture, and cap tables with Yuri Sagalov, GeneralCatalyst

42 min episode · 2 min read
·
Build Mode,Yuri Sagalov

Episode

42 min

Read time

2 min

Topics

Career Growth, Relationships, Investing

AI-Generated Summary

Key Takeaways

  • Early Employee Equity: Give first two to three hires significantly more equity than instinct suggests — 2% instead of 0.25–0.5%. These hires set company culture and ideally stay through IPO. Hire slowly and deliberately for these roles because their values and work style will define the organization's long-term operating norms and retention patterns.
  • Cofounder Equity Splits: Keep cofounder splits as close to equal as possible, even if one person originated the idea. An 80/20 split creates resentment over a 10–15 year journey. Designate one person as CEO to break deadlocks, and establish a clear framework for disagreeing and committing before conflict arises under pressure.
  • Cap Table Dilution Limits: Target no more than 20–25% total dilution by the seed round across all pre-seed investors, advisors, and friends-and-family participants. Beyond 25%, investors begin questioning why founders hold such a small stake before the company has scaled, and unwinding messy early cap tables is extremely difficult post-formation.
  • Advisor Equity: Default to not granting equity to advisors. Most advisors provide value for three to six months, then engagement drops sharply, yet equity is permanent. Pay advisors hourly or on success-based terms instead. Exceptions apply in regulatory, government, military, or enterprise contexts where specific advisors open doors unavailable through other means.
  • Hiring Timing: Hire only when the pain of not hiring becomes undeniable — a packed calendar with no capacity left. Avoid hiring ahead of product-market fit, particularly in sales. A strong sales team pushing a product without product-market fit generates customers who churn, creating a destructive cycle that damages morale and burns runway simultaneously.

What It Covers

Yuri Sagalov, General Catalyst's seed investment managing director, covers how founders should structure cap tables, cofounder equity splits, early employee compensation, and investor selection from day one. He draws on experience across hundreds of startups at Y Combinator, Wayfinder Ventures, and General Catalyst to provide concrete structural guidance.

Key Questions Answered

  • Early Employee Equity: Give first two to three hires significantly more equity than instinct suggests — 2% instead of 0.25–0.5%. These hires set company culture and ideally stay through IPO. Hire slowly and deliberately for these roles because their values and work style will define the organization's long-term operating norms and retention patterns.
  • Cofounder Equity Splits: Keep cofounder splits as close to equal as possible, even if one person originated the idea. An 80/20 split creates resentment over a 10–15 year journey. Designate one person as CEO to break deadlocks, and establish a clear framework for disagreeing and committing before conflict arises under pressure.
  • Cap Table Dilution Limits: Target no more than 20–25% total dilution by the seed round across all pre-seed investors, advisors, and friends-and-family participants. Beyond 25%, investors begin questioning why founders hold such a small stake before the company has scaled, and unwinding messy early cap tables is extremely difficult post-formation.
  • Advisor Equity: Default to not granting equity to advisors. Most advisors provide value for three to six months, then engagement drops sharply, yet equity is permanent. Pay advisors hourly or on success-based terms instead. Exceptions apply in regulatory, government, military, or enterprise contexts where specific advisors open doors unavailable through other means.
  • Hiring Timing: Hire only when the pain of not hiring becomes undeniable — a packed calendar with no capacity left. Avoid hiring ahead of product-market fit, particularly in sales. A strong sales team pushing a product without product-market fit generates customers who churn, creating a destructive cycle that damages morale and burns runway simultaneously.

Notable Moment

Sagalov reframes startup job security by arguing that a well-funded startup with two to three years of runway can offer more employment stability than a Fortune 500 company, which faces public shareholder pressure and executes layoffs to move stock prices regardless of individual performance.

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Episode Transcript

The thing that I usually advise to founders is also just, like, be more generous with your first two, three hires. And the first two, three hires that you have will set the culture of the company. And so to me, I think that, a, you should be very slow to hire those people because they will set the tone for the business. And, b, ideally, you want them to stay with you all the way to IPO and beyond. And so the same thing, you you really want them to feel incentivized, and you want them to feel like they got treated fairly. And that if everyone, you know, everyone gets rich together as the business gets successful. That's Yuri Sagalov, managing director at General Catalyst, where he leads the firm's seed investment strategy in The United States. Before General Catalyst, he was a partner at Y Combinator. He's worked with hundreds of early stage startups. And today, we're digging into how founders can build a cap table that functions as an extension of your team. Yuri also gives some solid advice on how founders can strategically build their compensation structures. Welcome back to Build Mode. I'm your host, Isabel Johannessen, and this is the season all about building your team. Hi, Yuri. Welcome to Build Mode. Hi. Thank you for having me. Yeah. We're excited to have you today. You have sort of been in the epicenter of the Silicon Valley investment scene for a long time from Y Combinator to Wayfinder Ventures to now the managing partner at General Catalyst. Can you just give a little bit of, you know, an intro of yourself and, you know, what you're working on a general catalyst these days? Sure. So I joined, GC about a year ago, and I helped lead all of our early stage seed investing in The US and kinda focus on the seed strategy globally as well. Before GC, I had my own seed fund called Wayfinder. I ran it for about five years. Before that, I spent about five years at YC, and I was there as a partner. And then before that, I actually started my career as an engineer. I was in grad school in Toronto. I ended up dropping out of grad school to start a company about sixteen years ago, which sounds so long ago now that I say it. And I moved to the Bay Area, did YC as a founder, and then ended up working at YC and then eventually starting my own fund. Great. Wow. So, I mean, yeah, you have probably seen almost every, every version of what a startup should do right and do wrong. Yes. I think I've seen I don't know how many thousands of startups over these years. Yeah. And I've also seen, like, every side of the table. Yeah. Well, then I'm particularly excited to have this conversation with you today because, you know, season two of Build Mode is all …

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