Reverse vesting
Also called: founder reverse vesting
ELI5
Founders hold shares, but unearned shares can be taken back if they leave.
Used in conversation
“Reverse vesting was introduced at the seed round.”
Definition
A structure in which founders own shares initially but the company can repurchase unvested shares if service ends.
Here “Reverse vesting” means: A structure in which founders own shares initially but the company can repurchase unvested shares if service ends.
Pitch context
You will see “Reverse vesting” in fundraising decks, data rooms, term sheets and investor conversations when the discussion reaches founder & employee equity.
Why it matters: In founder & employee equity, a loose definition can change rights, obligations, approval, disclosure or enforceability.
Caution
Meaning, enforceability and required process vary by jurisdiction and agreement; this definition is not legal advice.
Sources & evidence · 5
Direct term-level sources and supporting source families.
- National Venture Capital Association — Model Legal DocumentsDirect source · institutional · checked 2026-08-16
- U.S. Securities and Exchange Commission — Small Business Capital Formation GlossaryDirect source · primary · checked 2026-08-16
- U.S. Securities and Exchange Commission — Exempt OfferingsSupporting source family · primary · checked 2026-08-16
- Y Combinator — Safe financing documentsSupporting source family · practitioner · checked 2026-08-16
- Y Combinator — Series A Term Sheet TemplateSupporting source family · practitioner · checked 2026-08-16