Usually, the founders and VC have the preferred shares, while someone writing unit tests at 3am does not.
>Usually, the founders and VC have the preferred shares, while someone writing unit tests at 3am does not.
This. I moved into a VP Eng role at a startup and had options for common stock worth about 0.7% of the company. When we were acquired, those were worth zero, though I was decently compensated by the acquiring company with cash and stock. The money I made was due to my role/position rather than my equity.
Of course, the acquiring company can always opt to pay large signing/retention bonuses to founders if the acquirer believes they're valuable.
My understanding is that you're perfectly correct, however — I'm just trying to demonstrate how I don't really "get" it. I presume there's some other number involved in the "liquidation preference" that is visible to those involved that make it more than a mere n% of company calculation.
Edit: Googling this, it seems like these special investors get to recoup their investment if the company is selling for less than what they valued it at at their time of investment. (And since it seems like this generally applies to VC firms, I gotta say, this is really lame. It was a bad investment, but you know the actual employees took a lot more risk in it, and yet the VCs get a better return — albeit a loss.)
This can (and often does) eat into the common stockholders' (e.g. employees) liquidation amounts.
1. https://www.businessinsider.com/how-liquidation-preferences-...
Most of the employees are not given access to those terms. For example, in my last job in start-up , senior only celebrated each investment rounds but never detailed any of its terms. So, I had no idea whatsoever of the actual reward I should expect and that seems to be the norm from what I hear.