Founder's Guide
Advisory Shares for Startup Founders
How to compensate advisors with equity, structure fair agreements, and protect your cap table while you build.
What Are Advisory Shares?
Advisory shares are a form of equity compensation given to advisors in exchange for ongoing guidance, network access, and strategic support. Unlike cash retainers, advisory shares align the advisor's incentives with the long-term success of the company.
For early-stage founders, this is often the only practical way to access senior expertise. You may not have the cash to hire a full-time CFO, general counsel, or go-to-market leader, but you can recruit world-class operators as advisors who are rewarded when the company succeeds.
Why Founders Use Equity for Services
Startups use equity for services to conserve cash, signal commitment, and attract talent that would otherwise be unaffordable. Advisory equity is especially common in three situations:
- Before a priced round, when cash is scarce and valuation is still forming.
- When entering a new market or vertical where an advisor has deep networks.
- During a pivot, turnaround, or governance transition that requires experienced judgement.
Done well, startup advisor equity creates a multiplier: the founder gets expertise without upfront cash, and the advisor gets meaningful upside tied to the value they help create.
The FAST Agreement Standard
The FAST agreement — the Founder Advisor Standard Template — is the most widely used framework for advisory equity. Originally published by the Founder Institute, it gives founders and advisors a simple, standardised way to document the relationship without negotiating a bespoke contract from scratch.
A FAST agreement typically covers:
- The advisor's expected time commitment and scope of work.
- The equity grant, usually expressed as a percentage of fully diluted shares.
- Vesting terms, including the vesting schedule and cliff.
- Termination clauses and what happens to unvested shares.
We recommend using the FAST agreement as a starting point, then having your legal counsel adapt it to your jurisdiction and cap table structure. It is not a substitute for local legal advice, but it dramatically reduces negotiation friction.
Typical Vesting Periods for Advisory Shares
Advisory equity almost always vests over time, with a cliff. The most common structure is a one-year cliff followed by monthly or quarterly vesting over one to two years total. This protects the company if the advisory relationship does not work out.
Typical advisory share arrangements look like this:
- Grant size: 0.1% to 2% of fully diluted equity, depending on the advisor's seniority and time commitment.
- Vesting schedule: 12 to 24 months, often with a 3- to 6-month cliff for part-time advisors.
- Acceleration: Rare for advisors; usually reserved for full-time executives or board members.
- Exercise and tax: Advisors should consult their own tax advisers, especially if options are involved.
The key is to match the vesting period to the expected duration of the advisory relationship and the value the advisor will deliver over time.
Common Mistakes to Avoid
Founders often make three mistakes with advisory shares: granting too much equity too early, failing to document expectations, and forgetting to align vesting with actual contribution. A generous grant without a clear scope creates ambiguity and can dilute the founding team unnecessarily.
We advise treating advisory equity with the same discipline as a full-time hire: define the role, set measurable expectations, and review performance before each vesting milestone.
How Altiora Thinks About Equity-for-Expertise
Altiora Advisory was built around the idea that founders should not have to choose between paying premium fees and going without expert guidance. Our partnership model lets early-stage companies access senior legal, financial, operational, and governance expertise through structures that preserve cash and align incentives.
Whether you are designing your first advisory agreement, reviewing a FAST template, or building a broader equity-for-services strategy, we help you structure it so it scales cleanly into your next funding round and beyond.
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