V VestedGrant
CEO / founder · CA

CEO / founder equity comp in California

How ceo / founders earning founder common stock with 83(b) should plan around California's 13.3% top marginal rate.

Typical comp shape

CEO / founders usually earn founder common stock with 83(b). Common employers include Seed to late-stage startups. Founder stock at sub-$50M post-money valuation can qualify for QSBS, potentially exempting $10M+ per issuance from federal tax.

What California changes

In California, every RSU vest, NSO exercise, and ESPP purchase carries 13.3% state tax on top of federal. For a senior ceo / founder with $300k+ of equity income, the state layer routinely adds $25-45k to the annual bill.

State AMT for ISO holders

If your ceo / founder role grants ISOs (common at pre-IPO startups, uncommon at post-IPO mega-caps), be aware that California runs its own AMT calculation. An ISO exercise-and-hold here generates AMT at two layers, not one.

Planning cadence

For a ceo / founder in California, the three planning windows are: after each RSU vest (withholding check and sell-vs-hold), before any ISO exercise (AMT model at both federal and state), and in Q4 (estimated tax top-up to clear the safe harbor).

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