V VestedGrant
Founder / startup employee · CA

Founder / startup employee equity comp in California

How founder / startup employees earning isos, nsos, founder shares should plan around California's 13.3% top marginal rate.

Typical comp shape

Founder / startup employees usually earn isos, nsos, founder shares. Common employers include YC, Sequoia, Benchmark-backed startups. QSBS and 83(b) elections dominate planning.

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 founder / startup employee with $300k+ of equity income, the state layer routinely adds $25-45k to the annual bill.

State AMT for ISO holders

If your founder / startup employee 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 founder / startup employee 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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