What Changed About SEC Private Fundraising Rules in 2026 and What Does It Mean for My Round? A lot of founders assume private fundraising rules stay relatively stable once they understand the basics of Regulation D, accredited investors, and crowdfunding exemptions. That assumption became risky in 2026. Over the past year, Congress, the SEC, and […]
What Do the New State AI Laws Require From My Startup in 2026? For the last few years, most startups building with AI have operated in a legal gray area. Founders focused on launching products, integrating APIs, and moving quickly while regulators struggled to keep up with the technology. That is changing. As of January
What Do the New State AI Laws Require From My Startup in 2026? Read More »
What Is a Pay-to-Play Provision and What Happens to My Investors Who Don’t Follow On? Startups often discover who their real supporters are during difficult fundraising environments. An investor who was highly engaged during the first round may suddenly disappear when the company needs follow-on capital. No commitment. No clear answer. Just silence. The problem
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What Is My Employee’s Option Exercise Window After They Leave the Company? An employee spends years helping build a startup. They vest stock options, contribute to growth, and leave believing they own something valuable. Then they discover they have only 90 days to exercise their options after leaving the company. Suddenly, they are facing: Many
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How Do I Protect My Startup’s IP in Multiple Countries Before It’s Too Late? You filed your patent in the U.S. and assumed your IP was protected. Then you discover a competitor overseas selling a similar product in a market you planned to enter and realize your U.S. filing does not actually protect you there. That situation
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Can I Sell My Startup Investment on the Secondary Market Before There Is an Exit? A lot of startup investors are sitting on significant paper gains with no clear path to liquidity. The company may be doing well, but without an IPO or acquisition, those shares can remain illiquid for years. So can you sell your
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What Rights Should I Be Asking for as an Angel Investor in a Seed Round? You wrote a check to a startup and the SAFE closed. Now six months later, the company is raising a Series A and you have no idea what is happening inside. No financials. No board updates. No heads-up that a new round is coming. That is
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What Is Participating Preferred Stock and How Does It Change My Exit Payout? Many founders focus heavily on valuation when negotiating a term sheet. That makes sense. A higher valuation feels like a win. But a strong valuation alone does not determine how much money founders actually receive in an exit. The liquidation preference structure
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Can My Foreign Company Hire US Employees Without Setting Up a US Entity? You have a company outside the US. You found a great engineer, salesperson, or operator based in the US. Naturally, your next question is: “Can we just hire them directly without setting up a US company?” The short answer: not safely. Once you
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Did I Miss My 83(b) Election Window? What Early Founders Need to Know Before Giving Themselves Equity. An 83(b) election can seem like a tiny administrative detail in the middle of building a company, perfecting your fundraising strategy and putting out fires.. But if you miss the 30-day window, that “small” filing can turn into a very expensive tax problem later. The 30-day window doesn’t care
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When Do I Need a 409A Valuation for My Startup? You just closed a funding round. New hires are coming in. Options are going out. Nobody on your team stopped to ask whether the 409A is still current. If it is not, the IRS may treat option grants made under an outdated valuation as non-compliant, and the tax
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What Should My Co-Founder Agreement Say Before We Raise Money? “We’ve been friends for years. We don’t need a formal agreement.” That mindset has contributed to more startup breakdowns than many founders expect. When a co-founder exits before the raise, or stops pulling their weight six months in, the question isn’t about the friendship. It’s about who owns what and
What Should My Co-Founder Agreement Say Before We Raise Money? Read More »
What Happens to My Board Control After Series A? You closed the round. The money is in. But the board you walked into that meeting with is not the board you have now. Founders sign Series A term sheets focused on valuation and economics. They often miss the clause that can influence whether they remain CEO. That clause is the
What Happens to My Board Control After Series A? Read More »
What Does the Anti-Dilution Clause in My Term Sheet Actually Do to Me? You just got a term sheet. The valuation looks right. Then you notice the words “anti-dilution protection” in the preferred stock terms. You move past it. That is something you should take a closer look at. That clause determines how much of your company
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Should I Form a Delaware C-Corp or LLC Before I Raise Money? You formed an LLC to keep things simple. Now every VC you pitch gives you the same answer: convert to a Delaware C-Corp and come back. The conversion costs $5,000 to $20,000 in legal fees and delays your close by months. Entity type
Should I Form a Delaware C-Corp or LLC Before I Raise Money? Read More »
Option Pool Shuffle Explained: What Is My Founder Dilution Before the Round Even Closes? The valuation looks right. The terms sound fair. But there is a mechanism buried in the pre-money math that can dilute you before the first dollar even arrives. It is called the option pool shuffle, and most founders do not realize it is happening until it
Option Pool Shuffle Explained: What Is My Founder Dilution Before the Round Even Closes? Read More »
What Do My Investor Information Rights Actually Require the Company to Send Me? You invested six months agoYou have not received any updates. No financials, no update, no response to your emails. You are not sure whether the company is legally required to send you anything or whether the silence is a red flag. Both
What Do My Investor Information Rights Actually Require the Company to Send Me? Read More »
Can My Employees Sell Shares Before the IPO? What I Need to Know About Tender Offers. Your employees have been waiting years for liquidity. The equity looks great on paper. But equity on paper does not provide immediate liquidity. Now the company is talking about a tender offer, and nobody is quite sure what it actually means or what they
Can My Employees Sell Shares Before the IPO? What I Need to Know About Tender Offers. Read More »
Does My Company Own My Code? Startup IP Assignment Explained. You built the product. You wrote the code. But does your company actually own it? Most early-stage founders never stop to ask this question. By the time an investor’s attorney asks this during due diligence, the deal may already be at risk. This is a legal question with a clear
Does My Company Own My Code? Startup IP Assignment Explained. Read More »
Does My US Startup Still Have to File a Beneficial Ownership Report in 2026? I filed. I missed the deadline. I heard parts of the rule were challenged or delayed. Now I do not know what is actually required. If that sounds familiar, you are not alone. On March 26, 2025, FinCEN issued an interim final rule
Does My US Startup Still Have to File a Beneficial Ownership Report in 2026? Read More »
