A typical seed advisor gets about 0.12% of the company. Carta's median advisor grant in the first half of 2024 was 0.21% at pre-seed, 0.12% at seed, and 0.05% at Series A. The Founder Institute's FAST template sits above that: 0.25% for a standard seed advisor and 0.75% for an expert one, with 1% as its ceiling at pre-seed. Vest it monthly over two years, with no cliff or a three-month cliff. Grant NSOs or restricted stock from the option pool, with board approval. Not legal or tax advice.
This page covers outside advisors. For a VP or other hire, use executive equity grants by stage. For an independent board seat, use when to add an independent director.
Advisor equity by stage
| Stage | Carta median, H1 2024 | FAST standard | FAST expert |
|---|---|---|---|
| Pre-seed | 0.21% | 0.50% | 1.00% |
| Seed | 0.12% | 0.25% | 0.75% |
| Series A | 0.05% | 0.10% | 0.50% |
Percent of fully diluted shares for the full grant. Carta medians from its advisory shares guide. FAST grid from Version 3 (July 2026).
Three more data points narrow the range:
| Source | Figure | Scope |
|---|---|---|
| Carta | Pre-seed median 0.21% in H1 2024, down from 0.25% in 2021 through 2023 | US startups on Carta |
| Peter Walker (January 2026) | Pre-seed median 0.24% in 2025; 64% of advisors under 0.3%; about 1 in 10 at 1% | Full grant, fully diluted |
| Cooley GO | A 24-month option normally covers 0.15–0.75% of fully diluted stock | Depends on activity, importance, and company maturity |
Walker adds that biotech, hardware, and medical devices run higher, and that many companies have one or two advisors. There is no reliable public benchmark yet for 2025 seed and Series A advisor grants, or for grants split by advisor type. Treat the Carta H1 2024 seed and Series A medians as the latest published figures.
Labeled example
Editorial arithmetic. Not a company and not a market rate.
Your seed company has 10,000,000 fully diluted shares. You use Cooley GO's method: pick a monthly rate, then grant 24 months of it. You pick 1 basis point a month.
| Term | Result |
|---|---|
| Grant | 24 × 0.01% = 0.24%, or 24,000 shares |
| Monthly vesting | 1,000 shares |
| Vested at a 3-month cliff | 3,000 shares |
| Vested if the advisor stops at month 9 | 9,000 shares |
That grant sits at Walker's 2025 pre-seed median and above Carta's seed median. At seed, you would need a reason, such as an advisor who will open customer doors you cannot open yourself.
Standard vs strategic advisors
FAST prices the grant on two inputs: company stage and how involved the advisor is. Its page names standard, strategic, and expert levels and publishes the standard and expert rows.
| Advisor type | What they do | Where to land | Source |
|---|---|---|---|
| Standard | Monthly meetings | Near the Carta median | FAST; Carta |
| Expert | Adds contacts and hands-on projects | Toward the FAST expert cell | FAST |
| Brand-name or deep domain | Credibility or expertise you cannot get elsewhere | Top of the range | Walker |
| Strategic angel | Advises and also invests, even $2,000 | Grant plus their own check | Walker; Carta |
Cooley GO's three tests for size are how active the advisor will be, how critical they are to the company, and how mature the company is. If an advisor scores high on only one, stay near the median.
Tie part of a strategic grant to outcomes. Carta's milestone examples: help close a priced seed round, make three strategic partnership introductions, or help recruit a key executive. Walker saw grants with terms like a set percentage for introducing two new hires.
Vesting and cliff choices
| Term | Common default | Source |
|---|---|---|
| Length | 24 months; Cooley GO grants 12–24 months | Carta; Cooley GO; FAST |
| Schedule | Monthly | Carta; Cooley GO |
| Cliff | None, or 3 months | Cooley GO and Carta (none); FAST and some Carta agreements (3 months) |
| Acceleration on a sale | Many advisors negotiate single trigger | Carta; Cooley GO |
| Exercise window after the role ends | Most plans give 3 months; advisors can negotiate longer on NSOs | Cooley GO |
Keep it at two years. Cooley GO says most advisors have a shelf life of less than 2 years. A longer schedule means you must end the relationship to stop the vesting. A three-month cliff lets you end a weak fit at no cost. FAST builds one in.
Say yes to acceleration on a sale if you value the advisor. Cooley GO calls it reasonable and would rather accelerate 24 months of options than 36 or 48.
NSOs vs restricted stock and 83(b)
| Feature | Restricted stock (RSA) | Non-qualified stock option (NSO) |
|---|---|---|
| What the advisor gets | Shares now, subject to vesting | The right to buy shares later at the strike price |
| When it fits | Very early, before a funding round, while FMV is low | After the company has a valuation |
| Tax timing | Ordinary income on the value of the shares | Ordinary income at exercise on the spread over strike, then capital gains on sale |
| Your protection | Company can repurchase unvested shares | Most plans give 3 months to exercise vested options after the role ends (Cooley GO) |
Sources: Carta advisory shares guide; IRS Form 15620 for the 83(b) timing.
Advisors are not employees, so they get NSOs, not ISOs (Cooley GO; Carta). If you grant restricted stock subject to vesting, the advisor can file an 83(b) election. The deadline is 30 days after the transfer, with no extension (IRS Form 15620). Tell them the date. Do not advise them on the tax. Carta warns founders against giving tax advice to advisors or employees.
Grant from the option pool. Signing the advisor agreement is not enough: Carta says to follow the issuance process and document board approval. FAST notes a 5% pool for a group of advisors is not uncommon. Check that number against your hiring plan before you set one aside.
When not to give equity
Project work. FAST is not built for consulting or work-for-hire. Pay a consultant cash for a defined deliverable.
Someone you have not tested. The Founder Institute recommends at least one month and 8 hours together before you discuss the agreement.
Light time demands. Carta quotes Amit Bhatti of 500 Global: equity makes sense if you will be demanding on the advisor's time.
A cut of money raised. The VEN (Venture Executive Network) session judgment: do not pay anyone a share of the capital they help you raise. Attorneys in the room treat that as broker-dealer pay, with the company exposed. Grant time-based equity or ask the advisor to invest.
An oversized ask. The same VEN sessions read a large ask as a sign the advisor does not know early-stage equity. Walk away or counter at the median.
A crowded advisory table. Walker: many companies have one or two advisors, and very few have a much larger table. Add up your current grants before you add another.
Advisor grant before you sign
- Test the fit first. One month and a small request before any equity talk (FAST).
- Write the role. Expertise, time commitment, and what they will do each month (Carta).
- Pick the stage row. Start at the Carta median for your stage.
- Move up only for named work. Expert help, hard-to-get intros, or a specialized field.
- Set a monthly rate and grant 24 months of it (Cooley GO).
- Choose the cliff. None, or three months for an untested advisor.
- Pick the instrument. Restricted stock while FMV is low, NSOs after a valuation (Carta).
- Decide on acceleration and the exercise window.
- Get board approval and sign the grant from the pool (Carta).
- Ask if they will invest too. A small check makes the advisor a strategic angel (Walker; Carta).
Pair this with
- Executive equity grants by stage for VP and executive grants.
- Size the option pool from a hiring plan so advisor grants fit next to hires.
- Founder vesting at a priced round for the 83(b) election on your own shares.
- Executive equity calculator to check a grant against your remaining pool.
Sources
- Carta, Advisory shares: A founder's guide. 6 November 2025, updated 27 October 2026. H1 2024 median advisor grants: pre-seed 0.21%, seed 0.12%, Series A 0.05% of fully diluted shares; pre-seed median down from 0.25% in 2021 through 2023; only 10% of pre-seed advisors received 1% or more; RSAs vs NSOs; advisors receive NSOs, not ISOs; two-year monthly vesting with no cliff common, some with a 3-month cliff; many advisors negotiate single-trigger acceleration; milestone examples; grants usually come from the option pool with board approval; never give tax advice; Amit Bhatti (500 Global) quotes; ask whether the advisor would invest instead.
- Founder Institute, FAST Agreement (Founder / Advisor Standard Template). Version 3, July 2026. Standard (monthly meetings) 0.50% pre-seed, 0.25% seed, 0.10% Series A; expert (adds contacts and projects) 1.00%, 0.75%, 0.50%; restricted stock or options vesting over two years; three-month cliff; work with an advisor at least one month and 8 hours before discussing; a 5% advisory pool is not uncommon; not designed for project consulting or work-for-hire.
- Cooley GO, Advice on Advisor Option Grants. Matthew Bartus, last reviewed 23 January 2022. Monthly vesting without a cliff; grant 12–24 months at a monthly basis-point rate; a 24-month option normally covers 0.15% to 0.75% of fully diluted stock; advisor shelf life under 2 years; acceleration on acquisition reasonable; advisors receive NSOs; most plans require exercise within 3 months of termination.
- Peter Walker, advisor equity at pre-seed. LinkedIn, 29 January 2026. 2025 pre-seed median advisor grant 0.24%; 64% under 0.3% fully diluted; about 1 in 10 at 1%; percentages cover the full grant; specialized fields such as biotech, hardware, and medical devices run higher; performance criteria seen; strategic angels, even $2,000; many companies have 1–2 advisors.
- IRS, Form 15620 and instructions, Section 83(b) Election. Rev. 4-2025. File no later than 30 days after the property is transferred.
- VEN (Venture Executive Network). Founder and attorney sessions on advisor equity, 2026. A large ask signals an advisor who does not know early-stage equity; do not pay a share of capital raised, which attorneys treat as broker-dealer pay. Not a survey. No closed-session numbers.
Related
- Equity & cap table
- Executive equity grants by stage
- Size the option pool from a hiring plan
- Founder vesting at a priced round
- When to add an independent director
- Executive equity calculator
Founders who have sized, vested, and later unwound advisor grants will pressure-test your advisor offer and your pool in a VEN session.
Go deeper: VEN playbook note on advisor equity