If Jeremy's MechE experience and background in self-driving cars was so valuable how did Cruise manage to pivot from just offering an autonomous driving add-on that only worked on the highway to building a fully-autonomous city-based driving solution without him. How did they manage to raise millions of dollars, write all the code, and build all the hardware without him. It just doesn't add up.
This is a filter bubble that startup founders need to snap out of...in the real world, two people can agree to anything, and general startup best practices dont dictate or say anything about the past, they can just guide you in the future.
That startup advice about how to split equity is sound advice and it is arguably outlandish to not follow it...but that in no way shape or form makes it the reality of what actually happened. People agree to all sorts of things all the time.
I really don't understand your view here. If the value of the business plan didn't merit equal percentage, that should've been made clear at the onset. At the time, according to Jeremy's complaint it was valued at 50% of the company:
... Vogt agreed that Guillory should be a co-founder and 50% equity owner of Cruise.
I've filled out my own (successful) YC application which stated that I owned 50% of my company. My own equity was still subject to a vesting agreement requiring that I continue to be employed at the company.
A proposed (or even stated) equity split doesn't grant outright ownership. It would be impossible to raise investment from any professional Series A/B investor (anything involving a priced round) without founder and employee vesting, typically on a 4 year vesting schedule with a 1 year cliff at the very least.
An ownership agreement doesn't require vesting, unless one was agreed to. An implication is worthless.
> A proposed (or even stated) equity split doesn't grant outright ownership.
In a YC boilerplate stock vesting agreement, perhaps. Doesn't apply to contract law as a whole.
> It would be impossible to raise investment from any professional Series A/B investor (anything involving a priced round) without founder and employee vesting, typically on a 4 year vesting schedule with a 1 year cliff at the very least.
You can raise investment from someone if they never know of an outstanding ownership claim until an event occurs.
Anyways, this is irrelevant because the fact is Facebook initially did not have founder vesting.
There has to be a definitive and clearly stated offer to do something in exchange for valuable consideration to make a valid contract. A document that simply says what the proposed ownership is doesn't make said ownership legally valid.
The point is that the law doesn't attempt to make everyone "be nice", nor does it protect you from making a bad business decision. It's really just ensuring that there was _some_ business (ie, some exchange of nonzero value) occurring at all.
Secondly, it's important to note that a written contract is not absolutely needed to enact shared ownership; a written contract (or a deed, or a shareholder's agreement) is just to formalize the agreement in writing to avoid disagreement later.
If you start working together, shared ownership is the _default_ in the absence of any mode-changing agreements. Were they working together? A recorded video, in which they take turns looking into the camera and effectively saying "We are working together"  is a pretty strong evidence that, at one point, they were working together.
Thirdly, in the absence of formal documents saying "We are officially working together" or "We are officially not working together", the court has to fall back on attempting to determine the intention. It will have to fall back on looking for any evidence (like that video) that suggests they were in agreement about working together at some point.
Now, maybe that's a lie, but taken on face value, it reads to me like there was exchange of value between the company and each founder.
If there is evidence of an agreement (whether written or oral) between the parties to apply a vesting schedule, then that will override the default mode; otherwise the default mode (no vesting) prevails.
I'm not arguing that having immediate vesting is a smart way to organize a company. But, to claim that a YC application 100% of the time implies anything is a stretch.