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Most companies have a Right of first refusal clause embedded in the options agreement effectively limiting selling shares of private companies even after exercising options.

If they are RSU's , I am assuming they can't be sold at all in the private markets ?

Can anyone with prior experience elablorate on these ?




It's due to the SEC. The SEC places restrictions on who can buy shares in the private startups -- eg. you need to be an "accredited investor" to purchase them (>$1M liquid assets or >$200k/yr earnings). The SEC also places limits on the number of shareholders a company can have without (effectively) going public... which creates an incentive for startups to disallow current/former employees from selling their shares on the semi-private market.


That explains it. Thanks !




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