If a co-founder left tomorrow,who keeps the equity?

For each co-founder (or early equity holder), it scores six dimensions of equity-structure health — whether a vesting schedule is in place, whether there's a one-year cliff, the size of the stake at risk, whether there's an acceleration clause, whether the 83(b) election was filed in time, and whether it's all documented in a signed founders' agreement — into a 0–100 equity-health score and a verdict: SOUND, EXPOSED, or DEAD-EQUITY RISK. Every founder rolls up to a cap-table verdict — CLEAN CAP TABLE, GAPS TO FIX, or FRACTURED. It answers the question every founding team should ask before it matters: is our equity structured to survive one of us leaving?

Dead equity is a stake held by someone who's no longer contributing — the co-founder who leaves at month 11 still holding a big chunk of the company. It's the failure mode founders most regret: in 2026 founder research, skipping vesting was the single most-cited regret. The gate forces DEAD-EQUITY RISK only when two conditions are both present — the founder holds a material stake AND there's no vesting schedule at all, so the shares are owned outright and can't be clawed back if they walk. That's the precise pattern that nukes a cap table and forces an expensive buyout or retroactive vesting at your next raise. A big stake that's properly vesting is fine; a tiny unvested stake is survivable. Only the intersection is fatal, so only the intersection fires the gate.

Yes — and the check grades against it. The industry standard, which nearly all venture investors require as a condition of investment, is four-year vesting with a one-year cliff: nothing vests for the first 12 months, then 25% vests at the cliff, and the remaining 75% vests monthly over the next three years. Add double-trigger acceleration (so you're protected if you're terminated after an acquisition), file your 83(b) election within 30 days of the grant, and document everything in a founders' agreement. The check marks each founder against that standard and names the biggest gap. What it deliberately does not do is tell you the 'right' equity split or how to restructure — those are decisions for you and your lawyer.

Not unilaterally, and this is exactly where the check hands you off to counsel rather than pretending to solve it. Putting an already-issued, fully-owned stake onto a vesting schedule is a retroactive change — it requires the agreement of the affected founder, possibly board and shareholder approval, and it can have real tax consequences. The check will flag the founder as DEAD-EQUITY RISK and name 'put them on a vesting schedule' as the fix, but the actual move is a legal and tax matter to bring to a startup lawyer with the specific numbers. The value here is surfacing the exposure early — while it's still a conversation, not a lawsuit.

No. This is a planning and diligence aid, not legal, tax, or investment advice, not a substitute for a lawyer, and not a guarantee of any investor or legal outcome. Equity, vesting, and cap-table changes are governed by corporate and tax law — securities rules, the irreversible 30-day 83(b) deadline, board and shareholder approvals — and the details matter enormously. The check grades a structure and flags where it's exposed so you can bring a specific, documented question to a startup lawyer or tax advisor. It grades structure, never the people, and it never tells you how to restructure equity.

It's fully offline and deterministic — it connects to nothing and reads no cap-table software. You get a runnable scoring engine, a workbook that reproduces it exactly (a Start Here guide, a Dashboard, and an Equity-Health Scorecard with the mark definitions built into each column), a six-founder worked sample, and two playbooks: an equity-health audit playbook (how to read your own cap table and mark each founder honestly) and a de-risking runbook (how to close the gaps — vesting, cliffs, acceleration, 83(b), documentation — and when to bring in counsel). The on-page demo, the workbook, and the engine all run the same math and agree to the number.