Custom-Made Share Vesting Agreement Template

A share vesting agreement is a legal agreement that defines the conditions of shares and share options to be vested. Share vesting simply means that a company offers certain amounts of its shares to its employees, co-founders, investors, or other service providers as a form of incentive to ensure great performance and longevity in its roles at the company.

Share vesting involves the company allocating certain numbers of shares but still having control over those shares, with provisions for that control to be removed after certain criteria or certain periods of time, etc. Where these criteria are met, the shares become the “vested shares.” The conditions and terms surrounding the vesting of shares may vary, so it is important for there to be an agreement that will lay out all the criteria for the vesting and the control both parties have.

Preview Share Vesting Agreement Template

Why You Need This Share Vesting Agreement Template

Benefits from Share Vesting

  1. Incentivizing employees to show dedication and commitment to the execution of roles.
  2. There is also the assurance of longevity as employees interested in vested shares will remain at the company.
  3. These shares can serve in place of cash rewards and other forms of cash-mandated bonuses.

This share vesting template has been carefully vetted by lawyers with qualifications in multiple jurisdictions across Africa and the United States of America, with extensive experience in technology and working with some of the fastest-growing companies in Africa.

It is written in simple, comprehensive grammar that is easy to understand by founders and entrepreneurs. The Board of Directors must approve the issuance of shares or an agreement to provide shares for employees. Therefore, in order to ensure compliance with the requirements, it is advisable to have a lawyer review your agreement.

Information You Need For This Template

To fill out this Share Vesting Agreement to your needs, here is some information that will be asked of you in the form:

  • company name
  • Incorporation country
  • purchaser name, i.e., the employee to be given the shares.
  • Purchase price of shares (including price per share and total sum)
  • Duration of the call option
  • Duration of time allowed for remedy of breach by the purchaser
  • Duration of the time available for the repurchase of shares option
  • Percentage of vesting shares
  • Country/state of the governing law

This Share Vesting Agreement Template contains:

Interpretation:

This clause provides definitions and clarifications for certain terms and conditions outlined in the agreement.

Conditions

as to the sale of the shares

Restrictions

as to the shares to be made available for vesting

Repurchase Option:

There exists a provision detailing conditions where the company may repurchase the shares.

Vesting:

this outlines the timeline and value of shares to be allocated.

Acceleration

instances of death, termination, etc. where the proposed vesting period may need to be sped up in order to make shares available.

Fair value:

this clause is to ensure shares are vested at the right value/amount.

Restrictions

to the assignment of shares without the consent of

Miscellaneous

provisions detailing severability, notices, governing law, amendments, dispute resolution, etc.

Rights and remedies

Share Vesting Agreement Template FAQ​