Meaning
Performance benchmark that defines the minimum level of achievement required before incentive equity or profit sharing activates. Use of a baseline hurdle ensures that the transition from builder to owner only occurs after the venture has surpassed its initial investment value or a specific growth target. This boundary protects the cap table from dilution when the enterprise is only maintaining its current state.
Performance Target
Specific growth rates or revenue figures usually constitute the requirements for the trigger. When the company stays below the baseline hurdle, the founder remains in a purely operational seat without gaining additional ownership. This separation of basic duties from reward-tier performance preserves capital for later stages.
Vesting Friction
Equity release slows down substantially when these benchmarks are set at aggressive levels. Reaching the baseline hurdle requires an intensity of effort that can deplete personal energy reserves over several years. This cost is measured in the hours spent pursuing growth instead of maintaining stable operations.
Economic Value
Valuation increases must be sustained to satisfy the requirements of the agreement. Because the baseline hurdle is often tied to an external valuation, market shifts can move the goalpost without warning. This creates a situation where a person provides the required work but misses the reward due to factors outside their control.
The person in the seat bears the full risk of market volatility while the company retains the benefit of the labor performed during the attempt.