How RSU grants and vesting actually work
An RSU grant is a promise of shares delivered on a schedule, usually four years with a one-year cliff. The grant value in your offer letter is not money you have; it is money you earn by staying, at whatever the stock is worth when each slice vests.
RSUs vs stock options, in plain terms
RSUs are shares given to you as they vest: they are worth something as long as the stock is above zero. Options are the right to buy shares at a fixed strike price: they are worth something only if the stock rises above that strike. RSUs are the safer of the two, which is why public companies favor them.
What a cliff is
A one-year cliff means nothing vests until your first anniversary, when the first year’s worth (typically 25% of a four-year grant) vests all at once. Leave at month 11 and you walk away with none of it. After the cliff, vesting usually continues quarterly or monthly.
RSUs are taxed as ordinary income at vest
The market value of shares on each vest date is taxed like salary, and the shares your employer withholds for taxes often cover less than you actually owe (a common flat withholding is 22% federal, while your marginal rate may be higher). Plan for a bill at tax time, not a refund.
Annualize equity for offer comparison
A $200,000 grant over four years is $50,000 a year of expected compensation, before any stock movement. That per-year figure, not the headline grant value, is the number to put next to base salary when comparing offers.
Golden handcuffs are the point
Unvested equity is the cost of leaving. If you are two years into a grant that has appreciated, the remaining unvested value is exactly what a competing offer has to beat. Knowing your year-by-year vest schedule keeps that trade-off honest.
