Nanogene notes by abOL5i


									What compensation package will you offer to Paige Miller?
      175K yearly with 7.81% of post series A equity with vesting over
      20 % at start, 20 % at end of year 1, 60 % at rate of 2% per month
      CEO Structure

In particular, what will you do for Paige given the Capitalization Table
provided in Exhibit 2?

If you could, how would you change the Capitalization Table?

What analysis supports your proposed offer and your proposed changes to the
capitalization table?

   1.   Expense table
   2.   Here strengths and her track record
   3.   Cap table
   4.   Tom’s strength vs paige

How strong a candidate is Paige Miller?               What makes you think so?
       She has industry knowledge and experience with bio tech startup
            o She has experience in many areas of a company
                     Mainly manufacturing
                     With some experience in marketing and finance
            o Experience in many stages that a startup goes through from Pre IPO to acquisition
            o Consulting provides experience for the industry
       Weakness
            o She has never been a CEO before
            o She has not raised funding
                     She has not talked to VC
                     No biz plan writing experience
            o Might be a conflict of interest since she consults for biotech startup

How does a compensation package motivate an executive?

   1. Keeping her responsible and instill a sense of ownership in the
   2. Incentive to put in a lot more effort with rewards
   3. Vesting with milestones so that things get done.

What signals do you want to send Paige with her offer?
   1. Her contribution and value to the company is important
   2. She has a lot of responsibility and power in the company
   3. The company tries to provide a fair package to her based on the
      company’s ability

What impact might Paige Miller’s compensation package have on the
motivation and morale of Will’s co-founders and other NanoGene employees?
   1. Culture of equality still exist
   2. And equity changes are not that different
   3. Co founders have to agree that she is a good CEO choice
How might job offers to new executives affect Nanogene’s “Culture of

Reality Test:
How will Paige, the VCs, the Board of Directors, and your co-founders react
to your offer?
          Happy but she might be happy with the extra equity.
          This can be good challenge for her

          Might not be happy with higher valuation.
          Need to do due diligence on her again.
          More confidence in the team as Paige has biz experience
          Should be ok as this is a good addition to the team which will increase the chances of

Co founders:
       surprise and concern over control of company since more equity given to Paige
       Understanding as CEO has higher equity with higher responsibility
       Might be unhappy with equity share that page gets
               Can set a vesting schedule for paige to get the 7.8 %

How about future executives and employees you may hire down the road?

Ok so benchmark wage is 90K to 120K.

What are the risks of this offer once you implement it?

          CEO’s performance is unknown
                  Med, high
          Find another CEO with Tom as interim CEO
          Happiness of founders and VCs with the offer

          Founders: less control and less money, equity than them
                  low, high
          up the compensation plan

          VC: pull out their offer because of over compensation of salary for founders
                  Low, medium
          Find new VCs
          Lower the salary for founders

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