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Preferred stock

The share class investors buy, carrying rights that common stock does not have.

Why it matters

Almost all venture investment is preferred. The rights attached to it, rather than the share count, are where the real negotiation happens and where your exit outcome is determined.

A worked example

Investors hold Series A Preferred with a 1x liquidation preference; founders and employees hold common. At exit the preferred is paid first.

What is typical

Standard rights include a liquidation preference, anti-dilution protection, pro rata rights, information rights and some protective voting provisions.

Related terms

Liquidation preference

The amount investors are paid out of exit proceeds before common shareholders receive anything.

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Participating preferred

Preferred stock that takes its liquidation preference AND then shares in the remaining proceeds according to its ownership.

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Anti-dilution

Protection that adjusts an investor's effective share price if the company later raises at a lower valuation.

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Run your raise on this

VCTerminal models these terms on your real cap table, so you can see what a term sheet pays you before you sign it.

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