How to Negotiate RSUs and Equity in a Job Offer

If you just received a tech job offer, there's a good chance a big piece of it is equity. At companies like Amazon, Google, Meta and Nvidia the RSU grant can make up a huge share of your total compensation. So it makes sense that one of the most common questions we get is "How do I negotiate RSUs?"

Here's the truth. Most people approach equity negotiation the wrong way. They treat the RSU grant as its own separate negotiation. They search for data on how much equity the company gives and come up empty. Then they guess at a number and hope it sticks.

That's not how we negotiate equity and neither should you. After hundreds of tech job offer negotiations, we've found the most effective approach is to negotiate your base salary and total compensation together. Your equity is simply a part of your total compensation. In this guide we break down how RSUs and equity work, why you should not negotiate them on their own, and our step by step process we use to get our clients stronger equity packages.

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What Are RSUs and Equity?

Equity is the part of your compensation that gives you ownership in the company. It lets you share in the company's success. In a job offer it usually comes in one of two forms.

Restricted Stock Units (RSUs). RSUs are actual shares of company stock that are granted to you and transferred as they vest. You don't buy them. RSUs are most common at public companies like Apple, Salesforce, ServiceNow, Airbnb and Microsoft.
Stock Options. Options give you the right to buy shares at a set price in the future (typically called a Strike Price or Exercise Price). Their value depends on the gap between that price and what the stock is worth. Options are most common at startups and private companies. If you're weighing a startup offer, read our Startup Salary Negotiation guide.

How Equity Shows Up in Your Offer

Most job offers include an initial equity grant. That grant is usually shown as a dollar amount or a number of shares that vests over a set schedule. Here's what you need to understand about it:

Vesting Schedule. Most grants vest over three or four years. Many have a one year "cliff" before anything vests. Some companies vest evenly each year (like at Meta) and others have a staggered vesting schedule across the years (like at Google).
Annual Value. Your equity's yearly value is the amount that vests that year. This is what counts toward your total compensation each year.
Equity Refreshes. Many companies give additional grants each year based on performance. These refreshes are rarely guaranteed in your offer, but they play a big role in your long term pay by growing your equity compensation.

Remember equity is just one of the components that make up your total compensation:

BASE SALARY
BONUS
EQUITY GRANT
SIGN-ON BONUS
EQUITY REFRESH

This is the key point for everything that follows. Your equity is not its own bucket of money. It's one slice of a total compensation number the company has already planned for your role and level.

Why You Should Not Negotiate Equity on Its Own

This is where most candidates go wrong. They try to negotiate the RSU grant as a standalone ask. It sounds logical. Equity is often the biggest number in the offer so why not go after it directly?

Here's the problem. When you negotiate equity on its own you are negotiating without data. And a negotiation without data is just a guess.

You Can't Find Solid Data on Equity Grants

Try to find reliable data on how many RSUs a company gives a new hire at your level. You won't find much. Equity data on public comp sites is limited and inconsistent. It's often self reported by current employees whose grants have grown or shrunk with the stock price. A high equity number you find online might reflect years of stock appreciation and refreshes. It's not what the company offers a new hire today.

Without solid data you have nothing to anchor your ask to. That makes it easy for a recruiter to say no.

You CAN Find Base Salary and Total Compensation Ranges

On the other hand, you can find base salary and total compensation ranges for almost every tech role and level. Many states now require companies to post base pay ranges in job descriptions. Comp sites like >Levels.fyi, >Glassdoor.com, and >Salary.com give you a public view of what total compensation might look like for your exact role and level. Just be sure to cross reference multiple sources or work with us to find a range you can stand behind.

That's the data that carries weight in an RSU negotiation. And it's the data that tells you what your equity can be.

Total Compensation Is What Caps Your Equity

Companies don't decide equity in a vacuum. They plan compensation for each role and level as a total compensation band. Base salary sits in its own range inside that band. Bonus is usually a set percentage of base. Equity and sign-on bonus then fill the space between those components and the total the company is willing to pay.

In other words, your equity is capped by what the company can provide on a total compensation basis. Here's a simple example:

Say the total compensation range for your role tops out around $400K per year.
The top of the base salary range is around $220K.
The bonus target is 15% of base, or about $33K.
That leaves roughly $147K per year that equity (and sign-on in year one) can fill.

So the right question isn't "How many RSUs should I ask for?" The right question is "Where does my base salary and total compensation sit in the range for this role?" Once you push your total compensation toward the top of the band, the equity should follow and increase as well.

Negotiating Separately Burns Your Leverage

There's a tactical reason too. If you negotiate base salary first and then come back with a separate ask for more equity, you look like you're moving the goal posts. You've spent goodwill on the first ask. The hiring team has less room and less patience for the second.

Negotiating base salary and total compensation together gives the compensation team the flexibility to decide how to fill the gap. Sometimes that's more base. Sometimes it's more RSUs or a larger sign-on bonus. Either way you get closer to the top of the band.

How to Negotiate RSUs and Equity in a Job Offer

Now that you know why equity should be part of your total compensation negotiation, let's walk through how to do it. Keep in mind this isn't a single ask. It's a step by step process to build leverage and land a stronger package.

1) Understand Every Component of Your Offer

Before you negotiate anything you need to understand the full package. That means your base salary, bonus target, equity grant, vesting schedule, sign-on bonus and any RSU refresh policy.

Pay close attention to the vesting schedule. Two offers with the same equity grant can look very different year to year if one is staggered. Calculate what your total compensation looks like in each year of the grant and not just the four year total.

Our Total Compensation Research Comparison Tool and free Compensation Calculator help you lay this out.

Total Compensation Research Comparison Tool

Understand Total Compensation – Use our tool to break down and calculate the compensation in your job offer.
Research & Compare Offers – Organize your compensation research and determine the right counter amount.
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2) Ask Strategic Questions About the Equity

Next, ask the recruiting team questions to make sure you fully understand the equity and complete offer and benefits. This builds leverage and shows you're evaluating the offer seriously. Good areas to cover might include:

How the grant value was calculated
The vesting schedule and whether there's a cliff
How annual equity refreshes work and what's typical for your level

The questions will honestly depend on your specific offer and the leverage you need to create to secure a stronger package. Use our Strategic Questions for Negotiation Leverage if you need help here.

Strategic Questions for Negotiation Leverage

Build Negotiation Leverage – Ask the right questions to strengthen your negotiation before sending a counter.
Email & Phone Scripts – Get our list of questions to ask and what to say if the recruiter wants to chat through them.
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3) Research the Base Salary and Total Compensation Range

This is the most important step. Research the base salary range and total compensation range for your exact role, level and location. Don't waste time hunting for equity grant data and instead focus on the ranges you can actually verify.

Keep in mind that self reported data can be inflated by stock appreciation or people uploading it incorrectly. You want to know what the company pays new hires today. Our Total Compensation Research Comparison Tool helps you organize this research and identify the pay bands.

Once you have ranges you’re confident with, compare them to your offer. The gap between your offer's total compensation and the top of the total compensation range is the room you have to negotiate and determines your ask. That's the space your equity or other compensation components can grow into.

4) Counter on Base Salary and Total Compensation Together

Now you're ready to send your counter offer. Your counter should reference the top end of the base salary range and the total compensation range you researched. Ask to be brought in line with both.

If you need more equity specifically, that's fine. Frame it inside your total compensation ask instead of as a separate request. For example, if base salary is already near the top of its range you can note that ideally you'd like the gap to total compensation closed through the equity grant. If you're leaving unvested RSUs behind at your current company, mention that too. Forfeited equity is a strong reason for a larger grant or a sign-on bonus.

We recommend sending your counter by email so the recruiter has something clear to share with the compensation team. Our Counteroffer Templates show you how to word it correctly. For more on the full process read How to Counter a Job Offer.

Counteroffer Templates

Proven Counteroffer Templates – Built from hundreds of successful job offer negotiations.
Negotiate with Confidence – Remove the guesswork with our professionally crafted counteroffers.
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5) Handle Recruiter Pushback when Negotiating RSUs

Expect the recruiter to push back during a RSU negotiation. You may hear that equity is "set by level" or that the offer is "already at the top of the band." This is normal.

Respond professionally by thanking them, acknowledging their constraints and asking if they'd take your concerns back to the compensation team for one last look. Because you anchored on total compensation, the compensation team has more ways to say yes. They may move base salary, increase the RSU grant or add a sign-on bonus to close the gap (ideally all three!). Our Objection Handling Scripts give you word for word responses for these tough moments when you encounter recruiter pushback.

Objection Handling Scripts

Overcome Recruiter Pushback – Proven scripts to handle pushback and keep your salary negotiation on track.
Communicate Effectively – Use expert responses to get recruiters to advocate for you with the compensation team.
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Once the updated package lines up with the comp ranges you researched, lock it in with our Acceptance Email Template.

Acceptance Email & Rejection Email Templates

Accept or Decline – Expert crafted job offer acceptance email and rejection email templates to share your decision.
Professional & Genuine Tone – These help you communicate in a professional manner regardless of what you decide.
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Equity Negotiation Mistakes to Avoid

We've seen a lot of candidates leave equity on the table. Usually it's not because they didn't try. It's because they followed advice that sounded reasonable, but doesn't match how tech companies actually set compensation. Here are the most common mistakes we’ve seen:

Asking for a Specific Number of RSUs With No Data

Asking for "2,000 more shares" without any supporting data is easy to reject. The recruiter has no reason to say yes and knows you’re fishing for an increase. Anchor your ask on the base salary and total compensation ranges that you know they can reasonably pay instead.

Negotiating Equity After You've Already Negotiated Base

Circling back for more equity after you've settled base salary makes you look like you're moving the goal posts. Put your full ask in one counter so the compensation team can look at the whole package at once.

Trusting Inflated Equity Data

That huge equity number you saw on a comp site might be from someone who joined five years ago before the stock tripled. It's not what new hires get today so base your research on current ranges for new hires at your level. Otherwise connect with us to help determine these numbers.

Ignoring the Vesting Schedule

A staggered RSU grant can mean a much lower total compensation in your first year or two. Know what you'll earn each year by correctly calculating the vesting schedule. If year one is light, a sign-on bonus can help close that gap.

Not Negotiating Equity at All

The biggest mistake is assuming equity is fixed. It's often one of the most flexible parts of a job offer. When you push total compensation toward the top of the band, the equity grant is frequently where companies find the room.

Equity Negotiation Coaching & Tools

Negotiating RSUs and equity takes the right data, the right framing and professional communication. Our expert Salary Negotiation Coaching gives you offer-specific guidance on your job offer. We've helped clients negotiate equity packages at Amazon, Google, Meta, Apple, Microsoft, Nvidia and more.

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Or leverage our Salary Negotiation Courses and Templates & Scripts.

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Brandon BramleyOctober 27, 2026

How to Negotiate RSUs and Equity in a Job Offer