Your employment terms and rollover equity are two different deals
Staying after a sale can create opportunity, but the documents must work together.
A private equity transaction may allow an owner to receive meaningful liquidity, retain equity, and continue leading the company. That can be an attractive middle path between holding everything and walking away entirely.
It is also two negotiations, not one.
The first concerns your executive role: title, authority, reporting line, compensation, performance targets, severance, and the circumstances under which employment can end. The second concerns your investment: what security you own, where it sits in the capital structure, how it can be diluted, and when it may become liquid.
Those agreements interact. For example, what happens to your equity if you are terminated without cause? Are you required to sell it back? If so, at fair value, cost, or another formula? Do “good leaver” and “bad leaver” provisions apply? Can the sponsor issue additional securities above or alongside yours? What voting, information, tag-along, and drag-along rights do you receive?
Do not evaluate the rollover only as a percentage. Ten percent of one security can have very different economics from ten percent of another. Review the distribution waterfall, preferred returns, management incentive pool, debt load, and future capital requirements.
The structure can align you with the next phase of growth, but only if your role and your ownership rights are understood independently and together.