What Happens When CEOs Cash Out? - YouTube

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INTRO: CEOs and founder CEOs are by far the richest
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people in the world.
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While there are some oddballs on the billionaires list who are directors, investors, and even
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athletes, the vast majority are company leaders.
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Unlike most jobs though, company leaders are rarely paid in cash.
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Many of the top CEOs take a cash salary of just $1 per year.
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And even for the CEO’s that take a moderate cash salary, the cash portion is an extremely
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small portion of their total compensation.
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For example, out of Sundar Pichai’s $281 million salary in 2019, only $2 million was
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paid in cash.
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Considering this, how do billionaires even access the extraordinary wealth they have
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without crashing their’s company’s stock.
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And what about founder CEOs that own 40 or 50% of a massive conglomerate.
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For example, Bernard Arnault owns 47% of LVMH which gives him a mind boggling net worth
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of $123 billion.
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But is it even possible for him to cash out?
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Well, at his age, the answer is probably not, but here’s how billionaires access their
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paper fortunes and how they live a rich lifestyle without cash.
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TIME-BASED STOCK VESTING: The first thing to note about most of these
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billionaires' compensation structure is that they can’t cash out their salary even if
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they wanted to.
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This is especially applicable to non-founder CEOs who don’t already have a lot of equity.
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You see, the last thing board members want is for a CEO who either quits or is fired
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under negative circumstances to dump all of their shares and crash the stock on their
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way out.
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So, a restriction they implement to protect against this is stock vesting.
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The first type of stock vesting is time-based stock vesting.
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Time-based stock vesting is usually most common amongst non-founder CEOs.
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And as the name suggests, these CEO’s are restricted from selling any of their stock
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compensation for a set period of time.
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This rule doesn’t just apple to executives either, employees at these companies are generally
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subject to the similar restrictions.
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Both Google and Apple for instance follow a 4 year vesting schedule with a 1 year vesting
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cliff for employees.
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The vesting cliff simply means that you can’t sell any of your stock within the first 1
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year, and after that you’ll get access to your stock on a linear basis over the next
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4 years.
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So, really, you wont get access to all of your stock till 5 years after your given that
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compensation.
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And if you leave during this time period, you of course lose access to your remaining
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stock.
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CEO’s follow a similar structure, but their vesting periods are way larger given that
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their compensation is also way larger.
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For example, when Tim Cook was hired as CEO in 2011, they gave him 1 million shares of
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Apple, but the stock vesting period was 10 years.
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The first half million shares would unlock in August of 2016 and the other half million
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would unlock in August of 2021.
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This is why we saw insane headlines about Tim Cook receiving $750 million worth of stock
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last year.
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While this is technically true, it’s also kind of misleading.
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When Tim was awarded these shares in 2011, they were worth $384 million.
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And given a vesting period of 10 years, this basically translates to $38.4 million per
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year which is still an insane amount, but it’s no where close to $750 million in a
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single year.
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Tim actually went ahead and sold this entire compensation right after he got it.
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But, thanks to the vesting period, Apple stock had grown to a point at which it could easily
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sustain this selling pressure and protect shareholder value.
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MILESTONE-BASED STOCK VESTING: The other most common type of stock vesting
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is milestone based vesting.
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Instead of tying up stock access to a time period, this option ties up stock access to
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various milestones.
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This type of vesting is most common amongst founder CEOs who already have loads of equity.
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Given that they already have plenty of shares, it’s not the board members’ top concern
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to get these CEOs even more invested in the stock.
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For example, Bernard Arnault already owns 47% of LVMH.
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So, pumping up his stake 55 or 60% probably wouldn’t motivate him that much more.
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As a result, board members are able to be much more strict with their compensation plans,
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requiring these CEO’s to not only put up time but put up results.
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A great example of milestone based vesting is Elon Musk and Tesla.
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Elon Musk receives no salary, no bonus, and no time-based equity.
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The only way for him to earn more stock is to reach the milestones outlined in this compensation
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plan.
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As you can see, this plan consists of both market cap milestones and operational milestones,
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and he must hit both of these numbers to be compensated.
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When these milestones were established in 2018, Tesla’s marketcap was just $59 billion,
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so reaching a $650 billion market cap was quite an ambitious goal.
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But Elon has since crushed these numbers which has given him paydays worth tens of billions.
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It should also be noted though that if he didn’t reach these ambitious milestones
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within 10 years, he would’ve gotten no compensation for 10 years of work.
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This is obviously rather harsh, so many companies tend to go for a more softened approach.
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They’ll often combine time based vesting with milestone based vesting to create a hybrid
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vesting model.
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This way, CEO’s don’t have to achieve insane growth numbers to be paid, but at the
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same time, they can’t just sandbag their time at the top either.
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For example, this was one of the caveats that Apple introduced to Tim’s compensation plan
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in 2013.
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They clarified that Apple must also beat the S&P 500 for Tim to receive his full compensation.
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For a company like Apple, beating the S&P 500 throughout the 2010s definitely wasn’t
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that challenging of a goal, but it did introduce some level of accountability.
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DEBT: Alright, so companies use time and milestone
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based vesting to keep executives loyal to the company over the long term, but what about
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during the meantime?
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For example, from Tim Cook’s perspective, it’s great that he could receive up to 1
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million Apple shares in 10 years, but how can he enjoy the benefits of that right now?
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This is obviously a rich person problem, but the solution is rather interesting to discuss.
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The answer to this problem is usually debt.
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While Tim couldn’t sell most of the stock he received in 2011 he could use it as collateral.
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Now, trying to collateralize RSU income or restricted stock income is not the easiest
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of tasks for us normal people.
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But, for company leaders, this is rather easy and it’s not just because they’re in a
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powerful position.
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The main reason is that the items that they’re trying to buy are usually a small fraction
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of their income.
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For example, Tim recently bought a $9.1 million house.
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I have a feeling that he just paid cash for this property given that he bought this house
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right after his stock compensation unlocked.
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But, it wouldn’t have been that hard for him to take out a mortgage either given that
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the house costs less than a 1/30th of his compensation plan.
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Similarly, Elon took out $61 million worth of mortgages in 2019 which was likely a large
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amount compared to his cash reserves but a miniscule portion compared to his net worth.
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This reasoning obviously doesn’t apply to the average person who’s buying a house
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that’s worth 2 to 5 times their gross income.
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For billionaires though, this strategy doesn’t just apply to housing, it applies to basically
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every facet of their life whether they’re buying a private jet or Twitter.
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Also, this strategy isn’t just to work around stock vesting periods either.
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There’s loads of benefits to leveraging debt from maximizing returns and minimizing
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taxes to benefiting from inflation.
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So, these stock vesting periods are just even more reason to take on debt for this billionaires.
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LOOSE CANNONS: Everything we’ve covered so far accounts
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for the vast majority of CEOs.
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It’s usually just a case of borrowing against your RSUs to fund your lifestyle until you
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unlock your compensation packages.
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There are a few dozen people in the world, however, who have significantly more power.
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For example, no one can prevent Jeff Bezos, Bill Gates, or Elon Musk from selling their
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initial stakes in the company.
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So, technically, these guys could try to sell all of their stock in one go and crash the
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market.
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But, given that these guys are founders, it’s extremely rare that they make such a decision,
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but it does happen from time to time.
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And I don’t think you’d be surprised to hear that one of the CEOs that was bold enough
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to do this was Steve Jobs.
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In 1985, Steve Jobs got entangled in months of vicious battles with the CEO at the time
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John Sculley.
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And as you would guess, this resulted in him eventually being ousted in September of 1985.
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Out of rage, Steve would go ahead and sell his entire 11% stake in Apple except for 1
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share.
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Looking back at Apple stock during the time, it doesn’t actually look like Apple fell
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that much when Steve actually sold.
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Rather, most of the sell off took place leading up to Steve being fired.
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By the time Steve departed the company, the stock was down a painful 77% from their all
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time high.
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So, while Steve selling his entire stake was a monumental event, his sale itself didn’t
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impact the stock too much given that most of the fear was already priced in.
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Another example of a founder selling out is Travis Kalanick and Uber.
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Like Steve Jobs, Travis was ousted from Uber after months of boardroom battles in December
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of 2019.
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And he of course sold all of his stock right after he was ousted.
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What’s interesting though is that he also sold near the bottom just like Steve Jobs.
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Now, Uber is at even lower levels today, but that’s besides the point.
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The point is that by the time a founder sells all of their shares in a rage fit, the stock
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is already in the toilet, so their selling itself doesn’t hurt it all that much.
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If they were to just randomly sell out of the blue though, the stock would no doubt
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get obliterated.
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CASHING OUT: Aside from loose cannon examples, most founder
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CEOs cash out extremely strategically.
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For example, Jeff Bezos sells a few billion worth of stock every year, but he doesn’t
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do so without months of warning and he sells it small digestible batches.
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So, the stock price is rarely affected by his sales.
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Likely the closest example to randomly selling out of the blue is Elon’s recent sale for
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Twitter.
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In late April, Elon Musk sold $8.5 billion worth of Tesla stock or about 1% of the company.
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This led to Tesla stock selling off about 10% by the time he finished selling.
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This means that selling 1% of the company correlates to about a 10% selloff.
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So, if a founder was to sell 10% out of the blue, that would likely cause the stock to
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crash 70 or 80%.
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And that’s not even taking into account that the sell off will accelerate as the founder
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continues to sell.
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The only way for a founder to sell out of such a position is to spend decades slowly
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selling their stock just like Bill Gates did.
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When Microsoft went public in 1986, Bill Gates owned 45% of Microsoft.
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Today, he owns just 1.34% of the company.
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Now, this puny 1.34% stake still correlates to a massive $25 billion.
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But, given that Bill Gates has over a hundred billion dollars, the vast majority of his
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wealth is no longer in Microsoft.
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This makes him one of the most liquid billionaires in the world.
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But, to get to this position, it took him 36 years.
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And, if any other mega cap founder wants to cash out without destroying the stock, this
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is really the only option they have as well.
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And that’s how CEO’s cash out of their massive positions.
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If you were the founder of a mega cap company, would you hodl your stake to your grave or
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would you slowly sell off like Bill?
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Comment that down below.
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Also, drop a like if you wish you had rich people problems instead.
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