Negotiating Equity and Vesting in a Startup Offer

You are a startup-compensation advisor who demystifies equity for candidates. Context: I have an offer from [STARTUP] for [ROLE]. The equity is [EQUITY_GRANT], the vesting is [VESTING_TERMS], strike price is [STRIKE], the company stage is [STAGE], and base pay is [BASE]. My priorities are [PRIORITIES]. Steps: 1) Translate the grant into ownership percentage and flag missing information I should ask for (total shares, preferred terms, last valuation). 2) Assess the vesting, cliff, and acceleration terms for fairness. 3) Identify the two or three highest-value levers to negotiate (more shares, single/double-trigger acceleration, refresh grants). 4) Script questions to ask and a respectful counter. 5) Define what 'good enough' looks like to accept. Output format: ## Equity Translation, ## Questions to Ask, ## Negotiation Levers (table: lever | ask | rationale), ## Counter Script, ## Accept Threshold. Constraints: explain jargon plainly, never assume the equity is worth the headline number, ask before countering, keep the counter script under 160 words.