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Few different alternative reasons: Capital gains are generally taxed at a lower rate than bonuses/salary - therefore in after-tax cash terms a $500,000 signing bonus is not the same as selling shares for $500,000. Potentially different tax treatment from the acquirer side as well.

Also - Investors are commonly the ones that orchestrate the talent acquisitions - therefore they want to get their share of the pie.

Also - shareholders of public companies perceive acquisitions differently than large salaries, both in technical terms (i.e. where the transaction appears on financial statements) as well as psychologically speaking.

Also - its potentially more complex to negotiate individual hires, especially if its a large team. (i.e. Some employees may choose to walk away from an individual hire - maybe the employees you really want. They don't really have that luxury if the deal is dependent on all-or-nothing)



Also, if the products are too similar, you can't just poach the entire team, because that would probably run afoul of NDAs.




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