Blend Labs co-founder Nima Ghamsari is pulling out Elon Musk’s compensation playbook as the valuable mortgage software company moves to go public. In 2018, Musk and Tesla’s board of directors unveiled a 10-year, $55 billion incentive pay package that left jaws on floors across Wall Street and corporate America. Ghamsari, a 35-year-old Stanford educated Iranian immigrant who was an early employee at Palantir and then co-founded Blend in 2012, is set to receive a “Muskian” $10.9 billion potential payday as part of the company’s looming stock listing. Blend’s board of directors has awarded Ghamsari 78.2 million stock options priced at $2.86 a share that vest over a 10-year period, dependent upon the company’s stock skyrocketing in the years after it goes public. Ghamsari’s so-called “Founder and Head of Blend Long-Term Performance Award,” revealed in Blend’s S-1 filing on Monday, will begin vesting 15-months after Blend’s IPO with no price hurdle. It will then be awarded in tranches based on increasingly demanding stock price hurdles, which could be worth billions for Ghamsari. The first tranche will contain 5.8 million options awards 15-months after their March 2021 grant date. In March 2025, Ghamsari will be awarded 17.5 million shares provided the company trades above $13.97 for a 90-day period, and 30-days immediately prior to the grant date. In March 2027, Ghamsari will be awarded a further 13.7 million shares if Blend sustains a price of $27.94 or above for the same length. The final two tranches—17.6 million shares and 23.5 million shares— will be awarded in 2029 and 2031 provided Blend trades at $69.85 and $139.70. Overall, assuming Ghamsari achieves every milestone and Blend reaches $139.70, his option awards will be worth $10.9 billion (pre-tax) after accounting for their $2.86 a share exercise cost. That’s roughly equal to the $11 billion Elon Musk received in 2020 due to his stratospheric award grant.“The Founder and Head of Blend Long-Term Performance Award is meant to support our transition to a public company while providing a meaningful incentive to Mr. Ghamsari with sustained long-term value creation for our stockholders, and minimize dilution if returns are lower than contemplated,” says Blend in its S-1 filing, released on Monday evening.“The board of directors was intent on establishing an award that would encourage long-term sustained stockholder valuation by including a long vesting schedule with post-vesting holding requirements,” adds Blend. Sarah Rall, a Blend spokesperson, didn't immediately respond to an email, sent after normal business hours, seeking comment. The incentive award has a 15-year term and is subject to some conditions. If inflation rises by over 5% annually for a consecutive three-year period during the award period, Ghamsari’s stock price hurdles will increase by 20%. Other features like a change in control of the company could lead to an acceleration of the award.


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