Private Equity Portfolio Company Comp Package Calculator
PE portfolio company comp looks deceptively similar to standard tech offers — until you read the leaver provisions, ratchet structure, and sweet equity vesting. The 5-year exit-tied payout can be 5-30x base or zero.
| Annual base salary | — |
| MBO target bonus | — |
| Sweet equity nominal value | — |
| Sweet equity at expected MoIC | — |
| Ratchet kicker (probability-weighted) | — |
| Probability-weighted exit value | — |
| Annualized total comp | — |
| Annualized comp vs FAANG L7 ($1M+) | — |
Private equity portfolio company executive comp looks similar to a tech offer on the surface — base, bonus, equity — but the equity (called sweet equity or management incentive equity) only pays out at exit and is governed by leaver provisions that can zero it out if you leave early or under wrong circumstances. The 5-year exit payout can be 5-30x base if the deal hits, or zero if it doesn’t.
How PE Sweet Equity Actually Works
You receive a small percentage (typically 0.5-3%) of the equity above a hurdle. The grant is structured as a separate share class with a ratchet that increases your share if the deal exceeds a target MoIC (Multiple on Invested Capital), and a leaver provision that determines what happens if you leave before exit. Good leaver (death, disability, retirement, termination without cause): you keep vested portion at fair value. Bad leaver (resignation in early years, termination for cause): you forfeit at cost or zero. Most disputes happen here — push hard on leaver definitions before signing.
Clauses That Make or Break the Package
(1) Good-leaver definition: pin down that resignation after 24 months counts as good leaver. (2) Ratchet structure: clarify MoIC threshold, IRR vs absolute, and whether ratchet doubles or escalates further. (3) Drag-along and tag-along: ensures you’re forced to sell with the fund and entitled to sell alongside. (4) Anti-dilution from follow-on rounds: PE often does add-ons that dilute management. (5) Tax structure: UK Business Asset Disposal Relief (10% on first £1M lifetime), US QSBS Section 1202 (potentially 0% federal up to $10M), or standard long-term capital gains. Tax structure alone moves take-home 20-40%. Always engage a PE-specific employment lawyer before signing — boilerplate counsel will miss these.
Last updated May 2026. Sources: Levels.fyi, BLS.