Is this a bad situation?
SamAtt: I say run for the hills.  A lot of the posts here parse tax law or try other ways to understand why the equity would be switched to a bonus.My opinion is much simpler.  If verbal promises are being broken this early in your relationship you shouldn't take a job that specifically asks you to make sacrifices based on being invested in the company's success.To me it's as simple as that.  The very fact that you're asking yourself these questions is the best warning sign.