Yes, if you closed a priced round and your investors’ rights agreement kept the standard insurance clause. The NVCA model offers a covenant to buy D&O within a window the parties set and to keep it unless the board agrees otherwise. A SAFE with no board seat requires neither; your first priced round or outside director does. Embroker, Coverdash and Corgi say you can buy D&O online; Vouch, Founder Shield and Unbridled quote online and pair you with an advisor.
You just closed the round. A new investor director joined the board. The investors’ rights agreement your counsel circulated has a section headed “Insurance.” That clause, not your stage or headcount, decides whether you need D&O this quarter.
D&O (directors and officers liability insurance) defends the people who run the company when someone sues over how it is managed. Under Side C, it also covers the company itself.
What your round documents require
Your financing documents set the deadline. The National Venture Capital Association’s model investors’ rights agreement includes, as a standard option, a covenant to buy D&O on terms the board approves. The parties fill in the window; the model suggests 90 days. Check your signed copy for which options you kept.
The same section bars the company from cancelling the policy without board approval. Investor directors can also ask the company to certify that the policy is still in force. A separate optional clause makes the company the “indemnitor of first resort” for investor directors: your company pays their defense before their fund does.
A SAFE asks for none of this. Y Combinator’s post-money SAFE contains no insurance or indemnification covenant and gives the holder no vote for directors. If you raised only on SAFEs and have no outside director, no contract requires D&O yet; when a startup should buy D&O walks through the timing. The trigger is your first priced round or your first outside board seat, whichever comes first. Once that board exists, so does a list of people who can sue it.
Who sues the board of a seed-stage company
The lawsuit seed founders overlook comes from inside the cap table: a co-founder who leaves on bad terms.
| Who sues | Over what | Which policy answers |
|---|---|---|
| A co-founder | Leaves and sues the rest of the board over equity, vesting or a forced exit | D&O, unless the insured-versus-insured exclusion bars it |
| Investors | Say you misled them in the raise | D&O |
| An employee | Discrimination, harassment or wrongful termination | EPLI, not D&O |
| A customer | The product failed or the contract was breached | Tech E&O covers the product or service failure |
| A regulator | Investigates how the company was run | D&O, if the policy’s definition of “claim” covers regulatory proceedings |
D&O policies often carry an insured-versus-insured exclusion, which bars claims one insured brings against another. Ask what yours excludes, and what exceptions it makes for a departed founder, before you need it.
Investors who say you misled them in the raise can sue under federal securities law. SEC Rule 10b-5 applies to the purchase or sale of any security, which reaches private rounds too.
Employees file their charges with the EEOC or a state agency. Those claims belong to EPLI (employment practices liability insurance), which several providers below package with D&O. The startup liability playbook maps the rest of a startup’s lines.
Side A, B and C in plain terms
Delaware law makes the company your first line of defense. A Delaware corporation may indemnify its directors and officers, must cover the expenses of one who wins on the merits, and may advance defense costs. It may also buy insurance for them even where it could not indemnify them itself.
The company pays until it can’t. An insolvent company has no money to indemnify anyone. In a derivative suit, brought on the company’s behalf, Delaware lets the company cover defense expenses but not a judgment or settlement payment. A charter can shield officers from money damages in suits stockholders bring directly, but never in suits brought by or for the company.
The three parts of a D&O policy fill that gap:
| Side | Who it pays | When it matters at seed |
|---|---|---|
| A | Directors and officers personally | The company is insolvent or cannot legally indemnify, as in a derivative suit |
| B | The company, for indemnification it already paid | Every ordinary claim against a director or officer |
| C | The company itself, when it is named | Investors sue the company alongside the board |
A Side A DIC (difference in conditions) policy sits above the primary policy. It adds limits for individuals and drops down to pay individuals when the primary policy does not respond.
Where to buy D&O online: providers compared
Six providers state on their own pages that they sell D&O to seed-stage or venture-backed companies, and three say you can buy online. None of them publishes its policy form, so the table shows what they say, not what the policy says.
How we compared
We read each provider’s own public pages on October 29, 2026 and recorded only what those pages state. “Not stated” means the page does not say. We compared four non-price criteria and quote no prices. Before buying, verify any broker’s license on NIPR.
The comparison
| Provider | D&O for seed-stage companies, online | EPLI / fiduciary packaging | Bind online vs broker-assisted | Human advisor |
|---|---|---|---|---|
| Embroker | Yes, for companies with or about to receive venture funding | EPLI and fiduciary sold with D&O | “Buy your policy right away through our digital platform” | Licensed insurance professionals |
| Vouch | Yes, pre-seed and seed listed | D&O alongside other startup lines; EPLI separate; fiduciary not stated | Instant quoting; online binding not stated | Industry advisors |
| Founder Shield | Yes, for venture-backed companies | Management liability suite; EPLI and fiduciary separate policies | Online quote portal; online binding not stated | Coverage team |
| Corgi | Yes, in its Pre-Seed & Seed package | Seed: D&O, CGL, tech E&O, cyber; EPLI at Series A; fiduciary at growth stage | “Bind same-day” | Demo “for customers who want guidance” |
| Coverdash | Yes, “from seed through growth stage” | D&O bundled with EPL, fiduciary and crime | “Quote, buy, and manage all your coverage online” | Dedicated advisor |
| Unbridled | Yes, “D&O sized for your round” | EPLI listed; fiduciary not stated | Online coverage roadmap; online binding not stated | Senior advisor |
| Insura.ai | D&O offered; seed-stage eligibility not stated | “D&O and Management Liability”; contents not stated | Online intake; online binding not stated | Named lead broker |
Provider notes
Embroker sells D&O, EPLI and fiduciary together to venture-backed startups and says you can buy online. It fits a founder who wants the management lines in one purchase.
Vouch lists pre-seed and seed on its D&O page and names cap table disputes as a source of D&O claims. It does not say whether you can bind online.
Founder Shield, now the innovation practice of The Baldwin Group, quotes through an online portal and assigns a coverage team. It is the only provider here that describes Side A excess limits on its D&O page.
Corgi puts D&O in its Pre-Seed & Seed package and says it can bind the same day. Its D&O is “underwritten by Technology Risk Retention Group, Inc.” That makes item 6 on the checklist below the question to ask.
Coverdash bundles D&O with EPL, fiduciary and crime from seed onward, and says you can buy online.
Unbridled, an independent agency, sizes D&O to the round; its pages do not say whether you can bind online.
Insura.ai, a brokerage, offers D&O but does not address seed-stage eligibility.
Hiscox also comes up in D&O searches, but Hiscox sells its management liability product through brokers, and its stated appetite for that product leaves out technology companies.
Komodo Risk, Inc., the licensed P&C broker that publishes this site, also places D&O for startups. We didn’t score it. On the same criteria, its D&O page describes Sides A, B and C and says EPLI can share a package with D&O. It doesn’t state online binding, name its carriers, or describe its advisors. Komodo says it holds P&C business-entity licenses in seven states (CT, NY, NJ, VA, PA, TX, CA; NPN 22314863).
What other evaluators say
NerdWallet’s D&O explainer says the policy protects leaders named in a suit against the company. It recommends buying through an agent because policies differ by insurer. Its startup insurance guide places D&O among the policies that protect board members and executives.
Ask every provider
The table covers what providers publish. These seven questions get the rest, and the answers belong in writing before you bind.
- Does the policy meet your investors’ rights agreement: the amount, board-approved terms, and no cancellation without board approval?
- Is Side A in the primary policy, and can you add Side A DIC that drops down if the primary insurer won’t pay?
- What does the insured-versus-insured exclusion bar, and does it make exceptions for a departed founder’s suit or a shareholder suit on the company’s behalf?
- Who counts as an insured: past and future directors, board observers, employees?
- If you buy D&O and EPLI as a package, do they share one limit?
- Who is the insurer? Ask whether it is a risk retention group; RRG policies aren’t backed by state guaranty funds.
- Can you bind online, and who handles the claim when one arrives?
Questions people actually ask
Do I need D&O if I only raised on SAFEs? No financing document requires it yet. The exposure to a co-founder or investor suit exists anyway; the contractual trigger is your first priced round or outside director.
Will my VC require D&O? If your investors’ rights agreement kept the NVCA insurance clause, yes. The company must buy D&O on board-approved terms and keep it until the board decides otherwise. Check your signed copy.
Does D&O cover a lawsuit from my co-founder? Only if the insured-versus-insured exclusion lets it through. Read that exclusion’s exceptions before you bind.
Can I buy D&O online the same day? Corgi says it can “bind same-day,” and Embroker and Coverdash say you can buy online. Others quote online and bind through an advisor.