Single Vs. Double-Trigger Vesting Acceleration: What Founders And Executives Should Negotiate Before An Exit

Summary for Founders

• Vesting acceleration decides what happens to your unvested equity when the company is sold
• Single-trigger acceleration can vest equity at closing while double-trigger usually requires a second event after closing
• The outcome depends on how your equity plan, award agreements and employment terms define change of control, Termination for Cause and Termination for Good Reason
• Post-close integration changes like title, reporting lines and responsibilities often decide whether the second trigger is met
• Small drafting gaps and mismatched definitions can change the result across stock options, restricted stock units ("RSUs") and other awards

Why Vesting Acceleration Becomes a Deal Issue