At-will employment, stock option vesting acceleration, termination without cause, change in duties

I am employed on an at-will basis. The company is now asking that I sign a statement that includes "I also understand that the COMPANY may modify the other terms and conditions pursuant to which it will employ me (such as compensation, benefits, title, duties and discipline, if any, to be imposed upon me) with or without notice and with or without cause."

The complication is that I have stock options that accelerate in vesting if we are acquired and if I am terminated without cause. I am afraid that if I sign this explicit language, the acquiring company can change my duties and reduce my salary without triggering the acceleration from "termination without cause"

1 answer  |  asked Aug 21, 2001 10:06 AM [EST]  |  applies to California

Answers (1)

Theresa Pfeiffer
stock benefits

you are right to worry. I would add specific language to the agreement to make it clear that this agreement does not affect current stock options, e.g., "Such modification does not affect any rights or obligations either party has under the [name of stock option agreement] signed [date it was signed]. Also, get a local employment lawyer to review the language you choose. Ask any lawyer that you pick if he or she is a member of CELA or NELA (preferably both).

posted by Theresa Pfeiffer  |  Aug 21, 2001 12:52 PM [EST]

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