Wow, so I guess he would have been hoping he got fired ASAP once the acquisition happened.

Well he certainly received a nice payday, but it just accelerated what compensation he had already earned that would have vested anyway. Plus he would have earned even more stock if he had stayed on. So it's not like getting fired was worlds better than staying on.

Not sure about that. For regular employees, unvested stock is not seen as "compensation they have already earned" and losing it is a very real possibility. It's more apt to thing of it I think as future compensation for staying on and continuing to work. In which case it becomes a matter of receiving that future compensation without working in one shot.

@RohitPandey no, this is exactly the opposite. The golden parachutes are intended to dissuade the new owners from retaliation or rapid and drastic changes, except that Elon wanted to do exactly that.

Note that Elon is trying to claim that the termination was "for cause", in which case the parachute wouldn't happen. It means that if the executive deliberately tries to get themselves fired, they wouldn't get the payout.

I'm just saying before Elon even came into the picture, unvested stock is seen by most employees who get it and employers as future compensation for staying, not compensation you've already earned. Golden parachute is a protection a few get.

@RohitPandey that is true, but irrelevant.

The relevance is that because of the special clause, it is much better for him to get the future compensation now in one shot than continue to work and get it over time. An option only he and other E levels have.

@RohitPandey not sure what your point is. That's his contract, he gets paid what he was promised. Just like any other employee. You want a golden parachute? Negotiate your employment contract accordingly.

"much better" is an exaggeration - suppose he had $200 million in unvested stock. If he stayed for a year he would still have gotten that and might have gotten another $200 million. Grated he can possibly get $200 million at another company now, but it's not like he got $200 million now and zero (or significantly less) if he had stayed. But I fail to see the point of the argument now.

Your question was "why does it apply to the CEO but not regular emplyees" - because the CEO's contract was written that way. Most "regular employees" probably do not even have contract. They might get their unvested stock vested as part of their severance, but we may never know.

In the US, most folks working for companies which might offer them stock options are contracted employees. They don't get a golden parachute in the contract for the same reasons their salary is less than an executive's. You have about equal chance of negotiating either, somewhere between far and slim, unless you are at the E-board level.

This doesn't seem to be leading toward an answer. And arguably it belongs on Workplace rather than here... Though since we're in rant territory they might not be happy with it there either.

Yeah, my question is already answered. This is admittedly a tangent. As someone whose worked (and is working) in tech companies very similar to Twitter, I can tell you with confidence that getting everything vested today is MUCH better than continuing to work and waiting for vesting for years.

@DStanley - regular employees have contract and their unvested stock isn't vested when their contract terminates (this is also true of Twitter where I know regular people). I know because I've been bitten by this :) Also, vesting happens over multiple years, not one year.

I get that - not everyone gets accelerated vesting. We've explained why - what's the problem? Does it feel unfair that C-suite execs get more then others? That's life...

And maybe it's different in silicon valley - most employees in my experience do not have actual contracts until you get to executive level. There are employee policies that are followed related to benefits but not actual contracts.

@DStanley my experience, in the silicon valley, is similar. There's an offer letter (which usually states "employment at will") and policies. There are no individual contracts.

@DStanley the problem it seems to me is that Rohit is arguing against your claim "So it's not like getting fired [and getting the stock vested immediately] was worlds better than staying on". To be honest, I'm also still confused why it's not better to have the stock vested immediately compared to vesting one year later. Unless, of course, you talk specific for someone with golden parachute. In that case, the stock is not really unvested, unlike regular employees, who do really have unvested stock. I guess this is where the misunderstanding between you two occurred. (great answer btw)

@justhalf It's likely that they would not get accelerated vesting if they quit or are fired for cause. It's only the fact that there was a change of control followed by a firing (presumably not for cause) that triggered the parachute.

@DStanley well, in that case you can't really say "it just accelerated what compensation he had already earned that would have vested anyway", right? That's Rohit's point.

@justhalf It would have vested if he had stayed with the company.

Right, and getting fired and having the golden parachute triggered removed that uncertainty from the equation. He just got a lump sum, one shot 50 million dollars. Definitely the better option for him without even factoring in that Elon didn't like him and was going to fire him sooner or later anyway. Just imagine Elon fired him at the 1 year and 1 month mark and you'll see what I mean.

And keep in mind, the shares would have vested over 4 years. Not one.

I'm still not sure what your argument is - yes he got his stock accelerated but lost out on future comp and even more shares. So he didn't get anything that he wouldn't have gotten eventually - he just got it sooner in exchange for getting more later. If he got fired after 1 yr 1 mo, he would have gotten another year of salary and stock per his contract.

Yes, and that salary and stock would have been << the 50 million he got now by getting fired immediately. He would have spent the 1 year at Twitter when he could have spent it earning elsewhere and gotten less money from Twitter by doing so.

Yea, D Stanley I'm not sure why you consider "if he had stayed with the company [for some period of time]" as "earned". That's conditional. It's like saying "I already earned the salary for next month", conditional on me working for the next month.

"most other employees were likely either "at-will" (no contract) employees" - What evidence is there of this? Anecdotally I've never encountered a software developer employed without a signed contract. Would be amazed if it's common (within that particular industry), even in the US.

@aroth I've been a software developer for 20+ years and have never had a contract. Most of the companies I worked for had many non-contract developers. They would hire contracting firms and individual contractors for short-term jobs, but most employees were at-will. Again, maybe Twitter is different but that's my experience. Even if it were, I bet none of them had "golden parachutes"