What is Double Trigger Acceleration?
Double trigger acceleration means equity vesting speeds up only if two events occur: the company is acquired AND the employee is terminated or significantly demoted. Neither event alone triggers acceleration.
Why Double Trigger Matters
Acquirers prefer double trigger because they want to retain key employees after acquisition. If equity fully vested on acquisition alone (single trigger), employees might leave immediately with all their shares.
For employees, double trigger still provides protection. If the acquirer fires you or makes your role untenable within a specified window (usually 12 months), your unvested equity accelerates.
Negotiating Acceleration
Founders often negotiate double trigger acceleration with 25-100% acceleration. More senior employees may have stronger acceleration terms. The specific definitions of "termination" and "change of control" matter significantly.
Formula
Double Trigger Conditions:
Trigger 1: Change of Control (acquisition, merger)
Trigger 2: Involuntary termination within 12-24 months of Trigger 1
Both must occur for acceleration
Example
A SaaS company employee has:
- Unvested Shares: 10,000
- Double Trigger: 100% acceleration
Scenario A: Company acquired, employee stays
- Result: No acceleration, continues normal vesting
Scenario B: Company acquired, employee laid off 6 months later
- Result: All 10,000 unvested shares immediately vest
Scenario C: Employee quits before acquisition
- Result: Forfeits unvested shares, no acceleration