Acceleration (Double Trigger)

TL;DR

A vesting acceleration provision requiring two events — typically a change of control AND involuntary termination — before unvested equity vests.

Double-trigger acceleration is the more acquirer-friendly version: unvested equity accelerates only if both an acquisition happens AND the employee is terminated (or constructively terminated through a material role change) within a defined window after closing.

Double trigger balances founder/employee protection with acquirer retention needs. It's the modern default for executive grants in venture-backed companies. The window after acquisition (typically 12–18 months) and the definition of 'good reason' termination are the most negotiated elements.

Worked example

An exec with 50% vested has double-trigger acceleration: change of control + termination without cause within 12 months. The company is acquired in March; the acquirer terminates the role in August — at termination, all unvested shares accelerate.

Common pitfalls

• Defining 'good reason' too narrowly and losing the protection.
• Letting the acceleration window be too short to matter.
• Mixing single and double trigger across grants without consistent rationale.

When this shows up in a pitch deck

Diligence and acquisition content; not on the deck.

Related terms

• Acceleration (Single Trigger) — A vesting acceleration provision where unvested equity vests automatically on a single triggering event — typically a change of control.
• Vesting — The schedule by which equity grants are earned over time, typically 4 years with a 1-year cliff for founders, employees, and advisors.
• Term Sheet — A non-binding document outlining the principal terms of a proposed financing, used to align investor and founder before legal documents are drafted.
• Acquihire — An acquisition primarily motivated by the acquirer's desire to hire the target company's team, with little value placed on the product or revenue.
• Founder Vesting — A vesting schedule applied to founder equity, typically required by VC investors to align founders with the long-term outcome.

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