An executive employment agreement is a negotiation document disguised as a formality. Most executives spend more time reviewing their vendor contracts than the agreement that governs the largest financial and reputational moments of their career, the start, the separation, and everything contested in between.
Severance is the clauses most executives undervalue
Negotiations focus on salary and title; the terms that matter at the end of the relationship are severance months, mitigation duties, and the events that trigger payment. A termination 'for cause' definition drafted too broadly can waive severance in situations an executive reasonably thought were protected.
The time to negotiate these terms is before signing, when the employer wants the candidate's signature and goodwill. After a poor quarter, the leverage moves the other way.
Equity has fine print that changes its value
The grant of equity or options is only as valuable as its vesting, forfeiture, and exercise terms. Understand what happens to unvested equity at termination, whether accelerated vesting is tied to a change of control, and whether 'good reason' resignation preserves what you have earned.
Clawback provisions, repurchase rights, and tax treatment are all negotiable at the margins. Executives who read the full grant document, not just the number, routinely end up with better economics.
Covenants get enforceable when they are reasonable
Non-competition and confidentiality clauses are common and increasingly scrutinized. Their enforceability usually turns on whether they are written to protect legitimate business interests in scope, geography, and duration.
The practical point for an executive is to understand what the covenants actually permit before accepting a new role. Whether a covenant holds up in court is a real question; whether signing it constrains your next move is a certain one.