8

I was asked to resign from a startup then sometime down the line the company asked me sign the following documents

  1. Terms of Resignation
  2. Employee Invention Assignment and Confidentiality Agreement
  3. 2014 W9 form

Some background:

  • I was a contractor in 2013 briefly
  • Has been a full-time employee since after the contracting period
  • I did early exercise some stock options
  • Not all of my stock has been vested

If anyone has knowledge or experience on the matter, please enlighten me? For example, do I have any obligation to return these documents? If I do not, are there any negative side effects on my vested stock?

10

If you want to protect yourself or any property interests you may have in this circumstance you have to talk to a lawyer. You cannot get (or trust) legal advice from the internet.

I will, however, make the following personal observations:

  1. I only provide a W-9 to people who are paying me money, and who request it as a condition of paying me. I don't know of a legal requirement to supply it after the fact. However, not providing it to someone who did pay you more than $600 in a tax year could certainly make it difficult for them to comply with their tax filing obligations.
  2. I do not sign any agreements, assignments, or contracts, without what I consider to be fair consideration. E.g., if on leaving a job (as has happened) I am asked by a former employer to sign something that I am not already obligated to sign due to some prior contract, then I negotiate what is commonly called a "severance package." They pay me and/or extend benefits, and I sign something that limits their liability.
1

Is it normal? Some of the forms can be normal to have requested before leaving. Will they impact your current stock options? They should not. Your vesting is a separate contract. I would review it to make sure.

1) Terms of Resignation This could be normal. You are not required to sign this form. This may be a severance package of some type, which may be in your benefit. I would have a lawyer review this document first.

2) Employee Invention Assignment and Confidentiality Agreement This should have been signed when you were hired on. not when you are leaving. Unless it is apart of something larger, I would be cautious of this document.

3) 2014 W9 form

W9 forms are TIN verification. It sounds like there accounting is missing some documents. No this is very odd to have to fill out unless you are changing your tax status.

You should bring all of the documents to a lawyer and have him/her review them with you.

  • Since the stocks are based on time vested. If I don't sign the resignation doc, how would the end of my vesting be determined? – user522 Jul 5 '15 at 17:32
  • Would signing the Terms of Resignation be a disadvantage for me in anyway? – user522 Jul 5 '15 at 18:01
  • 1
    Yeah, they may restrict your rights. depends on what is in the Terms of Resignation. If you are ok with them, then that is fine. But I would still pay $100 to have a lawyer do a quick review. rocketlawyer.com is a cheap quick place. a few bucks now can save you a job in the future. – Jdahern Jul 6 '15 at 1:40

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