They Tried To Fire Me, But My $4M of Shares Had Already Vested…
They Tried To Fire Me, But My $4M of Shares Had Already Vested…
David Brennan called me into his office at 4:47 on a Friday afternoon, which was exactly how I knew. Nobody schedules good news conversations at 4:47 on a Friday. The office smelled like stale air conditioning and the particular brand of anxiety that comes from fluorescent lights that have been humming for too many hours.
His desk was too clean. No papers, no coffee rings, just a single manila folder with my name typed on the tab. Through his window, I could see the parking lot already half empty, people escaping into their weekends, and I remember thinking how the sunset looked orange against all that asphalt.
“Jennifer, thanks for coming in,” he said, and he didn’t meet my eyes. “I’ll get right to it. We’re making some organizational changes. Your position is being eliminated. Effective end of business today. The chair beneath me was that corporate mesh kind that’s supposed to be ergonomic but just makes you sweat. I could feel it pressing into my lower back. 9 years 364 days.
Tomorrow was Saturday, March 9th. My 10year vesting cliff. 4.2 2 million in equity that would become mine at midnight tonight. I’d been watching that date on my calendar for a decade, circled in red pen on the paper calendar I kept in my bottom drawer because I didn’t trust digital for something this important. That’s interesting timing, I said.
My voice came out level, professional, which surprised me because my heart was doing something violent against my ribs. David shifted in his executive chair, the leather creaking. These decisions are never about timing. It’s purely operational. We’re restructuring the entire engineering division.
Your role has become redundant with the acquisition of Techbridge last quarter. I’d led the Techbridge integration. I’d personally rebuilt their entire authentication system to interface with ours, working 70our weeks for four months. There were 16 instances in our production code where my name was in the comments because nobody else understood the security protocols well enough to touch them.
Patent number 8 973421 was mine. the one covering our distributed authentication framework that processed 40 million transactions daily. But I didn’t say that. I just nodded. I understand. I’ll need to review my separation agreement. Of course, HR will send everything over. He stood up, which meant I was supposed to leave. We appreciate your contributions to Quantum Dynamics over the years.
Really, we do. I walked back to my desk through a corridor of gray cubicles that suddenly looked like a maze I’d been trapped in for a decade. My hands weren’t shaking yet, but they would be. Carol from HR was already at my desk with a cardboard box and that sympathetic expression, HR people must practice in a mirror.
The box smelled like storage closet and dust. She watched me pack like I might steal something, which was almost funny because I’d spent the last 10 years building half the systems that kept this place running. My coffee mug had a chip in it I’d never noticed. The succulent on my desk was half dead.
There was a sticky note from 3 years ago still attached to my monitor, reminding me about a meeting that didn’t matter anymore. My phone buzzed in my pocket as I was wrapping my coffee mug in tissue paper. A text from Rachel, my lawyer. Just three words. Saturday is coming. Rachel Winters had been my attorney for 8 years.
Ever since I’d gotten smart enough to stop trusting companies to look out for my interests, when I’d signed my employment contract with Quantum Dynamics 10 years ago, fresh off a brutal exit from my previous startup where I’d lost everything in an acquire that gave founders millions and left engineers with nothing. I’d been naive enough to almost sign their standard agreement. Rachel had spent 3 hours going through every clause with a red pen and a level of suspicion I hadn’t understood at the time.
She’d changed 47 different sections before she’d let me sign. I’d paid her $3,000 for that review, which had felt extravagant when I was living in a studio apartment and driving a car with $200,000 on it. One of those changes had been in section 7, subsection C, the equity vesting schedule. The standard language said that equity vested at the end of the business day on the anniversary of employment.
Rachel had crossed out business day and written in calendar day. In her careful handwriting in the margin, she’d noted vesting occurs at 0000 col 01 on anniversary date, regardless of business hours or employment status at that time. Their lawyer had initialed it, probably didn’t even read it. People don’t read contract revisions about timing technicalities.
They assume everyone’s operating in good faith, that nobody’s going to try to fire someone exactly one day before a massive vesting event. But Rachel had been a corporate attorney for 15 years before she’d switched to representing individuals back when she’d been on the other side writing these contracts and finding every loophole to protect the company.
She knew exactly what companies would try because she’d taught them how. I carried my box to my car, a Toyota that I’d been driving for 7 years, because I was waiting for the Equity to vest before I bought anything nice. The parking garage smelled like oil and exhaust. My badge didn’t work at the exit gate anymore.
They’d already deactivated it. I had to wait for someone else to leave so I could tailgate through. The barrier arm went up at 523 and I drove out into Friday evening traffic past the quantum dynamic sign that I’d driven past every morning for 3,650 days.
At home, I set the box on my kitchen counter next to a stack of mail I hadn’t opened and a plant that was doing better than the one at my office. I opened my laptop. The separation agreement was already in my email sent at 5:03 p.m. exactly 16 minutes after David had fired me. Someone had been ready with that document. Someone had prepared it in advance, loaded it up, finger hovering over send.
I read through it while drinking water from a glass that had somehow gotten chipped without me noticing. The agreement was 12 pages long, dense legal language, standard confidentiality clauses, non-compete provisions that would keep me out of the industry for 18 months, and a severance package of six month salary.
Generous by their standards, meant to make me feel grateful enough not to cause problems. Section 9 was what mattered. Employee acknowledges that termination prior to equity vesting date results in forfeite of all unvested equity grants per the terms of the original employment agreement dated March 8th, 2015. They thought they’d timed it perfectly.
Fire me Friday evening, I leave without my shares. They save $4.2 million. Probably David’s idea. He’d been promoted to VP of engineering 6 months ago, brought in from outside, and he’d spent his entire tenure trying to cut costs and make himself look good to the board. He’d been the one pushing to eliminate redundant senior positions, which really meant anyone making more than entrylevel salary.
In his first all hands meeting, he talked about efficiency and optimization and doing more with less, which everyone knew meant layoffs were coming. I called Rachel. She picked up on the second ring even though it was almost 6:00 p.m. on a Friday. They did it, she asked. 47 minutes before end of business. Perfect. Don’t sign anything.
Forward me the separation agreement. and Jennifer, congratulations. In about 6 hours, you’re going to be very wealthy. I should have felt victorious. Instead, I felt nauseous. I ordered Thai food that I didn’t eat, and watch the clock. The apartment was too quiet. I could hear my neighbor’s television through the wall, some show with canned laughter. 11 p.m. 11:30.
At 11:58, I opened my equity management portal. the one I’d been checking obsessively for the past month. The interface was slow, designed by the kind of developers who think users have infinite patience. Refreshed at exactly midnight. The page loaded. My vesting schedule updated. 1,473,219 shares fully vested as of March 9th.
0 hours, 0 minutes, 0 seconds. $4.2 million at current share price of $285. I took a screenshot, then another. Then I downloaded the PDF statement and saved it in three different places. My laptop, an external hard drive, and a cloud backup service I’d signed up for that afternoon.
Then I sent it to Rachel with a timestamp. Her response came back in 43 seconds. Beautiful. Don’t contact them. Wait for Monday. Let me handle this. Saturday morning felt surreal. I went to the gym, did laundry, bought groceries. Normal weekend things while knowing nothing would ever be normal again. My phone stayed silent.
I kept checking the equity portal to make sure it was real, that the shares were actually there, that some system administrator hadn’t noticed and reversed it. I checked at 8:30 a.m. again at 10:15. At 1:41 p.m., at 4:07 each time, the shares were still there. 1,473,219. I started saying the number out loud just to make it feel real.
Sunday was worse. The waiting felt physical, like something pressing down on my chest. I cleaned my apartment, organized my closet, did everything I could to keep my hands busy. At 8:00 p.m., I got an email from David’s assistant, Melissa, who’d always been nice to me and probably had no idea what was happening. Please confirm receipt of separation agreement and return signed copy by Cobb Monday. Cobb.
Close of business. They were pushing for a fast signature, trying to get me to acknowledge the termination before anyone looked too closely at the timing. Before anyone noticed that according to the actual contract language, I’d vested 6 hours before they’d fired me.
before anyone in legal had their morning coffee and realized the mistake. Rachel called at 8:42 p.m. They’re going to figure it out Monday morning when someone checks the equity records. When they do, they’re going to come at you hard. Are you ready for this? What does hard mean? It means they’re going to argue that the intent of the contract is clear, that their interpretation should govern that no reasonable person would interpret calendar day to mean what we know it means.
They’re going to say it was a drafting error, that you took advantage of a technicality in bad faith. They’re going to make you look opportunistic and greedy. They might sue to void the equity grant entirely. This is going to get ugly. I was sitting on my couch in the dark, watching city lights through my window. Someone in the building across the street was having a party.
I could see silhouettes moving against bright windows. How ugly? $4.2 million ugly. That’s not money companies just hand over. They’ll spend a million in legal fees to avoid paying out. Maybe more. I’ve seen companies spend3 million fighting $2 million claims just to make a point, just to avoid setting a precedent. They’ll try to exhaust you, drag this out for years, make you give up.
What do I do? Nothing. You do absolutely nothing. You don’t respond to emails. You don’t sign anything. You don’t take their calls. Tomorrow morning at 9:00 a.m. I’m going to send a letter to their general counsel explaining that you vested at midnight on Saturday and you expect full access to your equity. We established the position first cleanly in writing.
Then we see what they do. Monday morning I didn’t get dressed. Stayed in sweatpants. Made coffee that tasted like anxiety and watched my inbox. At 9:04 a.m. I got my first missed call from David. Then another at 911. A text at 9:17. Need to speak with you urgently regarding separation agreement.
At 9:23 my personal email dinged. Rachel’s letter to Quantum Dynamics General Counsel. I read it three times. It was perfect. clinical factual with every relevant contract clause cited. She’d attached the original employment agreement with her handwritten notation. The section about calendar day vesting highlighted in yellow.
She’d included screenshots of the equity portal showing my vested shares as of 0001 on March 9th. Her closing paragraph was particularly sharp. Ms. Porter’s equity vested in full at 0 hours, 0 minutes, and 1 second on March 9th, per the unambiguous terms of her employment contract. Her subsequent termination 6 hours later does not affect her vested equity rights.
We expect Quantum Dynamics to honor its contractual obligations and provide full access to these shares. My phone rang. David again. I didn’t answer. 2 minutes later, an email. Jennifer, I’ve been informed of a discrepancy regarding your equity situation. We need to discuss this immediately. Please call me. A discrepancy. That’s what they were calling it.
Not a mistake, not we tried to steal $4 million from you and got caught. A discrepancy. At 10:37, my phone rang from a number I didn’t recognize. I let it go to voicemail. The message was from Thomas Prior, Quantum Dynamics General Counsel. His voice was careful, controlled, the kind of voice lawyers practice to sound reasonable while threatening you. Ms. Porter, this is Tom Prior. I’ve received correspondence from your attorney regarding your equity vesting.
There appears to be some confusion about the interpretation of certain contractual provisions. I’d like to schedule a call to discuss this situation and reach an amicable resolution. Please have your attorney contact my office at your earliest convenience. Amicable resolution meant please don’t sue us. Please take less money than you’re owed. Please go away quietly.
Rachel called at 11. They’re scared. Tom Prior doesn’t personally call employees about equity disputes. That only happens when the company knows they screwed up badly. How are you holding up? I’ve had seven missed calls. Don’t answer. Let them panic. The more desperate they get, the stronger our position. They’re going to try three things.
First, they’ll argue good faith interpretation, that everyone understood business day to mean calendar day, that it was just sloppy drafting. Second, they’ll claim mutual mistake in the contract, that both parties intended business day and the change to calendar day was an error nobody caught. Third, they’ll try to pressure you into accepting a settlement that’s less than full value.
We’re not accepting any of that. What if they sue? Then we counters sue for the full equity value plus damages for wrongful termination, breach of contract, and breach of the implied covenant of good faith and fair dealing. Discovery will be fascinating. We’ll get to see every email sent about firing you, every discussion about the timing, every internal memo about cost cutting.
They don’t want discovery, Jennifer. Trust me. By Tuesday afternoon, I had 23 missed calls and 14 emails, each one more urgent than the last. The tone was shifting from consiliatory to aggressive. David’s messages went from we need to talk to failure to respond is unacceptable to you are still bound by comp
any policies regarding equity. At 3:41 p.m., I got an email from Tom Prior with a formal legal demand attached as a PDF. We are prepared to offer Ms. Porter a settlement of $1.5 million to resolve all equity claims and separation matters. This offer expires in 48 hours. Failure to accept will result in formal legal action to void the equity grant. 1.5 million barely more than a third of what I was owed.
And they were setting a deadline, trying to create artificial pressure, trying to make me panic and accept before thinking it through. Rachel’s response was immediate when I forwarded it. Reject it. Don’t even respond. They’ll come back with something better. That 48 hour deadline is theater. They’re trying to force you into a quick decision.
But Wednesday morning, something changed. At 8:19 a.m., I got a text from Sarah Voss, another engineer who’d been at Quantum for 12 years. We weren’t close, but we’d worked together on the Techbridge integration. Spent long nights debugging authentication failures while eating cold pizza. Her message was short.
Did they fire you to avoid your vesting? Same thing happened to Trevor last year, day before his cliff. They gave him half what he was owed and he signed because he couldn’t afford to fight. My stomach dropped. I called Rachel immediately. If there’s a pattern, she said, and I could hear the shift in her voice, the sharpening.
If they’ve done this before, then this isn’t a contract interpretation dispute. This is systematic fraud. We need to find out how many people they’ve done this to. This changes everything. This is potentially a class action. By Thursday, I had names. Trevor, yes, but also Amanda and Robert and Catherine.
Four engineers, all fired within 3 days of major vesting events over the past 18 months. All of them had taken settlement offers, signed NDAs, and walked away with less than they were owed. None of them had known about the others. Catherine had been owed 2.8 million and accepted 900,000. Robert had lost 1.6 million. Amanda’s cliff had been 3.1 million, and they’d given her a million, too.
and she’d thought she was lucky to get it. Rachel filed a demand for arbitration on Friday morning, not just for my equity, but for wrongful termination, breach of contract, and breach of the implied covenant of good faith and fair dealing. The demand included every name we’d found, suggesting a pattern of deliberate timing to deprive employees of vested equity.
She’d also sent letters to Trevor, Amanda, Robert, and Catherine explaining that their NDAs didn’t prevent them from cooperating with an investigation into illegal conduct that they might have claims worth pursuing. The response came faster than I expected. Monday afternoon, Tom Prior sent a new offer, 2.
8 million, contingent on signing an NDA and releasing all claims. No admission of wrongdoing, full confidentiality about the settlement terms. The email came at 2:17 p.m. with a subject line that said, “Final offer.” “We’re getting closer,” Rachel said when I called. “But we’re not there yet.” “They’re still trying to buy silence.
I want the full 4.2 plus your legal fees plus 6 month severance plus benefits continuation.” and I want them to revise their equity policies so they can’t do this to anyone else. They’ll never agree to that. Watch them. But they didn’t agree. Instead, on Tuesday morning, Quantum Dynamics filed a lawsuit against me for breach of fiduciary duty, misappropriation of confidential information, and fraudulent inducement.
The complaint was 47 pages long and alleged that I had deliberately manipulated my employment contract with knowledge of the company’s standard practices regarding equity vesting, that I had acted in bad faith throughout my employment with the intent to defraud the company and that I had no legitimate claim to the shares.
They claimed I had exploited a drafting error, that I had somehow coerced their attorney into accepting the calendar day language, that my entire employment had been a scheme to collect equity I didn’t deserve. I read the lawsuit in my apartment at 2:13 in the afternoon, feeling something cold spread through my chest. They were calling me a liar and a thief in legal language that would become part of public record.
My name was in there 36 times, each instance another accusation. They’d included emails I’d sent about system architecture, trying to make them look suspicious. They’d twisted performance reviews into evidence of manipulation. They’d taken a decade of my work and reframed it as fraud. Rachel was at my
door by 4 p.m. She’d brought a bottle of wine and a legal pad covered in notes. This is exactly what I expected, she said, pouring two glasses. It’s intimidation. They’re trying to scare you into settling. Classic corporate litigation strategy. File something aggressive and shocking. Leak it to the press if they can make you look like the bad guy. But here’s what they don’t know.
When they filed this suit, they opened themselves up to discovery. Every email, every memo, every discussion about you or any other employees equity becomes available to us. They just made a massive strategic error. It doesn’t feel like they made an error. It feels like they’re destroying me. Jennifer, listen to me. I’ve been doing this for 23 years.
Companies file aggressive counter suits like this when they’re desperate and scared. They think the threat of litigation will make you fold. But the substance of their claims is nonsense. You didn’t breach any fiduciary duty. You were an engineer, not an executive. You didn’t misappropriate confidential information and fraudulent inducement. That’s laughable.
You signed a contract their lawyer approved. Every word of that contract was negotiated in good faith and they accepted it. They’re grasping. We spent the next 6 hours going through my employment records, every email I’d sent, every project I’d worked on, every performance review. Rachel was building a counternarrative.
I was a loyal, competent employee who had been wrongfully terminated as part of a costcutting scheme, and the company was now trying to use the courts to avoid honoring its contractual obligations. Discovery started 3 weeks later. I wasn’t allowed to see most of what Rachel’s team was receiving, but I could tell from her phone calls that something had shifted.
She kept using words like remarkable and damning and better than I hoped. At 7:41 p.m. on a Thursday evening, she called with an update that made my hands shake so badly I almost dropped the phone. Jennifer, they kept emails, everything. David sent a message to Tom Prior in January, two months before they fired you, saying, and I quote, “Porter’s vesting cliff is coming up in March. Big payout.
Can we structure her termination to avoid the equity hit?” Tom replied, advising on timing strategies. They discussed waiting until the last possible day to maximize the chance you wouldn’t notice until it was too late. We have the whole thread. 17 emails. They planned this meticulously. I sat down. My legs just stopped working. They planned it.
They planned it. And they documented it in writing on company servers. We also found similar email chains about Trevor and Amanda. This isn’t a he said she said situation. This is documented corporate policy to fire employees immediately before vesting to save money. Jennifer, this changes everything. We’re not in a settlement negotiation anymore. We’re in a position to dictate terms.
By the next morning, Quantum Dynamics legal strategy had collapsed. Tom Prior called Rachel at 8:56 a.m. requesting an immediate settlement conference. The lawsuit against me was quietly withdrawn at 9:32. The filing marked as voluntarily dismissed without prejudice, which was lawyer speak for we realized we made a terrible mistake. At 11:15, I was sitting in a conference room on the 43rd floor of a building downtown, leather chairs and a view of the city, looking across a table at David Brennan, Tom Prior, and two other lawyers whose names I didn’t catch. The room smelled like expensive wood polish,
and the kind of desperation that comes from knowing you’ve lost. David looked smaller than I remembered, grayer. His suit was wrinkled. He wouldn’t look at me, just kept staring at his hands folded on the table in front of him. Tom did all the talking. Ms.
Porter, we believe there’s been a significant misunderstanding about the circumstances of your departure from Quantum Dynamics. After reviewing the relevant documentation, we’re prepared to offer a comprehensive settlement that acknowledges your equity claims and resolves all outstanding issues. How comprehensive? Rachel asked. 4.2 million in equity, fully vested and immediately transferable.
six-month severance at your current salary, full benefits continuation for 12 months, a neutral reference for future employment, and a mutual release of all claims related to your employment and separation. And an NDA, Rachel said, Tom hesitated, glanced at David, who still wouldn’t look up. We would prefer confidentiality around the settlement terms, standard practice in these situations.
No, I said it was the first word I’d spoken in the meeting. No NDA. I’ll release the claims, but I won’t sign away my right to talk about what happened. Tom looked at David, who still wouldn’t meet anyone’s eyes. Miss Porter, you have to understand publicly discussing this situation could be damaging too. I understand perfectly, I said. You fired me the day before I vested to save $4 million.
You’ve done it to at least four other people that I know about. You kept emails about it. You planned it months in advance. You sued me to scare me into accepting less. And now you want me to stay quiet about all of it. No. The room was silent for what felt like a long time. One of the lawyers I didn’t know cleared his throat. David shifted in his chair.
Outside the window, I could see clouds moving across the city, shadows on buildings. Finally, Tom nodded. We can agree to a limited NDA that covers only proprietary business information and trade secrets, but allows you to discuss your employment and separation generally within reason. And one more thing, Rachel said, you will revise your equity vesting policies to prevent this from happening to anyone else.
Clear language that equity vests at the beginning of the anniversary calendar day, not the end. Applied retroactively to any employee terminated within 30 days of a vesting event in the last 3 years. and you’ll contact Trevor, Amanda, Robert, and Catherine to offer them additional compensation for the equity they were denied.” Tom’s jaw tightened.
“That could be expensive. Not as expensive as a class lawsuit from every employee you’ve done this to,” Rachel said. “We have four names now. How many more do you think we’d find with full discovery in a class action? How many people have been fired right before vesting in the last 5 years, 10 years? How do you think that plays in front of a jury? How do you think your shareholders react when they find out your costcutting strategy involves systematic fraud? They agreed to everything.
We signed the papers at 2:37 p.m. 17 pages that guaranteed me everything I was owed and changed the company’s policies to protect every other engineer who’d come after me. The equity transferred to my account that afternoon. $4.2 million. Real mine. Sitting in my brokerage account where I could see it, where nobody could take it back.
David Brennan resigned 6 weeks later quietly with no announcement, just a brief email from the CEO thanking him for his service. I heard through former colleagues that the board had decided his costcutting strategies were too aggressive and damaging to morale, that several key engineers had left after my termination became known, that the tech bridge integration was failing because nobody understood the systems I’d built.
Tom Prior followed him out 3 months after that, taking early retirement at 53, which everyone knew meant he’d been pushed. I spent a month doing nothing, sleeping late, reading books I’d been meaning to read for years, taking walks without purpose or destination.
Then I started getting calls from other engineers, people who’d heard what happened through the network of people who’d worked at Quantum. Some wanted advice about their own contracts. Others wanted to know how I’d done it, how I’d fought back and won. Two of them were from the four people Quantum had fired before me. Trevor and Amanda both contacted me within a week of each other.
They’d signed NDAs, taken settlements, thought they had no recourse. Rachel helped them understand that NDAs don’t cover illegal conduct, that they might have claims worth pursuing. The last I heard, they were both in settlement negotiations for the difference between what they were owed and what they’d been paid.
6 months after my separation, I started doing contract review consulting for engineers. Nothing fancy, just helping people understand what they’re signing, making sure they have lawyers who actually read the details. Rachel and I partnered on it, splitting the fees. We’ve reviewed 63 employment contracts so far, changed hundreds of clauses, made sure vesting language is crystal clear, made sure nobody else ends up in a conference room at 4:47 on a Friday afternoon watching their decade of work get stolen by a technicality that should never have existed.
I bought a new car in August. Not anything extravagant, just a Honda that doesn’t make weird noises when I accelerate and has working air conditioning. I’m still in the same apartment, though. I’ve been looking at houses in neighborhoods I couldn’t have imagined affording a year ago. It’s strange having money after spending 10 years watching every expense, calculating compound interest on equity that might never materialize, wondering if I was wasting my time building someone else’s company.
Sometimes I think about that Friday afternoon, the smell of David’s too clean office, the manila folder with my name on it, the orange sunset on asphalt. How close I came to signing their separation agreement without reading it carefully, without calling Rachel, without realizing what they’d done. How many people do sign? How many don’t have lawyers who change business day to calendar day and add handwritten notations in margins that nobody reads until it matters? How many people lose everything because they trusted that
companies would be fair? The equity is mostly still sitting in my account. I’ve sold enough to feel comfortable, to stop checking my bank balance before buying groceries, to replace my furniture and fix the things in my life I’d been putting off. But the rest is just there. Numbers on a screen that represent 10 years of 70our weeks of building systems and solving problems and being very good at something that mattered, something that made them millions while I waited for a date circled on a calendar. Rachel
says, “I should feel proud that I did something important by refusing to accept less, by forcing them to change their policies, by helping Trevor and Amanda and the others understand they had rights.” Maybe she’s right. Mostly, I just feel tired and ready for whatever comes next. Something that doesn’t involve conference rooms or equity cliffs or counting calendar days until midnight.
something that’s mine from the beginning where I don’t have to wait a decade to find out if I’m valued. But I kept the red pen calendar from my bottom drawer. The one with March 9th circled. Some things you don’t throw away. Some things you keep to remember what you survived. What you won and what you refuse to accept just because someone told you that’s how things worked.