Practical examples of employment agreement for executive position clauses and structures

Modern examples of employment agreement for executive position packages

When people ask for examples of employment agreement for executive position terms, they’re usually trying to benchmark: What do other CEOs, CFOs, or COOs actually get in writing? Let’s walk through realistic, market‑based scenarios you can adapt.

Example of a CEO employment agreement at a venture‑backed tech company

Picture a Series C software company hiring its first outside CEO. The board wants a strong growth leader but also needs tight alignment with investors.

A typical CEO agreement in this case might include:

• Base salary in the \(400,000–\)650,000 range, depending on geography and funding stage.
• Annual bonus targeted at 50–100% of base salary, tied to revenue and EBITDA metrics approved by the board.
• Equity grant of 3–6% of fully diluted shares, with 4‑year vesting and a 1‑year cliff.
• Double‑trigger acceleration: if the company is sold and the CEO is terminated without cause within 12 months, 50–100% of unvested equity accelerates.
• Severance of 12–18 months of base salary plus 12 months of COBRA premiums if terminated without cause or resigning for “good reason.”

In this scenario, the best examples of protective language clearly define “cause” and “good reason” to avoid disputes. For instance, cause might require willful misconduct or fraud, with notice and an opportunity to cure for performance‑related issues.

Example of a CFO agreement in a public company

Public company executive agreements look different because of SEC disclosure rules and shareholder scrutiny. For a newly hired CFO, examples include:

• Base salary around \(450,000–\)750,000, disclosed in the proxy statement.
• Short‑term incentive plan (STIP) with a target bonus of 60–100% of base salary, based on public financial metrics.
• Long‑term incentive plan (LTIP) with a mix of stock options, restricted stock units (RSUs), and performance stock units (PSUs) tied to total shareholder return.
• Clawback provision that allows the company to recover incentive compensation if financial results are restated or if there is misconduct, consistent with SEC rules.

If you’re looking for examples of examples of employment agreement for executive position language in public companies, skim the executive compensation section of annual proxy statements filed on the SEC’s EDGAR system: https://www.sec.gov/edgar.shtml. These are real examples, negotiated and then disclosed for investors.

Example of a COO agreement at a private equity portfolio company

Private equity‑backed businesses often use very incentive‑heavy contracts. A COO agreement in this context might:

• Set a moderate base salary (say \(350,000–\)500,000).
• Offer a bonus that can reach 100–150% of base for hitting aggressive EBITDA and cash‑flow targets.
• Include equity or “profits interests” that pay out only if the sponsor exits above a target return.
• Provide change‑of‑control severance (12–24 months of cash plus accelerated vesting) to keep the COO focused on maximizing exit value.

Here, the best examples of performance definitions are very specific: they spell out whether metrics are GAAP or non‑GAAP, whether they’re adjusted for acquisitions, and who certifies results.

Clause‑by‑clause examples of executive contract language

Instead of a bland template, you want examples of employment agreement for executive position clauses that show how companies actually draft them.

Base salary and bonus examples

A modern base salary clause for a US‑based executive might say that salary is paid in accordance with the company’s standard payroll practices and is subject to tax withholding under federal and state law. Bonus language often states that the bonus is discretionary but targeted at a certain percentage of base, with the board or compensation committee retaining final say.

For instance, a realistic example of bonus wording:

“Executive will be eligible to receive an annual target bonus of 75% of Base Salary, based on the achievement of performance objectives established by the Board in its sole discretion. Any bonus earned will be paid no later than March 15 of the year following the performance year, subject to Executive’s continued employment through the payment date, except as otherwise provided in Section 7 (Severance).”

This style of language tries to preserve flexibility for the company while giving the executive a clear target.

Equity grant and vesting examples

Equity is where many executives focus their negotiations. Strong examples of examples of employment agreement for executive position equity terms typically:

• Cross‑reference the company’s equity incentive plan.
• Clarify vesting schedules (e.g., 25% after one year, then monthly or quarterly vesting).
• Address what happens on termination, disability, death, or a sale of the company.

A typical clause might say that unvested options expire at termination, but vested options remain exercisable for 90 days (or 12 months in some friendlier agreements). For senior executives, examples include extended post‑termination exercise windows and partial acceleration on a sale.

The IRS rules on deferred compensation, especially Section 409A, influence how these clauses are drafted. The IRS provides guidance on 409A here: https://www.irs.gov/retirement-plans/irc-409a-nonqualified-deferred-compensation-plans.

Severance and “good reason” examples

Severance is where the risk really shifts. Best examples of severance clauses for executives usually:

• Tie severance to termination without cause or resignation for good reason.
• Offer 6–24 months of base salary, plus a prorated bonus or target bonus in some cases.
• Continue health benefits for a fixed period, often via COBRA reimbursement.

A realistic “good reason” definition might include:

• A material cut in base salary or target bonus.
• A material reduction in authority, title, or reporting line.
• A required relocation beyond a defined radius (for example, more than 50 miles).

The agreement often requires the executive to give written notice and a cure period (30–60 days) before resigning for good reason.

New trends shaping executive agreements in 2024–2025

If you’re hunting for examples of employment agreement for executive position terms that feel current, you have to factor in post‑COVID work, pay transparency laws, and regulatory pressure on non‑competes.

Remote‑first and hybrid work examples

Pre‑2020, executive agreements rarely said much about location. Now, examples include:

• Explicit remote or hybrid arrangements, including expected travel days to HQ.
• Home office support, such as stipends or reimbursement for equipment.
• Time‑zone expectations, especially for global teams.

A modern clause might say the executive’s principal place of employment is their home office, but they agree to travel to company locations “as reasonably required” by the board.

Health, safety, and travel obligations

In a post‑pandemic world, some companies incorporate health and safety language, especially for executives who travel heavily or visit manufacturing or healthcare sites.

For general federal workplace safety guidance, many employers align with OSHA standards: https://www.osha.gov. While you won’t see detailed public health protocols in most agreements, examples include a general obligation to comply with company health and safety policies and applicable law.

Evolving non‑compete and non‑solicit clauses

In the US, regulators have been scrutinizing non‑compete clauses, especially for non‑executive workers. For senior leaders, they still appear frequently, but the trend is toward narrower scope and shorter duration.

Examples of examples of employment agreement for executive position restrictions that are more likely to hold up include:

• Non‑competes limited to 6–12 months after termination.
• Geographic limits tied to where the executive actually worked or had influence.
• Non‑solicitation clauses that focus on employees and key customers the executive actually touched.

For legal background, the Federal Trade Commission and state attorneys general often publish updates on restrictive covenant enforcement. The FTC’s policy statements can be found at https://www.ftc.gov.

Six detailed real‑world style scenarios you can model

To make this more concrete, here are six realistic examples of employment agreement for executive position scenarios you can adapt to your own drafting.

1. Turnaround CEO in a distressed manufacturing company

The board hires a CEO to rescue a struggling regional manufacturer. Cash is tight, so the agreement:

• Sets a modest base salary compared with market.
• Uses large equity upside tied to a sale price above a certain threshold.
• Includes milestone bonuses for hitting debt reduction and plant modernization goals.
• Provides shorter severance (6–9 months) but strong change‑of‑control protection.

This kind of agreement is common when the risk of failure is high but so is potential upside.

2. First‑time CMO at a high‑growth consumer brand

A direct‑to‑consumer brand brings in its first Chief Marketing Officer. Examples include:

• A base salary comparable to other C‑suite roles but lower equity than CEO/CFO.
• Bonus metrics heavy on customer acquisition cost (CAC), lifetime value (LTV), and brand awareness.
• IP and social media clauses clarifying that all content, campaigns, and personal‑brand work done on company time belong to the company.

This agreement might also specify expectations for public‑facing activity—podcasts, conferences, and social platforms—because the CMO is effectively a brand ambassador.

3. Remote‑only CTO leading a distributed engineering team

A US‑based CTO lives in a different state from HQ and manages a fully remote tech team. The agreement:

• States that the executive’s primary work location is their home office.
• Describes quarterly travel to HQ and annual offsite meetings.
• Addresses data security and confidentiality obligations in a home‑office environment.

Here, the best examples of confidentiality and IP clauses are adapted to remote work: clear rules on device security, use of personal equipment, and handling of confidential data outside a physical office.

4. General Counsel joining a pre‑IPO company

A company preparing for an IPO hires its first General Counsel. Examples include:

• A signing bonus that must be repaid if the executive leaves within a year.
• Equity that partially accelerates if the IPO is not completed within a set timeframe and the GC is terminated without cause.
• A clause acknowledging the GC’s professional obligations under legal ethics rules.

Because this role is tightly regulated, the agreement often references the executive’s duty to comply with professional conduct rules and may require the company to support bar membership and continuing legal education.

5. Non‑profit Executive Director with donor‑driven pay

In the non‑profit world, examples of employment agreement for executive position terms look different:

• More modest base salary benchmarked to non‑profit compensation surveys.
• Performance incentives tied to program outcomes, fundraising goals, and compliance.
• Stronger conflict‑of‑interest and whistleblower protection language.

For non‑profits, the IRS provides guidance on reasonable compensation for executives: https://www.irs.gov/charities-non-profits. Boards often use this to avoid “excess benefit” concerns.

6. International executive with US parent company

A European‑based executive reports to a US parent. The agreement might:

• Be governed by English or local law, with a US‑style bonus and equity plan layered on top.
• Address tax equalization or tax assistance for cross‑border stock awards.
• Include dispute resolution provisions that coordinate with both jurisdictions.

In these cross‑border situations, examples include dual‑language contracts and careful coordination between local employment law and US securities rules.

Using these examples without copying yourself into trouble

It’s tempting to grab the best examples you see online and paste them into your own contract. That’s risky. Instead, treat these examples of examples of employment agreement for executive position terms as a checklist:

• Are base salary and bonus clearly defined and aligned with market data?
• Does the equity section match your cap table, vesting philosophy, and tax constraints?
• Are severance triggers and amounts realistic for your industry and stage?
• Do non‑compete and non‑solicit clauses reflect current law in the states involved?
• Have you addressed remote work, travel, and health/safety expectations in a modern way?

Authoritative sources like major law firm client alerts, SEC filings, and government guidance on tax and employment law are worth reviewing alongside any template. And before you sign anything, you should have a qualified attorney in your jurisdiction review the agreement.

FAQ: examples of executive employment agreements

What are common examples of executive employment agreement benefits beyond salary and bonus?
Common examples include equity awards (stock options, RSUs, PSUs), signing bonuses, relocation assistance, paid membership in professional organizations, supplemental disability insurance, and financial planning or tax preparation services. For senior roles, you also frequently see enhanced severance benefits, longer notice periods, and continued health coverage for a period after termination.

Can you give an example of a fair executive severance package?
A typical example of a fair package for a C‑suite executive at a mid‑sized US company might be 12 months of base salary, payment of a prorated target bonus for the year of termination, and up to 12 months of employer‑paid COBRA premiums, all contingent on signing a release of claims. In a sale scenario, some companies increase this to 18–24 months for the CEO and CFO, especially in private equity deals.

Where can I find public examples of employment agreement for executive position terms?
Public companies must file many executive agreements with the SEC. You can search EDGAR (https://www.sec.gov/edgar.shtml) for “Employment Agreement” in a company’s 8‑K, 10‑K, or exhibits to registration statements. These are real examples, not sanitized templates, and they show how boards actually structure pay, equity, and severance.

Do all executive agreements include non‑compete clauses?
No. Some rely only on non‑solicitation and confidentiality clauses, especially in states that restrict non‑competes. Where non‑competes are allowed, they’re more common for roles with direct competitive impact, such as CEO, CTO, or head of sales. The trend in 2024–2025 is toward narrower, time‑limited restrictions, particularly in the US.

Should an executive use a lawyer to review their agreement, even if they have good examples?
Yes. Examples of employment agreement for executive position clauses are helpful for understanding market norms, but they don’t replace legal advice. A lawyer who regularly negotiates executive contracts can spot tax traps, problematic definitions of “cause,” and unenforceable restrictive covenants that you might miss by relying only on examples.