Employment offer letter
IN PLAIN ENGLISH

States the role, title, and who the employee reports to. Usually includes a brief description of duties or a reference to a separate job description. Most offer letters reserve the right for the company to change duties, reporting line, or title over time, which is normal but worth noticing — a candidate who was hired specifically to report to a particular person typically wants that flexibility narrowed if it matters to them.

The annual or hourly compensation, with the pay frequency (semi-monthly, bi-weekly) and a note that the figure is subject to standard tax withholding. Almost always paired with language that the salary is reviewed periodically but not guaranteed to increase, and that it's an annualized rate, not a commitment to employ for a year.

Covers bonuses, commissions, or other performance-based pay. Key things to read for: whether the bonus is discretionary or tied to specific metrics, whether it's prorated for a partial year, and — most importantly — whether the employee has to be employed on the payout date to receive it. A bonus that's "earned" only on the day of payment can be forfeited by leaving (or being terminated) a week before the check cuts.

A grant of stock options, RSUs, or restricted stock, usually described by share count or percentage with the detailed terms in a separate equity plan and grant agreement. Standard Silicon Valley vesting is four years with a one-year cliff: nothing vests for the first 12 months, then 25% vests at the cliff, and the remaining 75% vests monthly over the next 36 months. The offer letter will usually mention the grant size and the vesting schedule in a sentence; the real mechanics — exercise price, post-termination exercise window, treatment on a sale — live in the plan documents.

Specifies what happens to unvested equity if the company is acquired or the employee is terminated. "Single-trigger" acceleration means unvested shares vest on the acquisition itself; "double-trigger" means they vest only if the acquisition happens and the employee is terminated (or constructively terminated) within a defined window after. Double-trigger is much more common at the executive level and is rare for individual contributors. Worth asking about if equity is a meaningful part of the offer.

A one-time payment at or shortly after the start date, usually with a clawback that requires repayment if the employee leaves within a specified period (commonly 12 months). The clawback structure matters — some are pro-rated, some are all-or-nothing, and some are triggered by termination "for cause" but not by resignation, or vice versa.

A summary of health, dental, vision, retirement, PTO, and other standard benefits, usually with a reference to the company's benefits plans for actual terms. Almost always includes language reserving the company's right to change benefits at any time. The offer letter is rarely the right place to nail down benefits details — the underlying plan documents control.

The agreed first day of employment, typically with language allowing the company to push it back if the employee fails background checks, reference checks, or I-9 verification. Some offers are formally contingent on those checks and on the candidate's ability to legally work in the US.

A statement that employment is at-will and that either party can end the relationship at any time, with or without cause. Usually paired with a clause that says the offer letter is not a contract of employment for any specific period. This language is in nearly every US offer letter outside of senior executive contracts.

Some offer letters include an "introductory" period (often 90 days) during which the employee is being evaluated. In an at-will state, this language is mostly symbolic — the company can terminate at any time anyway — but it can affect benefits eligibility, PTO accrual, or eligibility for severance.

An assignment of inventions, code, designs, and other work product created in the scope of employment to the company. Often in a separate agreement attached to the offer. State law varies on how broad this can be: California Labor Code Section 2870, for example, carves out inventions made entirely on the employee's own time without company resources and unrelated to the company's business. Several other states have similar protections.

An obligation to keep company information confidential, both during employment and after. Usually overlaps heavily with the IP assignment agreement and is similarly attached as a separate document.

A restriction on working for competitors during and (more importantly) after employment. Enforceability varies dramatically by state. California, Oklahoma, North Dakota, and Minnesota broadly do not enforce post-employment non-competes. Oregon, Washington, Massachusetts, and several others enforce them only with significant restrictions (income thresholds, advance notice, garden-leave pay). The FTC issued a rule in 2024 banning most non-competes nationwide; that rule has been tied up in litigation, and as of 2026 the enforceability picture is unsettled and worth checking against current state law.

A restriction on soliciting the company's employees, customers, or both for a period after leaving. Generally more enforceable than non-competes, but still subject to state-by-state variation in scope and duration. Customer non-solicits are usually narrower (limited to customers the employee actually worked with) than employee non-solicits.

Less common in standard offer letters, more common at the executive level. When present, usually specifies a number of months of base salary paid as severance if the employee is terminated without cause, sometimes with enhanced terms (more months, equity acceleration) if the termination follows a change of control. Without an explicit clause, the default is no severance — at-will employment generally means the employer can terminate without paying anything beyond accrued wages.