Ah, interesting.  I was just about to ask you for the details, if only to warn others what not to do.<p>So, in your termination offer to this person, did you specify the amount that would have been vested under the original agreement, or the new one?<p>[Added] I wonder if a counteroffer that clearly satisfied the spirit of the original agreement would be accepted.  After all, litigation will cost him money, too, and he might lose.  Even just splitting the difference -- offering one of the two unvested years&#x27; worth of stock -- might be worth trying.  They problem is, you&#x27;ll have to convince them you&#x27;re not just bluffing when you say that this is the most they&#x27;ll get out of you without taking you to court.