Most executives sense their role is unstable long before termination, but most wait too long to act. Executives convince themselves that the reorganization will settle or that loyalty will be rewarded. By the time they recognize the signs (or are actually terminated), HR has already built a record and the employee’s proactive severance negotiation advantages are gone.
I’m Matt Ruggles. I have practiced employment law in California for more than 30 years. I have negotiated hundreds of severance agreements, first as a defense attorney for corporations and now as an advocate for terminated employees. I have seen both sides. I understand how companies prepare to terminate someone and what employees do that weakens their position before a single conversation begins.
Some employees still have time to take control of the process and negotiate their exit while they are still employed. That is what I call a proactive severance negotiation. Instead of waiting to be terminated, these employees plan their exit while they still hold influence, credibility, and access. When handled properly, this strategy allows them to leave on their own terms rather than being forced out.
I wrote this blog to help California executives and professionals understand what proactive severance negotiation really means and how to avoid the mistakes that ruin it. After decades of practicing employment law, I’ve seen the same errors repeated again and again Specifically, employees talk too openly, act too quickly, or handle sensitive issues in ways that make it easy for employers to terminate them “for cause.” If you sense your role might be at risk, remember that you still have leverage, but only for a limited time.
This guide explains how proactive severance negotiation works, who qualifies for it, and the thirteen common mistakes that destroy otherwise strong severance opportunities.
What Is a Proactive Severance Negotiation in California
A proactive severance negotiation happens when an executive begins planning their exit before termination, usually when early warning signs appear. Those signs can include a loss of responsibilities, new management taking over, an unexpected Performance Improvement Plan, or an internal reorganization that quietly pushes you aside. The goal is not to wait for HR to make the first move. It is to take control of the process while you still hold influence and credibility inside the company.
The purpose of a proactive severance negotiation is to protect your leverage while you are still technically “inside the tent.” Timing matters more than most people realize. When you act before the company labels you a problem or begins building a record against you, you keep options that disappear once termination begins. In California, where employers often hide behind “at-will” language, leverage depends on action. As I explained in “The At-Will Employment Hoax: How Employers Cover Up Wrongful Termination,” at-will employment does not give companies a free pass to act without consequence. Employees who act early can shift from being a potential target to a credible negotiator.
Proactive severance negotiation differs from a standard severance discussion because it starts before termination. In a typical case, an employee has already lost their position, their system access, and their influence. At that point, the employer holds most of the power. In a proactive negotiation, you reverse that dynamic. You manage the risk before the company defines the story.
If you want to learn how to push for a better severance outcome, read my comprehensive guide: How to Maximize Your Severance Offer in California.
If you sense your job may be at risk, don’t wait for HR to make the first move. Call me at the Ruggles Law Firm at 916-758-8058. We can review your situation and see if there’s a way to get ahead of a termination while you still have leverage.
Why California Executives Should Start a Proactive Severance Negotiation Early
Executives often sense instability long before a formal termination occurs. A proactive severance negotiation gives you the chance to take control while you still have access, credibility, and influence inside the company. Acting early allows you to prepare a strategy rather than scramble to react once HR delivers bad news. When you move first, you can negotiate from a position of strength instead of damage control.
By addressing your situation before termination, you avoid the chaos that follows a sudden dismissal. You protect your reputation, secure a smoother transition, and give yourself time to reach favorable terms while your contributions are still visible. A proactive approach also safeguards your legal rights. California’s Fair Employment and Housing Act (FEHA) and Labor Code §1102.5 protect employees who raise legitimate workplace concerns, but those protections mean little if you wait until the company builds its defense.
The earlier you act, the higher your potential payout. Leverage grows from documentation and credibility, not emotion. Calm, fact-based communication creates confidence in your position and often drives better results. Early negotiation also allows you to control the public story of your departure. Instead of being labeled as terminated, you can leave on your own terms, maintain professional relationships, and protect eligibility for future roles and bonuses.
If you’ve been terminated after making a complaint at work and want to understand whether you’ve been the victim of workplace retaliation, read my blog Is Being Fired After Filing a Complaint Considered Wrongful Termination?
Who Qualifies for a Proactive Severance Negotiation in California?
A proactive severance negotiation works best for employees who still have control over their reputation and position inside the company. These are the employees who recognize instability early and take steps to protect themselves before termination paperwork begins. The window for action is short, and knowing where you stand is critical.
Senior Managers, Directors, and Executives
Executives and senior-level employees are often the first to feel the impact of leadership changes. When responsibilities shift, budgets move, or decision-making authority disappears, those are clear warning signs. At this level, your influence, industry visibility, and institutional knowledge give you leverage. Acting while you still hold that leverage allows you to negotiate an exit that protects both your compensation and reputation.
Employees on a Performance Improvement Plan
A Performance Improvement Plan (PIP) often signals that the company is creating a record to justify termination. Too many employees treat a PIP as a coaching opportunity when it is really documentation. A PIP period can be used to your advantage. You can gather documentation, comply fully with the plan, and begin discussions about a structured transition before HR uses the file to support a firing.
If you’ve been placed on a performance improvement plan and want to know what it really means for your job, read my guide Performance Improvement Plan (PIP): An Employee Guide.
Employees in High-Risk Termination Situations
Employees who report misconduct, refuse unlawful instructions, or return from medical leave are especially vulnerable. Under California’s Fair Employment and Housing Act (FEHA) and Labor Code §1102.5, retaliation against these employees is illegal, but those protections only work when action is taken early. The best time to assert those rights is before HR defines your exit as performance-based.
If you want to understand how California law protects workers from discrimination and retaliation, read my article FEHA: How It Protects California Employees.
Employees Who Manage Sensitive or Regulated Information
Professionals who oversee compliance, finances, or internal investigations hold natural leverage. Their access to sensitive information or regulatory exposure gives them value that the company prefers to manage quietly. With the help of counsel, this leverage can be used to secure stronger severance terms or prevent reputational harm.
Employees Who Do Not Qualify
A proactive severance negotiation is not suitable for employees who have already been terminated or who are under active investigation for misconduct. Once HR formalizes the decision to terminate, leverage drops dramatically. At that point, your options narrow to negotiating after the fact, which is rarely as effective.
If you’ve received a severance offer, time matters so read my blog California Severance Agreement: Why You Must Act Fast and Hire a Lawyer.
Understanding Leverage in California Severance Negotiations
Every proactive severance negotiation depends on one central idea: leverage. Leverage is the combination of legal, reputational, and practical risk your employer faces if they mishandle your termination. It is what turns a routine exit into a serious negotiation. When you act early and understand where your leverage comes from, you can shape the conversation before HR defines your story.
Legal Leverage
Legal leverage comes from the laws that protect California employees when companies overstep. Employers know that retaliation for whistleblowing violates Labor Code §1102.5, that failing to accommodate a medical condition or retaliating after medical leave violates Government Code §12940 (FEHA), and that unpaid wages, commissions, or bonuses under Labor Code §§200–203, 221, and 226 can lead to steep financial penalties. Each potential violation creates legal exposure, which often motivates employers to negotiate rather than litigate.
An executive who recognizes these issues and quietly documents them gains significant power. The key is to stay factual and calm. A well-timed, lawyer-guided letter pointing out these risks often drives faster, higher-value outcomes than any emotional demand ever could.
If you want to learn how to use leverage to improve your severance deal, read my article How To Use Leverage in Severance Negotiation.
Reputational Leverage
Reputational leverage comes from how much visibility and credibility you hold inside or outside the organization. Companies care deeply about how an executive’s departure looks to investors, clients, and staff. When handled correctly, this type of leverage lets you negotiate from strength by reminding the company that a public dispute or legal filing would damage its image far more than a private settlement.
This kind of leverage is not about threats. It is about positioning. By staying professional and preserving trust, you make it easier for the employer to agree to favorable severance terms that protect both sides.
Practical or Operational Leverage
Practical leverage is built on what you know and what you manage. Executives who handle confidential data, oversee compliance, or lead high-value projects have insight the company wants to control. When those employees start preparing an exit, the company’s goal becomes clear: contain risk and preserve stability. A proactive severance negotiation uses that moment to secure pay continuity, extended benefits, or reputation protection in exchange for cooperation and silence.
Timing is critical. Once the company finalizes termination paperwork, practical leverage disappears. Acting early allows you to use your position and institutional knowledge to secure better terms.
The Core Principle of Leverage
Employers do not offer severance because they are generous. They offer it to buy peace. Severance is not a reward; it is a risk management payment that protects the company from future liability. The purpose of a proactive severance negotiation is to reveal that risk in a controlled, credible way while you still hold influence within the organization.
The sooner you understand and organize your leverage, the stronger your outcome will be.
If you haven’t been terminated yet, you may still be able to get in the driver’s seat and steer this toward a better outcome. If you wait until after you’re terminated, you’ll be on the back foot instead of in control. Either way, I may be able to help. Reach out to me at the Ruggles Law Firm at 916-758-8058.
13 Mistakes That Destroy Leverage in Proactive Severance Negotiations
Even the strongest proactive severance negotiation can collapse if you make the wrong move before the process begins. Most of the damage happens long before HR delivers the termination notice. In my experience, executives lose leverage not because they lack skill or intelligence, but because they underestimate how closely employers monitor behavior once a transition is in motion.
To make these lessons clear, I have divided the thirteen mistakes into three categories, each representing a different way executives lose leverage before a proactive severance negotiation even begins.
Group A: Strategic Missteps – actions that signal you are preparing to leave or that you have already disengaged.
Group B: Operational Mistakes – practical errors that give your employer the justification it needs to terminate you “for cause.”
Group C: Psychological and Relational Errors – behaviors that come from misunderstanding workplace dynamics, such as trusting the wrong people or reacting emotionally.
Each group explains a different way leverage disappears and how to avoid repeating these costly mistakes.
Group A: Strategic Missteps in California Severance Negotiation
Mistake #1: Updating Your LinkedIn Too Soon During a Proactive Severance Negotiation
This mistake appears harmless, but it is one of the fastest ways to trigger corporate suspicion. Companies, especially large ones, have HR teams and recruiters who track profile updates. When you suddenly change your headline, upload a new photo, or add vague new “open to opportunities” settings, it signals that you may be preparing to move on. Once that happens, management often moves quickly to protect its interests by cutting access or fast-tracking termination.
The same online presence that builds your professional brand can also undermine your position if you appear to be planning an exit. When you start preparing a proactive severance negotiation, keep your online footprint steady until you have secured a written agreement.
Mistake #2: Discussing Job Plans Before a California Severance Negotiation
Loose talk can cost you leverage faster than anything else. Conversations about job interviews, recruiter calls, or industry contacts spread through the office network almost immediately. Even casual remarks to trusted coworkers often reach management, and once the company senses that you might be leaving, they take preemptive steps.
Employers rarely confront you directly about these rumors. Instead, they quietly begin documenting your performance or preparing a transition plan. That documentation becomes the justification for termination “for cause.” At that point, your leverage evaporates.
A proactive severance negotiation only works when you maintain calm professionalism. You cannot control what HR suspects, but you can control what they can prove. Stay silent about job searches, and never mix career planning with workplace conversation.
Mistake #3: Acting Invincible During Negotiations
Executives often believe their past performance or relationships will protect them. That confidence is understandable, but it is misplaced. Overconfidence leads to carelessness, missed deadlines, defensive conversations, or dismissing early warning signs. The problem is not that confidence itself is bad; it’s that it blinds you to how quickly the company’s priorities can shift.
As I often remind clients, you can’t outthink HR by bravado. Once your name appears on a transition list, no amount of charm or internal loyalty will reverse that momentum. Companies rarely change direction once termination discussions begin internally.
The best negotiators recognize that power lies in preparation, not ego. The more composed and fact-driven you remain, the stronger your position becomes. In “7 Employee Mistakes That Ruin Severance Negotiations,” I explained how emotional reactions and false confidence often cause employees to say or do things that HR later uses against them.
Mistake #4: Announcing Legal Representation Too Early in a Severance Negotiation
Telling your employer that you have hired an attorney might feel like taking control, but in reality, it often does the opposite. The moment you announce you have a lawyer, the company’s posture changes. HR stops informal communication, escalates the issue to in-house counsel, and locks down any possibility of a cooperative discussion.
A proactive severance negotiation is most effective when your lawyer is guiding the process quietly behind the scenes. The right timing for formal notice comes later after your attorney has helped build the documentation and leverage necessary for a productive negotiation.
Employers respond to credibility, not confrontation. A loud announcement about hiring a lawyer sounds like a threat. A calm, evidence-based letter from counsel sounds like risk. Companies settle risk. They fight threats.
Group B: Operational Mistakes That Weaken California Severance Leverage
The second group of mistakes involves operational missteps i.e. the small, practical actions that companies love to use against employees once a proactive severance negotiation begins. These mistakes are preventable, but once made, they give the employer all the ammunition it needs to justify termination “for cause.” I have seen careers, and strong cases, collapse over careless digital habits and avoidable procedural errors.
Mistake #5: Using Work Email During a California Severance Negotiation
Every email, text, or document created on a company system belongs to the company. Under California law, employers have the right to access those records, and they do. I have seen employees undermine their own claims because they sent sensitive messages about legal issues or exit plans through company email or Slack. The same applies to company phones, laptops, and even cloud storage tied to your work login.
The moment HR suspects a problem, the company’s legal team reviews every digital trace. Once they find something that looks strategic or adversarial, they label you as disloyal. That single discovery can turn a proactive severance negotiation into a termination investigation. Always keep your legal, personal, and strategic communications off company systems.
For more about protecting your rights before termination, read “What to Do After Meeting with HR.” It explains how to separate documentation meant for your protection from communication that can be used against you.
Mistake #6: Sending Company Files Before a Severance Offer
This mistake destroys leverage faster than almost any other. Even when employees believe they are saving harmless materials, like their sales reports, emails, or project drafts, those actions can be painted as data theft. In California, taking company data without authorization can be considered a breach of confidentiality or computer crime.
Companies often exaggerate this kind of behavior to justify firing someone “for cause.” Once that happens, they argue that you are not entitled to any severance because of misconduct. If you need access to key records to prove your claims, your attorney can obtain them through formal legal channels. Never risk your credibility by taking files on your own.
Mistake #7: Illegal Recordings in California
Recording workplace conversations without consent is illegal in California under Penal Code § 632. Even if your intentions are good, such as documenting harassment or retaliation, the law requires two-party consent. One unauthorized recording can destroy your credibility, invite legal trouble, and give the company leverage it did not have before.
The smarter strategy is to document in writing. Follow up meetings with professional, factual summaries by email. These written records are admissible, persuasive, and entirely legal.
Mistake #8: Ignoring a Performance Improvement Plan During Severance Negotiation
A Performance Improvement Plan (PIP) often signals that the company is preparing to terminate you, but ignoring it only makes that outcome easier for them. Even if you know the plan is pretextual, you must comply with every step and deadline. Doing so shows good faith and gives you clean documentation to use later.
Compliance also sets up your proactive severance negotiation. When you complete every assigned task and still face termination, the company’s stated justification falls apart. That is when leverage appears. As I explain in “Performance Improvement Plan insights: Tips From a Lawyer,” your written responses and consistent effort form the foundation for a later demand.
Mistake #9: Calling in Sick Without Proper Documentation Prior to Proactive Severance Negotiation
Unverified absences are a gift to HR. They can be documented as “no call, no show,” “job abandonment,” or “failure to comply with policy.” These labels often become the company’s official reason for a “for cause” termination. Once that happens, the employer will argue that you forfeited any severance rights.
If you are out for medical or stress-related reasons, get everything in writing. Obtain a doctor’s note with dates, restrictions, and expected duration. Under California’s Fair Employment and Housing Act (FEHA), that documentation protects your job and gives you leverage if the company retaliates. Always treat medical leave as a formal legal process, not an informal courtesy.
If you’re curious why wrongful termination lawsuits under the FEHA often backfire on employers, read my blog Wrongful Termination Lawsuits Under FEHA: A Costly Gamble for Employers.
Group C: Psychological and Relational Errors in Proactive Severance Negotiation
By the time you reach this stage, the negotiation isn’t just about contracts or compensation, it’s about perception, trust, and emotion. I’ve seen even seasoned executives make serious mistakes here. They start thinking like loyal employees instead of strategic negotiators. Group C focuses on those human missteps: the assumptions and misplaced trust that quietly destroy leverage before the first demand is ever made.
Mistake #10: Relying on Coworkers for Support
When pressure builds, it’s natural to want allies. But in a proactive severance negotiation, turning to coworkers for advice or reassurance often backfires. The moment HR begins circling, people instinctively protect themselves. Conversations that feel private can quickly make their way to management, sometimes through casual comments, sometimes through formal interviews.
Even well-meaning colleagues can become unreliable witnesses once the company starts asking questions. They may minimize what they’ve heard or avoid involvement altogether to stay out of trouble. What starts as venting or seeking perspective can end up being labeled as “negativity” or “disloyalty.”
Keep internal discussions to a minimum. Protect your credibility by staying professional and discreet at work. Seek counsel outside the company. Preferably from a lawyer experienced in California severance negotiation before saying anything that could surface later in HR’s notes.
Mistake #11: Giving the Company a Reason to Terminate
When employees sense their role is slipping away, frustration can creep in. They start disengaging, responding curtly, or showing visible irritation in meetings. What feels like a natural reaction to unfair treatment can quickly become ammunition for HR. In a proactive severance negotiation, emotion is the easiest way to lose leverage.
Employers document everything. A single tense exchange, missed deadline, or emotional email can be reframed as insubordination or “poor attitude.” Once that label sticks, it gives the company a convenient justification for termination, often “for cause,” which can eliminate any California severance payment altogether.
I’ve seen countless situations where a client was days away from securing a favorable exit, only to sabotage it by letting frustration show. Maintain composure, even if you suspect the decision has already been made. Continue performing at a high level, respond to criticism calmly, and keep all written communication neutral and professional.
Your restraint isn’t weakness, it’s strategy. Staying measured and dependable reinforces your credibility, strengthens your leverage, and positions you as the reasonable party in any negotiation.
Mistake #12: Failing to Retain an Employment Lawyer Early
Timing is everything in a proactive severance negotiation. The biggest mistake I see executives make is waiting until after the termination meeting to contact a lawyer. By then, the narrative is already set, the paperwork is drafted, and HR has locked in its version of events. Once that happens, your leverage (and your options) shrink dramatically.
An experienced California employment attorney can step in early to shape the story while you still have influence inside the company. With the right timing, counsel can slow the process down, open confidential discussions, and quietly turn a forced exit into a negotiated departure with severance, benefits, and neutral references intact.
Early representation also prevents unforced errors. A lawyer can review your emails, coach you on communication, and identify potential legal claims that create leverage before they’re lost. Every strong result I’ve achieved for a client started before termination day, not after.
If you think trouble might be coming, get advice now. The earlier you act, the more control you’ll have over how the story ends.
If you’re trying to figure out how to choose the right attorney for your case, read my guide How Do I Select a California Employment Lawyer?
If you haven’t been terminated yet, you may still be able to get in the driver’s seat and steer this toward a better outcome. If you wait until after you’re terminated, you’ll be on the back foot instead of in control. Either way, I may be able to help. Reach out to me at the Ruggles Law Firm at 916-758-8058
Mistake #13: Assuming HR Is on Your Side in Severance Negotiation
Many employees walk into HR’s office expecting fairness. After all, HR professionals are approachable, empathetic, and often seem genuinely supportive. But in a proactive severance negotiation, assuming HR represents your interests is one of the most damaging mistakes you can make.
HR’s job is to protect the company, not the employee. Their questions, tone, and documentation are designed to assess legal risk and prepare for potential disputes. The “friendly” conversation about your frustrations or plans is often strategic information gathering and every word you share may end up in a file that justifies termination.
I’ve seen this countless times. An executive confides in HR, thinking transparency will help preserve trust. Instead, HR relays the conversation to management, which then accelerates the termination process. What was meant to be a good-faith discussion becomes evidence that you’re “not aligned with company direction.”
If you sense instability or have concerns about your treatment, speak with an attorney before going to HR. Counsel can help you frame your communications strategically.
Key Lessons for California Executives Planning a Proactive Severance
- Acting early gives you options. Waiting gives your employer control.
- Avoid visible moves (LinkedIn, HR conversations) until your legal position is secure.
- Build leverage quietly with documentation, timing, and counsel.
- California law protects employees who raise legitimate concerns, but only if those concerns are raised properly.
- Employers offer severance to minimize risk, not out of goodwill. Make them see the risk.
Frequently Asked Questions About Proactive Severance Negotiation in California
What’s the difference between a severance agreement and a proactive severance negotiation?
A severance agreement comes after termination when your leverage is gone. A proactive severance negotiation happens before you’re terminated and when you still have access, reputation capital, and influence. That timing is what turns a forced exit into a managed one.
How do I know if I qualify for proactive severance planning?
You may qualify for proactive severance planning if you’re being left out of meetings, losing key projects, or placed on a PIP. Those are early signs of displacement, and they signal it’s time to act while a California severance negotiation can still succeed.
Can I negotiate severance before termination?
Yes, and in many cases, it’s the smartest move you can make. A pre-termination severance negotiation lets you control the terms instead of reacting to a company decision. The key is timing and tone i.e. raise it strategically, ideally through counsel, to avoid retaliation.
What if my employer says my California severance offer is non-negotiable?
That phrase is almost never true. Companies often call an offer “standard” to test whether you understand your leverage. A skilled lawyer can uncover legal and reputational risks that make the offer negotiable. That’s how real California severance negotiation begins.
If your employer says your severance offer is “non-negotiable,” read my blog Non-Negotiable Severance in California: 5 Myths Dispelled By a Lawyer.
What can I negotiate besides the severance payment itself?
In an executive severance negotiation, non-cash terms can matter just as much as money. You can request extended health benefits, mutual non-disparagement, professional reference letters, or flexible payment timing, all of which protect your career and reputation.
If you want to understand the finer points of executive severance contracts, read my post How to Negotiate Executive Severance Agreement Terms.
When is the right time to start a proactive exit negotiation?
The best time for a proactive exit negotiation is when you sense instability but before you’ve been formally terminated. Once HR starts building a paper trail, your leverage fades quickly. Early action keeps you in control.
How can a lawyer improve my severance agreement negotiation strategy?
An attorney reframes your exit from a personal loss into a legal and reputational risk for the employer. A strong severance agreement negotiation strategy focuses on leverage i.e. turning potential legal exposure into stronger financial and non-cash terms.
Is proactive severance negotiation only for executives?
Not at all. While executive severance negotiation gets the most attention, proactive negotiation can benefit mid-level managers and professionals too. If you hold institutional knowledge or handle sensitive work, you likely have leverage that can be used effectively.
Final Thoughts on Proactive Severance Negotiation in California
Proactive severance negotiation in California is about timing, leverage, and control. Acting early lets you shape the story of your departure before HR writes it for you. Waiting too long leaves you reacting to paperwork instead of guiding the conversation.
I wrote this guide because too many smart, capable people lose their leverage by doing nothing when the warning signs appear. After decades of seeing the same mistakes including employees who talk too soon, act too late, or underestimate how the company prepares, I wanted to lay out a clear roadmap. This is not theory; it is the playbook I have seen work in real California workplaces.
If you are starting to see the signs such as a PIP, new management, or shifting responsibilities, do not wait until you are out the door. The best severance results come from planning your exit while you still have influence, not after it is gone. Call the Ruggles Law Firm at 916-758-8058 to discuss your options before termination becomes a done deal.
Contact the Ruggles Law Firm at 916-758-8058 to Evaluate Your Potential Lawsuit
Matt Ruggles has a thorough understanding of California employment laws and decades of practical experience litigating employment law claims in California state and federal courts. Using all of his knowledge and experience, Matt and his team can quickly evaluate your potential claim and give you realistic advice on what you can expect if you sue your former employer.
Contact the Ruggles Law Firm at 916-758-8058 for a free, no-obligation evaluation.
Blog posts are not legal advice and are for information purposes only. Contact the Ruggles Law Firm for consideration of your individual circumstances.
