The Investment Banking Pre-Flight Checklist: What to Prepare Before Your First Recruiter Conversation

The phone rings. A recruiter has a “compelling opportunity” they’d love to discuss. Before you take that meeting, it’s worth doing some groundwork. The lateral process in investment banking tends to move quickly, and a little preparation up front can save you time, money, and potential headaches down the road.

This isn’t about interview prep or how to tell your “story.” It’s about the less glamorous — but equally important — homework that’s worth doing before your name is ever floated to a hiring manager.

1. Get Your Resume and Deal Sheet Buttoned Up

It’s easy to let these slide, especially when you’re busy. But your resume and deal sheet are typically the first things a prospective employer will review, often before you ever sit down with anyone.

Your resume should be clean, concise, and current — title, group, and tenure at each firm clearly reflected. If you were promoted or changed groups, it helps to show that. Any gaps or ambiguity can raise questions, and in a lateral process, it’s better to address those upfront.

Your deal sheet is arguably just as important, if not more so. It should include deal name, your role, deal size, sector, and outcome. Prospective employers will use this to get a sense of your experience, sector depth, and the types of transactions you’ve worked on. A few things worth keeping in mind:

• Try to be precise about your role. There’s a meaningful difference between “led the sell-side process” and “supported the team on a sell-side process,” and interviewers will ask follow-up questions.
• Include both closed and live deals, but note the status clearly.
• Consider organizing by sector or deal type if your transaction volume supports it.
• It’s generally a good idea to leave off any deals where your involvement was too peripheral to discuss comfortably in conversation.
• Similarly, consider removing any pending deals that have been sitting in that status for more than six months. A deal that’s been open that long may raise more questions than it answers, and you can always add it back if it closes.

Ideally, your resume and deal sheet are ready to send within 24 hours of a recruiter reaching out. Having these prepared in advance lets you focus on the opportunity rather than scrambling to pull materials together.

2. Pull Out Your Employment Agreement and Give It a Close Read

This is an area where a little extra preparation goes a long way. Most people sign their offer letter — and possibly a separate confidentiality agreement, arbitration agreement, or restrictive covenant agreement — when they join a firm, and then don’t revisit it. It’s worth taking another look.

A prospective employer’s legal and compliance teams will want to understand what restrictions apply to you. In many cases, they’ll ask to review the actual contract. Here are the key areas to focus on:

Notice Period

Notice periods vary by firm and title, and it’s helpful to know yours before entering any discussions:

• 30 days is common for Vice Presidents at many firms.
• 60 days is standard at a number of advisory and bulge bracket firms.
• 90 days comes up more frequently at the Director level and above, particularly at larger broker-dealers.
• Some firms use a tiered structure — 2 weeks for junior staff, 30 days for AVPs and VPs, 60 days for Directors, and 90 days for MDs and above.

Knowing your notice period early helps with start date planning. If your prospective employer is hoping for a quick start, it’s better to surface a 60- or 90-day notice requirement sooner rather than later.

It’s also worth understanding what your firm can do during the notice period. Many contracts give the employer discretion to place you on garden leave, adjust your duties, ask you to stay away from the office, or limit client contact. During this time, you’d typically continue receiving salary and benefits but may not be able to work elsewhere.

Non-Solicitation Provisions

Most investment banking offer letters contain some form of non-solicitation language. The scope and duration vary, but here’s what’s typical:

Employee non-solicitation limits your ability to recruit former colleagues to join you at a new firm. Duration generally ranges from 6 to 12 months. Some firms extend coverage broadly across the entire Investment Banking Department, Capital Markets, and Syndicate.

Client non-solicitation limits your ability to solicit clients to move their business. Many firms define “Client” broadly — it can include anyone you worked with, transacted business for, or solicited during the prior one to two years, as well as people whose senior contacts you were introduced to during your tenure. Some contracts also cover prospective clients the firm pitched in the months preceding your departure.

The definition of “solicitation” can be broader than you might expect. In some contracts, it includes not just active outreach but also sharing information about a client with a third party, participating in certain meetings, or even “passive use of information” that could assist a third party. It’s worth understanding exactly how your contract defines this term.

Your new employer’s legal team will want to review this language to understand what you can and can’t do from day one and to assess any potential risk.

Non-Competition Provisions

True non-competes are less common in banking and increasingly difficult to enforce in many jurisdictions, but some firms include language that has a similar effect. You may see a definition of “Competitive Enterprise” broad enough to cover virtually any business in investment banking, securities, financial services, private equity, hedge funds, SPACs, or asset management. Even when this appears within non-solicitation provisions rather than as a standalone non-compete, it’s worth understanding the scope.

Arbitration Clauses

Most contracts require disputes to go to arbitration — typically FINRA for registered representatives, JAMS for others. However, many carve out the firm’s right to seek injunctive relief in court for violations of confidentiality, non-solicitation, and notice period obligations, which means your former employer could pursue a temporary restraining order or preliminary injunction without waiting for arbitration.

3. Know Your Bonus Payout Dates, Deferred Compensation, and Clawback Exposure

Being thoughtful about timing around compensation is just smart planning. Understanding what’s at stake financially can help you and your recruiter make informed decisions about when to move.

When Is Your Bonus Paid?

Most banks pay discretionary bonuses in Q1 or early Q2 following year-end, though the exact timing varies. A few things worth noting:

• Some firms pay in February or March; others closer to end of April.
• Nearly all require you to be actively employed and in good standing on the payment date — not just December 31. Resigning before the payment date typically means forfeiting the bonus entirely.
• “Actively Employed” generally means you haven’t resigned, given notice, or had your employment terminated.
• Many contracts note that no employee has a vested interest in a bonus prior to payment, even if the amount has been communicated. It isn’t considered earned until it’s paid.

If you’re exploring opportunities in Q1, it’s worth being mindful of the timing between your bonus payment and any notice of resignation.

Clawback Provisions

It’s common for firms to include repayment obligations on bonuses and sign-on payments:

• Cash bonus clawbacks: Repayment of 100% of gross (pre-tax) cash incentive comp if you give notice or are terminated for Cause within one year of payment.
• Sign-on / special payment clawbacks: Full repayment if you resign or are terminated for Cause within 18 to 24 months.
• Bonus advance clawbacks: Full repayment if you resign or are terminated before year-end.

Clawback windows generally range from one to two years, and repayment is typically on the gross (pre-tax) amount. It’s helpful to know your exposure clearly so there are no surprises.

Unvested Equity and Deferred Compensation

This tends to be one of the most financially significant — and most overlooked — aspects of a lateral move.

Understanding your deferred comp plan is important. Most mid-size and large banks have a formal deferred compensation plan that defers a percentage of your cash bonus above a certain threshold:

• A tiered deferral schedule determines the percentage deferred — generally, the higher your total cash comp, the greater the deferral. This schedule can be adjusted by the Plan Administrator.
• The standard deferral period is three years, with one-third vesting each year. So if $150,000 of your 2024 bonus was deferred, roughly $50,000 would vest in each of 2025, 2026, and 2027.
• You typically need to be actively employed on the vesting date to receive each tranche.

It’s helpful to build a complete deferred comp inventory before engaging with a recruiter:

• Deferred cash from each bonus year, broken out by tranche and expected payout date. Multiple years of partially deferred bonuses can create six or more separate tranches vesting at different times.
• Unvested RSUs or restricted stock — number of shares, grant price, current market value, and each vesting date. Many firms vest quarterly on fixed dates.
• Replacement or “initial” equity granted when you joined your current firm to offset what you forfeited at a prior employer. This is often on its own vesting schedule.
• Replacement deferred cash awards with their own payment dates and clawback terms.

A few notes on forfeiture triggers:

• Most contracts provide that giving notice of resignation triggers forfeiture of all unvested equity and deferred cash.
• Some firms distinguish between voluntary resignation and termination without Cause — if the firm lets you go without Cause, you may continue vesting subject to not engaging in “Detrimental Activities” such as competing or soliciting clients and employees.
• It’s worth noting that forfeiture is typically triggered by giving notice, not by your last day. If you give 60 days’ notice on March 1 and have RSUs vesting April 1, forfeiture may be triggered as of March 1.
• The official plan document generally controls over any summary in your offer letter. If there’s any ambiguity, the plan document governs — it’s worth requesting a copy if you don’t have one.

Mapping out the cost of leaving at different times can be a valuable exercise:

• Resigning in January before bonuses are paid could mean losing the current-year bonus plus all unvested deferred comp.
• Resigning in March after bonuses but before the next equity vesting date means keeping the cash bonus (subject to clawback) but forfeiting the upcoming equity tranche.
• Resigning in May after both bonus payment and a spring vesting date minimizes forfeiture but may be later than a new employer would prefer.

Having this information organized — exact dollar amounts for each unvested tranche, deferred cash balances, vesting dates, and any guaranteed compensation at risk — gives your recruiter what they need to help structure a make-whole conversation with the prospective employer.

4. Check Your U5 and Make Sure It Aligns with Your Resume

Your Form U5 is filed with FINRA when you leave a broker-dealer. It includes your reason for termination, any customer complaints, regulatory actions, and other disclosures. Prospective employers will review your BrokerCheck/CRD record, so it’s worth making sure everything is consistent with your resume.

A few areas to review:

• Employment dates: Even minor discrepancies (off by a month) can come up during background checks.
• Reason for termination: If there’s any inconsistency between your U5 and how you’d describe your departure, it’s better to address it proactively. You have the right to dispute inaccuracies through FINRA’s process.
• Disclosures: Customer complaints, arbitrations, regulatory actions, outside business activities — if anything is on your record, it helps to be ready to discuss it clearly and concisely.
• Registration history: Confirm your licenses (Series 7, 63, 79, etc.) are current and accurate. Some firms have tight timelines for re-examination if a registration has lapsed.

Pulling your own BrokerCheck report at brokercheck.finra.org before the process starts is a simple step that can save a lot of potential friction later on.

5. What Typically Happens After You Share Your Contract

When you share your offer letter with a recruiter or prospective employer, they’ll generally do a careful review. A thoughtful advisor will come back with a read on your contractual situation and a focused set of follow-up questions to help build a financial picture of the move.

Here’s the kind of message you might expect:

“Thanks for sending over your offer letter — really helpful in getting a sense of how things are structured. We’ve done a first pass and have a good understanding of the general framework around clawbacks, forfeiture, and your notice period. To put together a rough estimate of what’s at stake financially, it would help to get a few ballpark numbers when you have a chance:

1. Total incentive comp for each of the last two to three years — rough numbers are fine, and if you have a sense of the cash vs. equity split for each year, that’s helpful too.

2. Approximate bonus payment dates — mainly for the last couple of years. Even just the month is enough since clawback windows run from the payment date.

3. Unvested RSUs — a rough sense of how many unvested units you’re sitting on across all grants. We can dig into exact grant notices and vesting schedules later.

Don’t overthink it — ballpark figures are plenty to get the initial picture together. We can sharpen things up with detailed documentation down the road.

A couple of things to keep in mind on timing: your notice period is 60 days, and the firm can put you on paid leave or waive part of it. So if you give notice in March, the earliest clean exit is around May unless they release you sooner. Worth checking that your prospective employer has some flexibility there.

There’s also a 12-month post-departure non-solicitation covering both employees and clients. The client definition is broad (anyone you worked with or were introduced to in the last two years) and ‘solicitation’ includes any communication regardless of who initiates it — something to be mindful of.”

A few things worth noting about this kind of analysis:

They’re working backward from payment dates, not year-end. Clawback windows typically run from the date cash hits your account, not from December 31. If your 2024 bonus was paid in March 2025, the clawback window extends to March 2026.

They’re looking at the cash vs. equity split. Cash and equity often have different clawback terms, vesting schedules, and forfeiture triggers. Understanding both helps with timing guidance and structuring the right replacement package.

They’re flagging non-solicitation scope early. Many candidates have a general sense that they shouldn’t “take clients,” but the contractual definition can be much broader — in some cases, “solicitation” includes any communication with a covered client regardless of who initiates it. It’s important to understand this before starting at a new firm.

They’re connecting your notice period to a realistic start date. A 60-day notice period means the prospective employer may need to plan for a two-month gap between offer and start. If they need someone sooner, it’s better to surface that early.

If your recruiter or advisor is asking these kinds of questions after reviewing your contract, that’s a good sign they’re being thorough. And having your numbers reasonably well organized makes the whole process smoother.

6. What Your New Employer Will Typically Need From You

Based on standard lateral hiring practices, here’s what a prospective employer will generally ask for before or shortly after extending an offer:

• Your current employment agreement/offer letter so their legal team can review restrictive covenant exposure.
• Documentation of forfeited compensation — unvested RSUs, deferred cash, clawback amounts — to help structure a make-whole package.
• Your CRD/BrokerCheck record, registration history, and completion of a background check (which typically includes employment verification, criminal history, and credit review).
• Professional references — typically three.
• Written disclosure of any restrictive covenants — garden leave, non-solicitation, non-disclosure, non-competition obligations — along with copies of relevant documentation.

7. A Few Final Notes

Use personal email and devices for the entire process. Firms generally monitor their systems, and it’s best to keep recruiting conversations separate from your work communications.

Be careful about taking any documents, deal files, or client information with you. Employment agreements in banking consistently include strong language around confidential information and intellectual property, requiring return of all materials and prohibiting retention of copies. It’s also worth noting that most contracts at the new firm will ask you to confirm that you’re not in possession of confidential materials from a prior employer.

The Bottom Line

A lateral move is a significant professional and financial decision. The recruiting process may feel informal — a coffee here, a phone call there — but underneath it is a set of contractual obligations, financial considerations, and compliance requirements that are worth understanding clearly.

Taking the time before that first recruiter call to have your resume and deal sheet polished, your employment agreement reviewed, your bonus timing mapped, and your U5 checked can make a real difference. The candidates who move through the process most smoothly tend to be the ones who did this preparation before the process started.