Executive Compensation Plans & Agreements

With the increasingly multinational character of the world economy, we advise clients on the interplay between U.S. and international benefits, tax, securities, estate planning, data privacy, and other laws. We assist clients in coping with the complex rules that apply in the U.S. and abroad when employees move from country to country.

Equity-based compensation is a critical component of most major companies’ executive compensation programs. We help our clients design, draft, implement, communicate, and administer stock and equity-based compensation programs that are state of the art; comply with all applicable tax and securities laws; preserve all possible exit strategies for the employer and employee; meet the market standards for attracting, retaining, and motivating employees; follow best practices; and meet with the approval of institutional investors, where applicable.

We represent employers, executives, boards of directors, and compensation committees in negotiating, drafting, interpreting, and enforcing employment contracts. Our attorneys’ extensive experience on both sides of these agreements has given us a critical understanding of the continually evolving market terms of employment and compensation agreements; a complete understanding of the tax strategies for both the employer and the employee; and full knowledge of the corporate, securities, labor, tax, and other laws that impact the design and enforcement of employment agreements.

With 450 litigators at our disposal, we can advise and successfully represent our clients in connection with the increasing wave of litigation involving executive compensation, executives, and board members. We help our clients develop programs that mitigate the risks inherent in these lawsuits, and if they are sued, our litigators have significant experience successfully defending clients in these types of cases.

Nonqualified plans are a vital aspect of executive compensation, especially given the new complexity under Code Section 409A. We create, design, and draft all forms of these arrangements—from the simple to the complex—and advise clients on the complicated tax, labor, and securities law issues that apply to nonqualified plans and arrangements. We also advise clients on the different options available for funding these arrangements (e.g., “rabbi,” “springing,” “offshore,” and “secular” trusts, and insurance-related products), taking into account the tax goals of both the employer and employee.

Many private companies, including start-up ventures, family businesses, and private equity-owned firms, consider an initial public offering (IPO) as one of their exit strategies, and executive compensation is a significant part of IPO transactions. We advise these companies on all matters related to an IPO transaction and, perhaps more importantly, help them design their compensation programs and governance to prepare for a future IPO.