Joe Adams advises companies, service providers, and individuals regarding executive compensation and employee benefits programs, including the following areas:

• Advises on the design, drafting, and ongoing operation of 401(k) and profit sharing plans, employee stock ownership plans (ESOPs), cash balance, and other defined benefit pension plans
• Addresses issues such as how to best demonstrate compliance with the comprehensive fiduciary duty requirements of the Employee Retirement Income Security Act (ERISA), how to successfully resolve comprehensive Department of Labor (DOL) and Internal Revenue Service (IRS) audits, and how to address complex participant claims for benefits
• Drafts short-term and long-term incentive compensation arrangements such as bonus plans, “omnibus” long-term incentive plans (LTIPs), stock options and stock appreciation rights (SARs) agreements, restricted stock and restricted stock unit (RSU) agreements, and other phantom and actual equity arrangements
• Designs nonqualified retirement plans such as deferred compensation plans, top hat plans, and supplemental executive retirement plans (SERPs), and ensures compliance with Internal Revenue Code Section 409A (regarding nonqualified deferred compensation)
• Represents employers, executives, and compensation committees with respect to employment agreements and separation agreements
• Advises on the impact of mergers, acquisitions, divestitures, and spin-offs on employee benefit plans, executive compensation arrangements, and individual executive employment agreements
• Analyzes the need for executive compensation programs and employee benefit plans to comply with Securities and Exchange Commission (SEC) requirements (proxy rules, 8-Ks, S-8s, 11-Ks, etc.), IRS rules (including Code Section 162(m), 280G and 409A), Sarbanes-Oxley, Dodd-Frank, and other corporate governance standards, and listing exchange (NYSE or NASDAQ) requirements
• Advises clients on navigating and addressing cybersecurity risks that may impact executive compensation and employee benefits programs, particularly how the Employee Retirement Income Security Act has impacted cybersecurity obligations for plan fiduciaries and sponsors, and advises on how these entities may potentially mitigate these issues through administrative and technical frameworks

Experience

• Assisted large public company in obtaining ground-breaking IRS ruling regarding retirement contributions for employees struggling with student loan debt.
• Advised several large public companies on the employee benefits and executive compensation aspects of a spin-off of a portion of their assets into separate public companies.
• Advised large service provider on the application of the DOL fiduciary proposal to certain products.
• Advised numerous clients on similar aspects of mergers, acquisitions, and other business combinations.
• Helped companies with defined benefit pension plans successfully implement complex initiatives such as the contribution of non-cash assets to their plans and pension “de-risking” programs.
• Advised large sponsor of consolidated recordkeeping system on all aspects of DOL and IRS compliance. 

Honors & Awards

• The Legal 500 US, “Key Lawyer” in Employee Benefits, Executive Compensation and Retirement Plans: Design (2021)
• Chambers USA for Employee Benefits & Executive Compensation (2008-2021)
• The Best Lawyers in America, “Lawyer of the Year”, Employee Benefits (ERISA) Law (2013, 2018, 2020)
• The Best Lawyers in America, Employee Benefits (ERISA) Law (2010-2022)
• Leading Lawyers, Leading Employee Benefits Lawyer (2019, 2022)
• Legal 500 US, Employee Benefits, Executive Compensation and Retirement Plans: Design (2020)
• Fellow, The American College of Employee Benefits Counsel (ACEBC)

Activities

• Camp Kesem – Chicago Board of Directors
• Winnetka Community House - Board of Governors
• Former Trustee – Village of Winnetka

Credentials

Joe received his B.A. in Economics, with honors, from the University of Chicago, and he received his J.D., cum laude, from Cornell Law School where he served as an editor for the Cornell Law Review. 

Publications & Speaking Engagements

Joe has written for leading employee benefits and executive compensation publications such as the Pension Plan Fix-It Handbook, Guide to Assigning and Loaning Benefit Plan Money, Executive Compensation Strategies, Beyond Stock Options/Equity Alternatives, and Domestic Partner Benefits: An Employer’s Guide. Joe also has contributed to national publications such as The New York Times, The Wall Street Journal, Forbes, Business Week, The Chicago Tribune, Bloomberg, Kiplinger, CFO.com, and Investment News.