Executive Compensation

We have extensive experience advising companies on the full range of executive compensation and employee benefits matters, and have an in-depth understanding of the day-to-day and long-term business and regulatory issues our clients face.

We are skilled in areas of law associated with executive compensation, such as tax, labor, and employment law, and have a strong focus on state and federal securities law and other regulatory implications of compensation arrangements. In addition, our employee benefits lawyers provide comprehensive counsel on related health and welfare benefits as well as qualified and nonqualified retirement options. 

Our client list is as extensive as the services we provide, and includes non-profits, small businesses, mid-sized companies, and major national and international corporations, as well as their boards of directors, compensation committees, and individual executives. In many cases, we began advising clients with a local or regional presence, and have continued to provide counsel through periods of rapid growth and as they evolved into mature enterprises with a national and international presence. We also work closely and cooperatively with clients’ outside consultants to develop effective, coordinated solutions.

We offer the following executive compensation services:

• Executive compensation plan design and structuring. We develop, negotiate, and review a broad range of compensation arrangements.
• Public company disclosures and reporting. We assist our publicly traded clients in preparing all required disclosures and other regulatory filings related to executive compensation.
• Corporate transactions. We counsel clients on compensation questions that arise in conjunction with mergers, acquisitions, divestitures, and joint ventures.
• Related benefits experience. We also work closely with other members of the firm's employee benefits team to provide counsel on a broad range of executive and employee health, welfare, and retirement plans.
• Regulatory compliance and corporate best practices. We help clients develop policies and procedures to ensure that they comply with federal and state tax and other regulatory and listing requirements, and that they are aware of current best practices in corporate governance, specifically in the following areas:
  • IRC Section 162(m)
  • IRC Section 409A
  • IRC Section 280G
  • NYSE, NASDAQ, and other listing requirements
  • SEC disclosure requirements
  • Proxy voting guidelines, such as those issued by Institutional Shareholder Services (ISS), Glass Lewis, and major institutional investors
  • Corporate governance ratings, such as those issued by ISS and GMI
  • Plan administration
  • Plan-defect corrections
  • Accounting rules