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Executive Compensation

Our executive compensation team delivers comprehensive advice and practical solutions for compensation and executive benefit programs. Around the world, our lawyers assist private, public, global, and emerging growth companies, as well as tax-exempt and governmental entities, in designing, implementing, and administering compensation programs to motivate and retain key employees. We also advise companies engaged in public stock offerings and mergers and acquisitions transactions, as well as compensation, investment, and fiduciary committees.

Our lawyers help clients design and implement executive compensation and equity compensation plans and arrangements. We counsel on the legal and practical ramifications of such plans and arrangements, including the effects of tax, securities, employment, and corporate laws, as well as litigation risk and accounting standards. We help companies, organizations, and individuals with executive compensation contracts, which often include noncompetition, nonsolicitation, confidentiality, and clawback provisions, and require careful coordination with tax and employment laws.

Our team of more than 25 lawyers helps clients design, implement, and administer all types of executive compensation plans and arrangements, including:

  • Long- and short-term cash incentive plans
  • Equity compensation plans
  • Employee stock purchase plans (ESPPs)
  • Phantom stock plans
  • Executive severance plans
  • Executive employment agreements
  • Deferred compensation agreements
  • Change-in-control arrangements
  • Executive life insurance programs
  • Executive compensation arrangements for tax-exempt employers

The scope of our executive compensation counseling goes beyond assisting with these plans and arrangements—it includes advice on corporate governance issues affecting executive compensation, executive healthcare continuation, fringe benefits, Internal Revenue Service (IRS) and US Department of Labor (DOL) audits, international tax issues, and qualified and nonqualified retirement plan design.

As part of a global law firm, our group works seamlessly with colleagues in other practices to provide clients with the highest level of service.

Teaming with our corporate business transaction practitioners, we counsel clients on corporate and disclosure issues such as disclosures through compensation discussion and analysis (CD&A) in proxy statements, and disclosures with respect to equity plan approval, as well as internal and external public and shareholder relations efforts such as press releases.

Drawing on the experience of our labor and employment colleagues, we advise on employment issues such as noncompetition, nonsolicitation, and confidentiality provisions and releases.

In conjunction with the firm’s Employee Retirement Income Security Act (ERISA) litigation team, we advise on executive compensation litigation risks and best practices. We frequently address the special considerations and tax requirements for executive compensation provided by universities and other nonprofit organizations.