Executive Compensation

Overview

Our experienced executive compensation attorneys assist employers with the design, implementation, and administration of executive compensation arrangements that support business objectives while complying with complex legal and tax requirements. Drawing on deep experience in tax law, accounting principles, and employment and human resources matters, we help clients structure compensation programs that are competitive, compliant, and aligned with organizational strategy.

Although employers have significant flexibility in designing executive pay programs, recent and evolving laws have substantially increased compliance obligations. We work closely with clients to develop executive compensation programs that meet business needs while satisfying applicable tax, securities, and employment law requirements.

Our Executive Compensation Services Include:

Advising on the design, risks, and tax treatment of a broad range of executive compensation arrangements, including nonqualified deferred compensation plans, stock options, restricted stock units (RSUs), phantom stock, performance‑based incentives, equity‑based awards, and other long‑term incentive programs
Designing and implementing executive compensation programs tailored to employer objectives, including bonus and incentive plans, supplemental executive retirement plans (SERPs), excess benefit plans, equity and equity‑like arrangements, severance plans, and other nonqualified compensation programs intended to attract and retain key talent
Drafting and negotiating executive employment agreements, offer letters, change‑in‑control agreements, severance agreements, and related compensation arrangements
Advising on compliance with Internal Revenue Code §409A, including operational compliance, documentary review, and assistance with correction strategies when issues arise, as well as counseling on related rules such as §280G golden parachute excise taxes and §162(m) deduction limitations for covered employees
Assisting with equity compensation compliance matters, including Section 83(b) elections, valuation considerations, and coordination with accounting and securities law requirements
Advising nonprofit and tax‑exempt organizations on executive compensation compliance, including 457(b) and 457(f) plans, excess benefit transaction rules, and governance considerations related to executive pay

Our team provides practical, compliance‑focused guidance designed to help employers manage regulatory risk while implementing executive compensation programs that support recruitment, retention, and long‑term organizational goals.