Corporate and Transactional
Our executive compensation lawyers guide companies, boards, compensation committees and select senior executives through the complex morass of tax, corporate, securities, employment and other laws and regulations that apply to compensating employees and executives. We take a comprehensive approach to these issues, balancing the technical and the practical, in order to best achieve our clients’ goals. In the ever-changing landscape of executive compensation, we stay current on changes in the legal framework and also on best practices and public and shareholder sentiment.
We advise on all aspects of executive compensation plans and arrangements, including design, drafting, negotiation, implementation, disclosure and operation. Our lawyers have expertise in equity and cash compensation arrangements, nonqualified deferred compensation arrangements, and employment, severance, retention and change in control agreements. We also counsel clients regarding the limitations imposed by various industry-specific regulators, including the TARP limitations on executive compensation and the proposed Federal Reserve guidelines on incentive compensation.
The executive compensation team works closely with clients that are involved in a merger or acquisition, venture financing, public offering or similar significant transaction to assist with the interpretation and operation of existing compensation arrangements as a result of the transaction. We recognize that transactions may present the need, or may offer the opportunity, to implement and coordinate new compensation arrangements.
Recent Highlights
In recent months, our group has:
- Represented the management team of a $2 billion private company in connection with the team's continued equity participation in and employment with the company after a private equity firm purchases a controlling interest in the company
- Advised global financial services company in connection with the Federal Reserve’s horizontal review of large, complex banking organizations
- Provided ongoing advice to a worldwide entertainment company on compensation arrangements and policies for executives, employees and talent
- Negotiated employment and or severance arrangements for C-level officers on behalf of several public and private clients.
- Evaluated and structured option repricings for numerous public and private companies
- Advised a bank-affiliated investment manager concerning the potential application of the TARP executive compensation restrictions