We advise on all aspects of executive compensation plans and arrangements, offering experienced counsel on the complex web of applicable tax, corporate, securities and employment laws and regulations. Our executive compensation lawyers provide guidance to companies, boards, compensation committees and select senior executives at all stages of executive compensation planning, from design to disclosure to implementation. Our capabilities also include advising on the interpretation of existing plans and arrangements in a wide variety of transactions. We stay at the cutting edge of changes to the legal framework and public and shareholder sentiment, balancing the technical and the practical in order to best achieve our clients’ goals. Our lawyers have significant experience in equity and cash compensation arrangements; nonqualified deferred compensation arrangements; employment, severance, retention and change-in-control agreements; and profits interests and phantom equity arrangements.
We counsel an array of public, private and nonprofit clients as they navigate the complex, ever-changing legal landscape that shapes employee benefits and retirement plans. Our attorneys help human resources professionals understand and manage the tax, securities and employment law implications of their benefits programs. We also regularly advise employers, boards of directors, and compensation and administrative committees as they design and draft qualified and non-qualified retirement programs, health and welfare plans, and fringe benefit plans, and represent these employers and their plans before government agencies and in litigation. WilmerHale’s highly experienced transactional and tax lawyers collaborate to tackle employer concerns that range from negotiating the employee-related issues involved in buying or selling a business to advising on worker classification and employment tax matters.
Financial companies face the complex task of designing investment products suitable for ERISA-covered plans. At WilmerHale, seasoned ERISA attorneys collaborate with lawyers from our Investment Management, Financial and Business Integrity and Broker-Dealer Practices to advise clients on the rules that govern the management of pension and other benefit funds. Our experience covers not only ERISA, but also the provisions of the tax laws that can affect the design of benefit plan products and services. Our representation of institutional clients also extends to transactional and litigation matters.
Our knowledgeable attorneys advise US companies on issues surrounding equity or cash plans anywhere in the world, drawing on our broad international network to provide reliable, tailored guidance to each client. We also guide these companies as they implement global harmonization or incentive arrangements after an acquisition, sale or merger. We regularly prepare the rules and individual agreements for international incentive arrangements and assist with related US disclosure and listing issues. We also assist local counsel in preparing documentation in their jurisdictions.
Regularly represent numerous global public companies including Analog Devices, PerkinElmer, Amundi, WEX Inc., and Thermo Fisher Scientific in connection with ongoing qualified plan and other employee benefits advice.
Acted as executive compensation and benefits counsel to PerkinElmer in its $5.25 billion acquisition of BioLegend.
Represented Eaton Vance Corp. during its acquisition by Morgan Stanley regarding the effect of the sale on its benefit and executive programs, including various change-in-control provisions under US bonus and deferred compensation plans.
Represented SoFi, the online personal finance company, in structuring and executing a tax-free reorganization in which it acquired Galileo Financial Technologies for $1.2 billion.
Represented and advised Acacia Communications in its acquisition by Cisco Systems, including various change-in control provisions under US severance and equity compensation plans and ongoing operations during the 19-month period between sign and closing.
Advised MKS Instruments in its acquisition of Electro Scientific Industries, providing counsel on HR integration, employment, and benefits transfer and replacement issues.
Acted as executive compensation and benefits counsel to DataXu, in its acquisition by Roku; Disarm Therapeutics in its acquisition by Eli Lilly; Affirmed Networks in its acquisition by Microsoft; and Endurance International in its acquisition by Clearlake Capital Group.
Regularly act as executive compensation and benefits counsel to companies going through the initial public offering process, including Cue Health, Verve Therapeutics, Dyne Therapeutics, IMARA, Schrödinger, Fulcrum Therapeutics, and Decibel Therapeutics.
Named a Leading Employee Benefits and Executive Compensation Practice in Massachusetts
Recommended for Labor and Employment: Employee Benefits and Executive Compensation (Transactions)
The Legal 500 United States
- Best Lawyers in America – Recognized 124 WilmerHale lawyers, naming 11 partners “Lawyer of the Year” in the 2020 edition of its peer-reviewed publication.
- BTI Consulting Group – Named Kim Wethly to its Client Service All-Stars 2019 list for exhibiting exceptional client service.
- Chambers USA: America’s Leading Lawyers for Business – Recognized our Massachusetts Employee Benefits and Executive Compensation Practice in 2010–2022, praising our group for the “corporate savvy of its attorneys” and calling out the services we provide to “clients seeking executive compensation advice during the early stages of company formation,” stating that we are “a top-flight US firm” and our team is “great at meeting and exceeding expectations,” “seamless and integrated” and one “you can really depend on.”
- Corporate Board Member – In 2014, 2016 and 2018, the most recent edition, WilmerHale was named to the Top National Corporate Law Firms list, a comprehensive ranking of the top 25 firms in the nation. Results are based on law firm surveys and feedback from thousands of directors and general counsels.
- The Legal 500 United States – Regularly recognizes WilmerHale among the top law firms for our work in the area of Employee Benefits and Executive Compensation (Transactions), most recently in the 2022 edition.
- U.S. News - Best Lawyers® – In the 2010–2021 “Best Law Firms” rankings, our employment law practice was ranked in the second tier nationally. In the 2010–2023 "Best Law Firms" rankings, our employment law practice was ranked in the first tier in Boston. In prior rankings, Kim Wethly was individually recognized for her ERISA practice.