Executive Compensation, Employment, ERISA, and Employee Benefits

The Executive Compensation, Employment, ERISA, and Employee Benefits attorneys at Norris McLaughlin, co-chaired by David T. Harmon and Charles A. Bruder, bring creative strategies supported by a wealth of experience and knowledge to both organizations and professionals in a wide range of industries. These include financial services, marketing, advertising, health care, design, branding, publishing, fashion, engineering, real estate, and pharmaceutical, among others. We provide legal and tax counsel to both for-profit and not-for-profit companies and organizations that are seeking to recruit and retain top executives, as well as key executives and employees, by advising in all aspects of executive retention and compensation and ERISA compliance, and employee benefits, including such events as employment changes, personnel downsizing, or an organizational change of control. Our Practice Group is engaged nationally and internationally, with a focus on the Tri-State area. 

What We Do

Our attorneys regularly structure and address the employment and other legal ramifications, regulatory compliance and income tax issues associated with all aspects of executive compensation, whether associated with service commencement, employment-based incentive compensation, or of a renewal or amendment of an existing employment or consulting services agreement or contract. In addition, our Group members are highly skilled in negotiating and drafting separation and severance agreements, which raise a host of potential employment law, ERISA, and tax concerns. 

The members of the Executive Compensation, Employment and ERISA/Employee Benefits group recognize the critical importance of the provisions of an employment agreement, consulting services contract, severance arrangement or plan document. As such, its attorneys believe that understanding a client’s goals and objectives starts with careful consideration of all aspects of the proposed arrangement. In that trusted advisory role, our attorneys regularly:

  • Counsel both organizations and executives in the structuring, negotiation, and implementation of employment agreements, severance arrangements, and confidentiality and work made for hire agreements, as well as the mechanics and implementation of restrictive covenants. 
  • Structure and draft deferred compensation, equity-based compensation, and incentive compensation arrangements, and change in control agreements and bonus plans. 
  • Advise about to ERISA and tax implications of all aspects of employment-based arrangements including employment agreements, severance agreements, and plans, stock option plans, variable compensation arrangements and other forms of incentive compensation, as well as the tax elections that may be available to participating professionals.

Drawing upon our experience in representing both high-level executives and sponsoring organizations, our team provides both technical and practical advice concerning such items as: 

  • Equity-based Incentive Compensation 
    • Restricted Equity
    • Profits Interests
    • Nonqualified and Incentive Stock Options
  • Deferred Compensation 
    • Bonus Arrangements
    • Phantom Stock and Stock Appreciation Rights 
  • Post-Termination Severance Benefits 
    • Separation Pay
    • Group Health Insurance Continuation 
    • Bonus and Equity Plan Payouts
  • Employee Stock Ownership Plans (ESOPs) 

While implementing the appropriate employment, compensation, and benefits arrangements is key to protecting the interests of both the executive and the employer, we understand that maintaining these arrangements in compliance with all necessary laws and regulations benefits all parties. Accordingly, our attorneys regularly counsel both individuals and plan sponsors on the employment related ERISA and tax aspects of defined benefit and defined contribution plans, deferred compensation arrangements, life and medical insurance programs, and welfare benefit plans. Our attorneys are experienced in providing critical guidance concerning such important tax matters such as post-termination retirement and incentive compensation rights, Internal Revenue Code Section 409A compliance for deferred compensation plans, and Code Section 280G considerations for “parachute payments.”

Our group brings the experience of representing both organizations and employees to each engagement, which empowers our attorneys with the insight and understanding of both sides positions, tactics, and strategies. This inures to the benefit of each client, whether management or individual.

Our attorneys collaborate with members of the Labor and Employment, Business Law and Tax and Litigation Groups as required by the scope and needs of the particular engagement. The Executive Compensation, Employment, ERISA, and Employee Benefits Group maintains two blogs: Transitions in Employment and the Employee Benefits Informer. In addition to addressing recent developments in the areas covered by the Practice Group, the blogs are updated regularly with descriptions of representative matters. 

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Employee Benefits Informer


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