Executive Compensation

Executive compensation practices are receiving unprecedented attention from the media, shareholders, Congress, the IRS, and the Securities and Exchange Commission (SEC). With the reshaping of the regulatory landscape that occurred in 2002 by Sarbanes-Oxley, in 2004 by the American Jobs Creation Act, and in 2005 by the Financial Accounting Standards Board and the SEC, our team has remained at the forefront of helping clients effectively manage their executive compensation programs while fulfilling compliance obligations.

Effective compensation planning requires a strategy that meets client needs while accommodating continual changes in tax, ERISA, labor, employment, corporate and securities laws, stock exchange rules, and accounting principles. As part of a full-service firm, our attorneys are uniquely positioned to draw upon the experience of their colleagues who practice in these other areas in order to provide comprehensive advice and counsel.

Whether the situation involves executive transition, change-in-control protection, management retention initiatives, performance incentive plans or any of the other myriad issues in this area, our team approaches executive compensation matters both strategically and technically to ensure that our clients’ business needs are met. Our attorneys have considerable experience in an array of specific executive compensation plans, programs and agreements, including:

• Nonqualified supplemental retirement plans
• Deferred compensation arrangements
• Use of “rabbi” and “secular” trusts to fund such programs
• Executive employment and “golden parachute” agreements
• Executive separation agreements
• Cash- and stock-based, short- and long-term incentive programs such as phantom-stock plans, options plans (including those for non-employee directors) and performance-unit plans
• Designing severance and change-in-control programs