Employee Benefits and Executive Compensation

Tax, labor, securities, corporate and accounting issues can all affect benefits and executive and equity and compensation arrangements. The interplay between federal and state laws adds a layer of complexity. We partner with clients across the full range of employee benefits and executive compensation issues, including the design, implementation and operational compliance of employee benefit programs, qualified retirement plans, fiduciary and regulatory compliance, complex pension fund investments, employee stock ownership plans, and global equity and other incentive arrangements.

We help clients of all sizes design and maintain cutting-edge equity and executive compensation programs. We handle executive and board compensation, stock options and other equity programs, incentive plans, deferred compensation plans, severance, and proxy-related and SEC disclosures so you stay compliant and competitive.

Whether clients are designing equity and incentive arrangements to support global expansion, an IPO, or post-transaction talent strategies, our broad geographic reach enables us to structure plans for employees around the world that evolve with their business.

We also advise clients on retirement and health and welfare plans. From plan documents and communications to fiduciary obligations, we help clients manage compliance with myriad laws, including ERISA, the Internal Revenue Code, COBRA, HIPAA, the ACA, the CAA, and the Mental Health Parity and Addiction Equity Act.

We leverage the experience of our former government officials to help clients anticipate challenges, and work alongside plan sponsors, fiduciaries, service providers, government regulators and participants to deliver creative solutions.

In M&A and similar transactions, we offer unparalleled support. Our team helps you tackle complex issues that can arise in domestic and cross-border deals, including those related to ESOPs, change-in-control, retention agreements, and ERISA compliance.

We act for insurers, financial institutions, trade associations, public and private companies, government and tax-exempt entities, benefits and compensation consulting firms and others. We guide investment fund managers on the legal issues around structuring products for their qualified retirement plans, which hold billions of dollars in assets. We advise plan trustees and committees, helping them understand their responsibilities as fiduciaries.

With experience across the full spectrum of employee benefits and executive compensation matters, including global equity, ERISA compliance, and cross-border transactions, clients trust our team to handle their most challenging projects.

• Advised Pico Quantitative Trading Holdings, a leading provider of technology services for financial markets, on its USD1.75 billion merger with a Special Purpose Acquisition Company (SPAC).
• Advised Halma Holdings, a USD2 billion global group of safety equipment companies, on all day-to-day benefits administration in the US and globally including advising the retirement plan committee on ERISA and fiduciary governance matters as well as the current restatement of its retirement plan document. Our counselling includes questions regarding benefit claims, COBRA matters and recent CARES Act mandates.
• Represented New York University (NYU) in a series of high-profile class actions. Retirement plan participants brought an action on behalf of a class of over 20,000 staff seeking more than USD350 million in damages stemming from allegations that NYU violated ERISA in connection with the selection and maintenance of certain retirement plan offerings.
• Advised Centroid Investment Partners, a South Korea-based private equity firm, in its USD1.87 billion deal to buy a 100% stake in TaylorMade Golf from New York-based private equity firm KPS Capital Partners. Our team handled all compensation and benefits aspects of the deal.
• Represented UserTesting, a California-based application software company, to handle all international employment, global equity, corporate and tax matters and advise on executive compensation issues related to the company’s expansion into new countries. In addition, we advised on engagement options, including opportunities and risks related to professional employment organizations (PEO), in multiple jurisdictions.
• Represented a multibillion-USD, multinational pharmaceutical and biotech company in connection with all benefits and executive compensation work. This work includes all representations for the pension committee, fiduciary work and tax-related issues.
• Represented one of the largest steel producers globally, in the design and implementation of executive compensation programs for senior officers. Recent work includes an emphasis on the implementation of ESG (Environmental, Social, Governance) related incentives for executives; advice and counsel on equity plan issues; and advice on senior-level exits and retirements, including Form 8-K current reports and proxy-related disclosures for executive compensation.
• Represented one of the largest defense contractors in the world regarding executive compensation and benefits matters related to major acquisitions. Our work included due diligence related to pension, welfare and other compensation and benefit plans; negotiation of transaction documents; the design, implementation and negotiation of change-in-control and retention arrangements; ERISA compliance and other executive compensation issues.
• Represented a leading national cable operator who retained our team to act as lead ERISA benefits counsel for all benefit program integration for acquired companies and advise on all day-to-day employee benefit issues related to its benefit and retirement plans.
• Represented an international investment management firm’s retail funds, advising on ERISA Title I compliance in relation to fund structuring, venture capital, operating structures, preparation of legal opinions on ERISA plan assets for new funds and the preparation of ERISA compliance certificates for continuing funds.