Executive Compensation Tax Issues in M&A: IRS Rules for Stock Options, Deferred and Equity Comp, Golden Parachutes
Recording of a 90-minute premium CLE/CPE video webinar with Q&A
This CLE/CPE course will offer advisers and counsel a review of the tax implications of executive and employee compensation in the context of a merger, acquisition, or sale of a business or business unit. The panel will provide best practices for counsel to avoid tax pitfalls in structuring and implementing a deal.
Outline
- Restricted stock and restricted stock units
- Stock options
- Deferred compensation
- Severance
- Golden parachutes
Benefits
The panel will review these and other key questions:
- What is the impact of IRC 409A on deferred compensation for executives?
- What limits does IRC 280G impose on golden parachutes for executives?
- What are key strategies for dealing with outstanding compensatory equity awards in a merger or acquisition?
Faculty
Shalom D. Huber
Partner
Skadden Arps Slate Meagher & Flom
Mr. Huber regularly advises clients on the design and implementation of compensation and benefits arrangements,... | Read More
Mr. Huber regularly advises clients on the design and implementation of compensation and benefits arrangements, including employment and severance agreements; consulting arrangements; retention, severance and change-in-control plans; cash and equity-based incentive compensation plans; and nonqualified deferred compensation plans. In addition, he frequently advises clients regarding the tax rules relating to deferred compensation, the excise tax on “golden parachute” payments and the limits on deductibility of executive compensation. He also advises on the SEC rules governing executive compensation disclosure, including annual proxy disclosure and periodic reports, as well as on various ESG-related issues.
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Joseph M. Penko
Partner
Skadden Arps Slate Meagher & Flom
Mr. Penko advises public and private companies, private equity firms, executives and boards on executive compensation... | Read More
Mr. Penko advises public and private companies, private equity firms, executives and boards on executive compensation and employee benefits issues, with a particular emphasis on issues arising in the context of mergers, acquisitions, initial public offerings and other corporate matters.
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Andrew R. Skowronski
Partner
Katten Muchin Rosenman
Mr. Skowronski advises clients in connection with the design and legal analysis of executive compensation arrangements,... | Read More
Mr. Skowronski advises clients in connection with the design and legal analysis of executive compensation arrangements, including compliance with Code Section 409A. He frequently designs and implements equity-based incentives, phantom equity incentives, cash-based incentives, deferred compensation, and employment, retention and severance agreements.
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