Employee Severance Agreements and Section 409A Deferred Compensation: Withstanding Heightened IRS Scrutiny
Note: CPE credit is not offered on this program
Recording of a 90-minute CLE video webinar with Q&A
The CLE webinar will provide counsel with guidance on structuring employee severance or separation agreements to comply with Section 409A's deferred compensation restrictions. The panel will discuss best practices for performing compliance self-audits and taking corrective action to remedy substantive or documentary failures.
Outline
- 409A issues to be considered in severance plans and agreements
- Severance benefits subject to 409A
- Severance benefits exempt from 409A
- Impact of accelerating the vesting of equity awards upon the termination of employment on 409A
- Discussion of change in control severance arrangements and "regular" severance for purposes of 409A
- Importance of the definition of "good reason" for 409A purposes
- Can severance benefits that are subject to 409A be conditioned on a release?
Benefits
The panel will review these and other key issues:
- Does 409A impact all severance plans and agreements?
- How does 409A impact the drafting of severance plans and agreements?
- What are some best practices for complying with 409A regulations as they relate to severance plans and agreements?
Faculty
Michael R. Bergmann
Partner
Cooley
Mr. Bergmann is a partner in Cooley’s compensation and benefits practice group. He counsels clients on... | Read More
Mr. Bergmann is a partner in Cooley’s compensation and benefits practice group. He counsels clients on executive compensation, employee benefits and Employee Retirement Income Security Act (ERISA) matters. Mr. Bergmann devotes a significant portion of his practice to advising major public corporations and private companies on executive compensation and employee benefit arrangements in the context of mergers and acquisitions and other transformative business transactions. He has nearly three decades of experience in a wide range of executive compensation and benefits matters. In particular, Mr. Bergmann has extensive experience with Securities and Exchange Commission (SEC) rules governing compensation disclosure and tax rules applicable to executive compensation. He regularly advises small and large public and private companies and individual senior executives on adopting and revising employment, severance, and cash and equity incentive compensation agreements and arrangements. Mr. Mr. Bergmann also counsels clients on the rules governing tax-qualified retirement vehicles, taxation of employee welfare benefits and application of ERISA to the administration of such arrangements and their assets.
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J. Marc Fosse
Partner
Seyfarth Shaw
Mr. Fosse focuses on all the tax, securities, corporate and accounting issues related to executive and equity... | Read More
Mr. Fosse focuses on all the tax, securities, corporate and accounting issues related to executive and equity compensation arrangements. He works with publicly traded, private, non-profit and government clients in the design, implementation and operation of domestic and international executive nonqualified and supplemental deferred compensation plans, as well as equity-based and other long-term incentive compensation arrangements. He regularly advises clients regarding handling employee benefit matters in corporate mergers, acquisitions, divestitures, initial public offerings and other corporate transactions.
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