Executive Compensation Tax Issues in M&A: IRS Rules for Stock Options, Deferred and Equity Comp, Golden Parachutes
A live 90-minute premium CLE/CPE video webinar with interactive 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

Debra B. Hoffman
Partner
Mayer Brown
Ms. Hoffman has practiced in the employee benefit and executive compensation area for over 30 years and had significant... | Read More
Ms. Hoffman has practiced in the employee benefit and executive compensation area for over 30 years and had significant depth and breadth in all relevant areas, both in the domestic and international context. Her practice focuses exclusively in the areas of employee benefit plans and executive compensation and she advises both public and private clients daily with respect to on-going benefits and executive compensation matters, such as issues relating to employment agreements, equity and equity-based arrangements (including for LLCs and non-corporate entities), deferred compensation arrangements (including application of Code Section 409A), bonus and incentive arrangements (including application of Code Section 162(m)), severance agreements, change in control/golden parachute issues, governmental audits, pension de-risking, and compliance issues (including the IRS and DOL voluntary compliance submissions). Ms. Hoffman also advises creditors and debtors in connection with various types of financing structures, bankruptcy and reorganizations. In addition, she has extensive expertise with respect to issues arise in the context of corporate transactions, including divestures, acquisitions, mergers, spin-offs, and initial public offerings.
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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.
CloseCannot Attend July 12?
Early Discount (through 06/16/23)
You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. CPE credit is not available on recordings. Strafford will process CLE credit for one person on each recording. All formats include course handouts.