Management Incentive Equity in Private M&A: Equity Arrangements, Vesting, Transferability, Tax Considerations
Note: CPE credit is not offered on this program
A live 90-minute premium CLE video webinar with interactive Q&A
This CLE webinar will discuss the issues relating to the compensation of target management teams in the context of private equity M&A transactions. The panel will address structuring equity-based incentive plans, restrictions on incentives, vesting and forfeiture based on employment status, distributions, repurchase rights, monetization events, and general tax considerations.
Outline
- Overview of management incentive compensation plans
- Equity-based incentive plans
- Rollover equity
- Incentive equity
- Cash bonuses and other alternatives
- Vesting and forfeiture based on holder's employment status
- Distributions: timing and amounts
- Repurchase rights
- Monetization events
- General tax considerations
- Key takeaways
Benefits
The panel will discuss these and other relevant issues:
- What are the key factors for determining what employees in the target company will be entitled to incentive compensation?
- What are the different types of equity compensation and what are the advantages of each?
- What are some of the common limitations on distributions of incentive equity?
- When is time vs. performance an appropriate benchmark for vesting of incentives?
- What are the general tax considerations with regard to management incentive plans?
Faculty
Austin S. Lilling
Partner
Morgan, Lewis & Bockius
Mr. Lilling focuses his practice on issues relating to executive compensation arrangements and employee benefit... | Read More
Mr. Lilling focuses his practice on issues relating to executive compensation arrangements and employee benefit plans. He has experience in designing and negotiating compensation arrangements, both for senior executives and employers, including employment agreements, severance agreements, change in control agreements, and equity and phantom equity compensation arrangements. He also has significant experience handling compensation matters in a transactional setting, including as they relate to private and public mergers and acquisitions, financial restructurings, and investment fund acquisitions and dispositions. Additionally, he has significant experience regarding tax issues relating to compensation arrangements.
Close
Sarah McLean
Partner
Willkie Farr & Gallagher
Ms. McLean is a leading private equity lawyer with over 20 years of experience advising private equity funds and... | Read More
Ms. McLean is a leading private equity lawyer with over 20 years of experience advising private equity funds and management teams on sophisticated and high-profile deals across the energy sector. Her practice focuses on private equity transactions, particularly portfolio company investments, acquisitions and divestitures of assets and companies, and joint ventures. Ms. McLean has been recognized as a leading dealmaker and influential woman in the energy sector. In 2023, she was recognized by The Deal as a “Top Women in Dealmaking” for Private Equity. She also serves on the Private Equity Editorial Advisory Board for Law360.
CloseEarly Discount (through 05/10/24)
Cannot Attend June 5?
Early Discount (through 05/10/24)
You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.