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Executive Compensation

Lawyers in Shipman & Goodwin’s Executive Compensation practice have represented public and private companies as well as individual senior executives in a broad range of executive compensation matters, including elective and non-elective deferred compensation arrangements, executive incentive plans, stock-based compensation plans and individual employment agreements.

Our attorneys have worked closely with senior management and compensation committees, including those of Fortune 500 companies, on plan design and related corporate governance and compliance matters. We have experience in analyzing and applying the Internal Revenue Code Section 409A rules in the context of a wide array of complex, non-qualified deferred compensation arrangements and in designing and drafting plans and employment agreements to be 409A-compliant.

Attorneys in the practice have advised large public companies with respect to the new SEC rules requiring enhanced proxy disclosure of various forms of executive compensation. We are also well-versed in addressing executive compensation arrangements in the context of corporate acquisitions and divestitures. We have worked with not-for-profit entities to design and administer deferred compensation arrangements for senior management under Internal Revenue Code Section 457(f).

From a plan design perspective, our experience in pension and employee benefits matters enables us to analyze executive compensation issues and proposals in the broader context of an employer’s overall compensation and benefits structure when coordination with tax-qualified plans is desired.

We have experience in the negotiation and drafting of executive employment agreements (including severance and change-in-control provisions) and, supplemented by our robust employment law and intellectual property practices, in the negotiation and enforcement of non-competes and other restrictive covenants.

We also counsel individual senior executives in connection with new employment, retirement and other employment separations.

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