Morris, Manning & Martin LLP's Executive Compensation Practice provides advice and guidance to clients on all aspects of compensation and benefits impacting executives and senior management. We work closely with the most senior executives and board members of our clients—public and private, Fortune 500 to start-ups, biotech to high-tech—helping them navigate the critical and complex issues involved in negotiating, analyzing, designing, and implementing executive compensation arrangements.

Key Service Areas:

• Bonus Plans
• Change-in-Control Agreements
• Corporate Transactions
• Deferred Compensation and Retirement Plans
• Equity-based Compensation
• Executive Employment Agreements
• Retention Programs
• Separation Agreements

Advisors and Advocates

We routinely represent employers and senior executives in the negotiation and implementation of employment agreements, including compensation and bonus structure, separation pay, and post-termination restrictions (non-competition, non-solicitation, non-recruit, and non-disclosure covenants). In addition to individual compensation arrangements, we regularly advise employers when implementing broader-based retention, bonus, and severance programs.

Comprehensive Counseling

Our experience encompasses the design and implementation of deferred compensation arrangements, and together with our colleagues in our tax and securities groups, we participate in all facets of developing and executing equity-based compensation arrangements, including stock options, restricted stock, stock appreciation rights, performance shares, stock equivalents, and all other equity-based programs. We advise on tax, corporate, employment, and securities law aspects of these arrangements, as well as coordinating with our client's accountants and compensation consultants on related issues.

Interdisciplinary Excellence

We also serve as a regular and essential component of major corporate transactions such as mergers and acquisitions, spin-offs, initial public offerings, buy-outs, and bankruptcies, providing both executive compensation and employment law analysis and advice. Our experience in these transactions includes assessing the impact of proposed transactions on executive employment agreements, separation agreements, and change-in-control agreements, performing due diligence regarding compensation and benefit arrangements, designing and implementing change-in-control arrangements, advising with regard to equity-based compensation, and analyzing tax implications and costs of "golden parachute" arrangements.

As the scrutiny applied to executive compensation continues to intensify, our Executive Compensation Practice provides the tools and guidance necessary to navigate the most challenging issues facing our clients.