Overview
Strategic executive compensation packages and employee benefit plans can be critical in attracting and retaining top talent, achieving strategic priorities and minimizing tax exposure. This means navigating a landscape that spans tax law, securities regulations, exchange listing rules, the Employee Retirement Income Security Act of 1974 (ERISA) and a complex network of health and welfare requirements.
Manatt’s Executive Compensation and Employee Benefits team guides clients with practical, business-minded counsel. We combine deep technical fluency with real-world compensation consulting experience, delivering benchmarking, analytics and market trend insights not typically found at a national law firm. Our work sits at the intersection of law, business and strategy, giving clients the confidence to make decisions that are both compliant and competitive.
We advise clients across industries—including health care, financial services, entertainment and technology—and understand how sector-specific rules interact with broader federal requirements. Our attorneys have extensive tax, compensation and benefits consulting and securities law backgrounds, with the ability to deliver a fully integrated approach to compensation and benefits planning, ensuring programs are structured for tax and financial accounting efficiency from initial design through exit, continuation or corporate transition.
Compensation and employee benefits can significantly impact the success and valuation of a corporate transaction. Hidden liabilities, poorly structured incentive programs or unaddressed tax exposure can erode deal value. Manatt’s multidisciplinary team helps clients stay ahead of those risks by identifying issues early, structuring transactions to maximize tax efficiency and ensuring compliance across deferred compensation, equity plans and health and welfare benefits.
Our team supports clients across the full business lifecycle—from entity formation through funding, mergers and acquisitions, private equity deals and capital markets transactions. Because we understand how compensation and benefits interact with overall deal structure, we help protect value, preserve deductions and avoid surprises that can disrupt closing or integration.
We deliver more than compliance—we deliver strategic advantage. Whether navigating change-in-control payments, optimizing incentive structures, addressing Section 409A issues or integrating plans across multiple entities, we help clients design compensation and retention strategies that align with business objectives and support strong post-closing performance.
We work with boards, compensation committees, management teams, private equity funds, hedge funds, senior executives and investors to design compensation programs that support business goals; for example, recruiting a key leader, preparing for a liquidity event or rewarding long-term performance.
Our team advises on the full spectrum of executive compensation arrangements, including:
- Equity and non-equity incentive plans
- Annual and short-term bonus programs tied to performance metrics
- Non-qualified deferred compensation plans
- Employment, severance and change-in-control agreements
- Split-dollar life insurance and other innovative arrangements
For public companies, we also handle the full range of disclosure obligations, including Form 8-Ks, compensation discussion and analysis, say-on-pay and pay-versus-performance disclosures, and can assist with shareholder engagement and governance considerations.
Clients rely on us to keep their plans aligned with the full range of legal requirements—from ERISA and the Internal Revenue Code to federal securities rules, Department of Labor (DOL) and Internal Revenue Service (IRS) enforcement initiatives and stock exchange listing standards.
Our team supports clients across qualified retirement plans, health and welfare benefits and all aspects of plan governance and fiduciary responsibility. We identify issues early and help clients resolve them through structured correction programs, including the IRS Employee Plans Compliance Resolution System and the DOL’s Voluntary Fiduciary Correction Program. When they arise, we also represent clients in IRS and DOL audits and investigations,helping them navigate inquiries with confidence and minimize disruption.
