Sullivan
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  • Assisted in structuring profits interests and Internal Revenue Code Section 409A compliant option arrangement for client seeking to provide incentive compensation to various levels of employees while avoiding need for annual (or more frequent) valuation of enterprise
  • Worked with our securities law and international tax colleagues to design a phantom token award arrangement for a global blockchain research and engineering company that coordinates with token fund
  • Regularly prepare U.S. equity plans and sub-plans covering options, restricted stock, and restricted stock unit awards for U.S. and multinational employers
  • Drafted phantom equity arrangement providing bonuses in connection with liquidity events of various subsidiaries for a multinational employer
  • Negotiated the wind-up of carried interest arrangements, including cash out payments, accelerated vesting and forfeiture of awards in connection with a negotiated severance
  • Worked with multistate employer in evaluating enforceability of existing noncompete and nonsolicitation provisions under appliable state laws
  • Designed and drafted equity compensation arrangement for public company with insufficient shares of common stock to incentivize management team
  • Negotiated on behalf of employer employment and consulting agreements in pre-IPO (cash starved) company where maximum flexibility was needed to attract and retain talent
  • Designed an innovative phantom carried interest compensation program for employees of private equity fund manager that satisfied the requirements of Internal Revenue Code Section 409A while avoiding the federal and state complexities associated with making the employees partners in the fund
  • Assisted client in designing an equity compensation arrangement that mirrored an oral agreement to award an option several years after the fact through use of restricted stock and partially nonrecourse loans to capture value for employee
  • Worked with client to provide for adjustments to outstanding options, including incentive stock options (ISO), nonqualified stock options (NSO) and employee stock purchase plan (ESPP) options, that captured benefit of special stock distributions without violating applicable Internal Revenue Code requirements
  • Negotiated various equity compensation and employment issues in connection with acquisition of a fund manager, including advising on special distributions and representing client in connection with negotiation and drafting of employment agreements for entire executive team
  • Designed incentive token program for foreign employer’s U.S. employees by working with client, together with corporate and securities law colleagues, to analyze various alternative arrangements, including nonqualified token option grants and restricted token grants
  • Represented executives of selling company on retention and earnout program as well as employment and noncompete agreements
  • Performed “golden parachute” (Internal Revenue Code Section 280G and 4999) planning and analysis in connection with various transactions
  • Advised on structuring of partnership interests in a manner that minimized self-employment (SECA) and net investment income (NII) taxes

Matters

  • Assisted in structuring profits interests and Internal Revenue Code Section 409A compliant option arrangement for client seeking to provide incentive compensation to various levels of employees while avoiding need for annual (or more frequent) valuation of enterprise
  • Worked with our securities law and international tax colleagues to design a phantom token award arrangement for a global blockchain research and engineering company that coordinates with token fund
  • Regularly prepare U.S. equity plans and sub-plans covering options, restricted stock, and restricted stock unit awards for U.S. and multinational employers
  • Drafted phantom equity arrangement providing bonuses in connection with liquidity events of various subsidiaries for a multinational employer
  • Negotiated the wind-up of carried interest arrangements, including cash out payments, accelerated vesting and forfeiture of awards in connection with a negotiated severance
  • Worked with multistate employer in evaluating enforceability of existing noncompete and nonsolicitation provisions under appliable state laws
  • Designed and drafted equity compensation arrangement for public company with insufficient shares of common stock to incentivize management team
  • Negotiated on behalf of employer employment and consulting agreements in pre-IPO (cash starved) company where maximum flexibility was needed to attract and retain talent
  • Designed an innovative phantom carried interest compensation program for employees of private equity fund manager that satisfied the requirements of Internal Revenue Code Section 409A while avoiding the federal and state complexities associated with making the employees partners in the fund
  • Assisted client in designing an equity compensation arrangement that mirrored an oral agreement to award an option several years after the fact through use of restricted stock and partially nonrecourse loans to capture value for employee
  • Worked with client to provide for adjustments to outstanding options, including incentive stock options (ISO), nonqualified stock options (NSO) and employee stock purchase plan (ESPP) options, that captured benefit of special stock distributions without violating applicable Internal Revenue Code requirements
  • Negotiated various equity compensation and employment issues in connection with acquisition of a fund manager, including advising on special distributions and representing client in connection with negotiation and drafting of employment agreements for entire executive team
  • Designed incentive token program for foreign employer’s U.S. employees by working with client, together with corporate and securities law colleagues, to analyze various alternative arrangements, including nonqualified token option grants and restricted token grants
  • Represented executives of selling company on retention and earnout program as well as employment and noncompete agreements
  • Performed “golden parachute” (Internal Revenue Code Section 280G and 4999) planning and analysis in connection with various transactions
  • Advised on structuring of partnership interests in a manner that minimized self-employment (SECA) and net investment income (NII) taxes