ESOPs, Benefits & Compensation

Who We Are

With deep experience in the field, our employee benefits attorneys advise publicly traded, privately held, governmental, and tax-exempt clients on a broad cross-section of benefits and compensation topics. All of our practice group’s attorneys are dedicated exclusively to the practice of employee benefits.

We work alongside new and long-standing clients on all types of qualified retirement plans; nonqualified plans; equity compensation; partnership profits interests; employment tax; welfare benefit plan compliance; IRS and DOL audits and investigations; and related matters.

Our practice also supports M&A transactions ranging from hundreds of thousands to hundreds of millions of dollars, whether as part of our Firm’s corporate department or as part of a larger deal team for our practice group’s benefits clients.

We further differentiate our benefits practice with a robust ESOP client base. We work with dozens of fully and partially owned ESOP companies ranging in size from a few million to several hundred million dollars, advising them on all aspects of ongoing ESOP legal matters. Our group routinely handles ESOP formation and disposition transactions, including company representations and independent ESOP trustee representations.

Our ESOP consulting subsidiary, ESOP Strategies, assists prospective ESOP sponsors with feasibility studies, plan design recommendations, and related financial analysis in the exploratory phase, as well as lender RFPs, and ESOP repurchase and sustainability planning for “mature” ESOPs.

How We Help

Our team handles all aspects of ESOPs, employee benefits, compensation, and related tax matters, including:

Employee Stock Ownership Plans and Related Transactions

ESOP feasibility studies, plan design, financial analyses, and lender RFP searches
ESOP formation transactions
Ongoing ESOP compliance and regulatory matters
Dispositions of ESOP-owned companies, including third-party sales and ESOP redemptions
Representation of independent ESOP trustees
ESOP repurchase and sustainability consulting
Other employee-involved business succession transactions

Qualified and Nonqualified Retirement Plans

All types of qualified retirement plans, including 401(k), profit-sharing, defined benefit, 457(b), 403(b), governmental 401(a), and cash balance plans
IRS and DOL audits and investigations of plans
Nonqualified deferred compensation plans and related tax and ERISA compliance, including Code Sections 409A, 457(f), and 4960

Incentive and Equity Compensation

Stock option and incentive stock option plans
Stock appreciation rights
Change in control and phantom equity agreements
Partnership profits interests
Restricted stock and other forms of equity compensation
Employee stock purchase plans

Welfare Plans

ERISA and tax code compliance
ACA, COBRA, cafeteria plan, and health plan guidance
Severance plans

Employment Tax

FICA and tax withholding
Virginia income tax withholding

Business Transactions

Support for business transactions, including due diligence, purchase agreement negotiation and drafting, benefit plan transition, and related matters
Coordination of closing payments, termination of benefit plans, and 280G analysis
Tax and employment aspects of management rollover equity, profits interests, and post-closing equity and incentive plan negotiation

Who We Represent

Our private-sector clients operate in the financial services, manufacturing, life sciences, wholesaling, government contracting, shipping, professional services, health care, sports, recreation, construction, real estate, and insurance industries, among others.

Our governmental clients include various Virginia cities, municipal corporations, state agencies, and colleges and universities.

We also represent select executives in negotiating and drafting executive employment agreements, deferred compensation plans, severance agreements, and equity incentives.

Although we are geographically located in Virginia, our client base spans the country.