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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    ERISA

Date & Time
  • event Date

    Tuesday, July 22, 2025

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.


  • Live Online


    On Demand

$297.00

This course is $0 with these passes:

CLE
ALL

This CLE/CPE course will provide employee benefits counsel with an overview of structuring equity compensation arrangements for executives of nonprofit organizations. The panel will discuss important tax considerations that are unique to non-profits, including intermediate sanctions, special tax rules for deferred compensation, the excise tax under Section 4960, and the potential impact of the new tax bill.

Faculty

Erik V. Hays
Attorney
Proskauer Rose, LLP

Mr. Hays is an associate in the Tax Department and a member of the Employee Benefits & Executive Compensation Group. He counsels public and private companies on their employee benefit plans and executive compensation arrangements, both in the context of day-to-day matters and in connection with corporate transactions. Mr. Hays works with both companies and executives in negotiating employment and separation agreements. He also assists clients in designing, implementing and administering short- and long-term cash and equity incentive plans. Mr. Hays provides expertise on complex tax issues arising under Internal Revenue Code Sections 280G, 409A, 83 and 162(m).

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Seth J. Safra
Partner
Proskauer Rose LLP

Mr. Safra advises clients on compensation and benefit programs. His experience covers a broad range of retirement plan designs, from traditional defined benefit to cash balance and floor-offset arrangements, ESOPs and 401(k) plans—often coordinating qualified and non-qualified arrangements. Mr. Safra also advises on ERISA compliance for investments, including the U.S. Department of Labor’s new conflict of interest (fiduciary) rules.

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Description

Deferred compensation and other executive compensation plans and arrangements for tax-exempt organizations differ from those of for-profit entities. In particular, the requirements to maintain tax-exempt status and the “intermediate sanctions” excise tax regime under Section 4958 impose reasonableness requirements for total compensation, special timing rules under Section 457 limit the ability to defer compensation, and Section 4960 imposes an excise tax on compensation to certain employees in excess of $1 million, as well as on separation payments that equal or exceed three times an employee’s average pay over the preceding five years. ERISA counsel must understand complex tax rules, detailed reporting requirements, and available planning techniques when structuring executive compensation for tax-exempt organizations.


Listen as our panel discusses the special rules for tax-exempt entities and practical methods to recruit and retain talent while avoiding tax surprises.

Outline

I. Overview of key tax considerations for compensation to employees of tax-exempt organizations

II. Entities and employees subject to Sections 457, 4958 and 4960

III. Additional items to consider

A. “Covered employees” and “disqualified persons”

B. Aggregation rules

C. Traps for deferred compensation and separation payments

D. Reporting requirements

IV. Best practices in structuring executive comp for tax-exempt entities

Benefits

The panel will review these and other key issues:

·      Recognizing the differences in structuring executive comp arrangements for tax-exempt vs. taxable entities

·      Understanding the dynamics of maintaining tax-qualified status, avoiding intermediate sanctions, and mitigating the 21 percent excise tax under Section 4960

·      Determining what entities and employees are subject to the special tax rules

·      Aggregation rules and key tax planning considerations

·      Practical techniques for structuring executive comp for nonprofits

·      Potential impact of the new tax bill