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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

    Thursday, August 28, 2025

  • schedule Time

    1:00 PM E.T.

  • 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 webinar will provide employee benefits and tax counsel guidance on key issues for unissued startup equity and implications stemming from Section 409A, other tax rules, and deferred compensation arrangements. The panel will discuss relevant tax provisions and consequences, advantages and disadvantages, design and structuring, and implementation considerations for deferred compensation arrangements.

Faculty

Jamison Klang
Partner
BLG

Mr. Klang specializes in benefits and compensation issues that arise in corporate transactions. He also assists with executive compensation matters including the design and administration of equity arrangements, bonus plans, and their tax and securities law implications. In addition, Mr. Klang negotiates employment and separation agreements on behalf of companies and individuals. He was previously a partner at Baker Tax Law and has also served at Wilson Sonsini Goodrich & Rosati, P.C. and Dorsey & Whitney LLP.

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Jon Van Loo
Partner
Parent: Belcher, Smolen & Van Loo, LLP

Mr. Van Loo brings over 15 years’ experience providing tax advice to clients ranging from global public companies to start-ups and individuals facing complex tax situations. His current practice focuses on U.S. tax matters for: mergers & acquisitions (especially venture-backed private companies), formation and operation of private investment funds, cryptocurrency, foreign corporations entering the U.S., individuals expatriating from the U.S., business restructurings, and real estate transactions. For over five years, Mr. Van Loo has been actively involved in advising crypto funds and blockchain projects on a variety of tax matters, including crypto compensation and the creation and sale of new cryptocurrency products.

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Description

Unissued startup equity can present several pitfalls for companies during fundraising, employee recruitment and retention, and potential exit events. Employee benefits and tax counsel must be aware of complexities stemming from certain tax rules, valuation issues, and other key items impacting the allocation of shares and compensation arrangements.

Unissued equity are shares that a startup is legally permitted to issue but hasn't yet distributed to shareholders or employees. These shares are typically used for future capital raising, employee incentive programs, or mergers and acquisitions. However, in the context of equity compensation and the tax regulations governing it, utilizing unissued equity for stock option grants must be carefully structured. If an equity award violates Section 409A, the award may be immediately taxable.

Listen as our panel discusses key issues with unissued startup equity and implications stemming from Section 409A, other tax rules, and deferred compensation arrangements.

Outline

I. Utilizing unissued startup equity

II. Navigating Section 409A

III. Deferred compensation arrangements

IV. Best practices to mitigate tax risks

Benefits

The panel will discuss these and other key issues:

  • What factors must be considered when allocating shares?
  • What are the potential tax implications under Section 409A?
  • What is the impact on deferred compensation arrangements?
  • What are the best practices in utilizing unissued equity to minimize adverse tax consequences?