Employee Severance Agreements and Section 409A Deferred Compensation: Withstanding Heightened IRS Scrutiny

Mr. Bergmann is a partner in Cooley’s compensation and benefits practice group. He counsels clients on executive compensation, employee benefits and Employee Retirement Income Security Act (ERISA) matters. Mr. Bergmann devotes a significant portion of his practice to advising major public corporations and private companies on executive compensation and employee benefit arrangements in the context of mergers and acquisitions and other transformative business transactions. He has nearly three decades of experience in a wide range of executive compensation and benefits matters. In particular, Mr. Bergmann has extensive experience with Securities and Exchange Commission (SEC) rules governing compensation disclosure and tax rules applicable to executive compensation. He regularly advises small and large public and private companies and individual senior executives on adopting and revising employment, severance, and cash and equity incentive compensation agreements and arrangements. Mr. Mr. Bergmann also counsels clients on the rules governing tax-qualified retirement vehicles, taxation of employee welfare benefits and application of ERISA to the administration of such arrangements and their assets.

Mr. Fosse focuses on all the tax, securities, corporate and accounting issues related to executive and equity compensation arrangements. He works with publicly traded, private, non-profit and government clients in the design, implementation and operation of domestic and international executive nonqualified and supplemental deferred compensation plans, as well as equity-based and other long-term incentive compensation arrangements. He regularly advises clients regarding handling employee benefit matters in corporate mergers, acquisitions, divestitures, initial public offerings and other corporate transactions.