He has entered into long-term relationships with a number of midsize and large law firms, large accounting firms and compensation consult...

He assisted a well-established law firm representing a publicly-traded client engaged in a $1 Billion + corporate transaction. As the fir...

Mr. Fields has assisted a national accounting firm that lacks expertise in the executive compensation area by designing and drafting a st...

On behalf of a midsize law firm, Mr. Fields assisted the CEO of a publicly-traded corporation with regard to the negotiation and drafting...

Mr. Fields directly assisted a senior executive of a Fortune 10 corporation with the negotiation and drafting of the executive’s employme...

a. Design: i. A stock option consists of the right of an employee, director or independent contractor to purchase stock of the company at...

a. Design: i. Generally, stock appreciation rights (“SARs”) consist of the right of the individual to elect (within a certain period of t...

a. Design: i. Restricted stock is composed of shares of stock of a corporation (regardless of whether a “C” or “S” corporation). The shar...

a. Design: i. Each RSU represents a promise by the company to deliver to the individual one share of stock at a predetermined date in the...

a. Design: i. Performance Shares and Performance Unit awards may be granted in the amounts and subject to the terms and conditions determ...

a. Design: i. As you may know, limited liability companies (“LLCs”) have become a very popular form of business organization. They provid...

a. Design: i. LTIPs and other cash incentives consist of the right of an individual to receive cash payments conditioned upon the satisfa...

a. Design: i. “Phantom Stock” is provided under a long-term plan pursuant to which a cash payment of a specific amount is made to non-own...

a. It has been my practice to have individuals receiving shares of stock under stock options, SARs, restricted stock, RSUs and PSUs execu...

I. Executive Compensation. One item often overlooked in negotiations between the buyer and seller of a company is how the target company’...

Introduction: As you may know, leveraged ESOPs are quite popular with individuals desiring to sell their closely-held businesses or refin...

How to Compensate the Non-Family Executive Who Wants an Equity Share in the Enterprise The last few decades have seen a significant growt...

As you know, Section 162(m) of the Internal Revenue Code generally provides that compensation paid to certain executives of public corpor...

Under Section 280G of the Code, corporations involved in change in control transactions are denied income tax deductions for certain “par...

Wide Application of Code Section 409A. As may you know, Section 409A of the Code governs the design and taxation of “non-qualified ...