Equity and Incentive Plans

Freeborn attorneys regularly help employers accomplish their strategic goals, attract and retain talent by rendering comprehensive advice on the creation, implementation and operation of equity- and cash-based long-term, and other incentive plans.

Privately owned companies use a different calculus for incentive awards, since no readily available market exists for future equity awards.  Freeborn's focus on privately owned companies provides us with practical expertise in helping to design a compensation plan that matches the employer's strategic plans, compensation philosophy, and measures of success.  

There are myriad of incentive plan tools in a privately-held employer's toolbox, which can help attract and retain employees, incentivize desired results, focus on long-term decision making, and share the company's growth.  Some of the ways we have assisted clients with equity and incentive plans include the design and implementation of:

  • Deferred cash bonus arrangements and Long-Term Incentive Plans (LTIPs)
  • Restricted stock and restricted stock unit plans
  • Stock option plans
  • Stock purchase plans
  • Stock appreciation rights and phantom plans
  • Profits interest plans
  • Equity-based incentive plans for companies backed by private equity firms
  • Investment fund arrangements (including carried interest structures) 

We have assisted privately-owned employers in the virtually every industry develop, document, adopt, and implement their equity and non-equity long term incentive plans, including clients in the following industries:

  • Brewing
  • Food Ingredient
  • Healthcare
  • Manufacturing
  • Private Equity
  • Real Estate
  • Restaurant and Hospitality
  • Technology

We assist clients in addressing the intricacies of non-qualified deferred compensation plans and golden parachute arrangements, specializing in compliance with the tax rules governing deferred compensation (Section 409A) and "parachute" payments (Sections 280G and 4999).

Freeborn's collaborative culture allows us to rely upon the experience of lawyers in our Tax and Labor & Employment Practice Groups and utilize their regulatory and litigation experience where appropriate.

Finally, we also advise clients regarding the executive compensation issues that arise during and following business transactions, including stock and asset sales and lending transactions, such as the treatment in these transactions of stock options and other equity-based awards, and the implementation of change-in-control agreements and the payment of benefits under these agreements.