Winstead's Executive Compensation & Benefits Practice

The compensation issues of today and tomorrow are increasingly complex due to evolving laws, changing administrative rules and increasing shareholder activity.  It is clear that faulty navigation through the changing landscape can lead to liability.  A primary step to avoiding liability is to hire competent advisors.  What is a competent advisor?  Historically this meant hiring a few advisors, including one to handle surveys and benchmarking, a different advisor to address tax, and another to advise on corporate governance and securities issues.  With the evolving compensation landscape, the question should be asked whether the time is right to hire a group to advise you on all relevant aspects of your compensation practices.

 

WHAT SETS US APART

At Winstead, our compensation attorneys take a holistic and full-service approach to compensation matters.  Our approach to compensation design is to consider ALL substantive areas of compensation, including:

  • Surveys and benchmarking
  • Corporate governance and risk assessments
  • Securities laws compliance and disclosure (e.g., CD&A)
  • Tax laws
  • Listing rules
  • Institutional shareholder concerns
  • Accounting considerations

Combine this approach with our competitive pricing, and we are uniquely situated to provide a full-service approach to solving your compensation issues.
 

OUR SERVICES

Traditional Consulting Services

  • Salary surveys (wage & equity ownership guidelines)
  • Peer group analyses & benchmarking
  • Assess competitive markets
  • Director compensation surveys (fees & equity ownership guidelines)
  • Pay-for-performance analyses
  • Advise on say-on-pay issues

Corporate Governance

  • Implement “best practices”
  • Independent representation of compensation committees
  • Draft compensation committee charters
  • Equity grant practices & delegations
  • Risk assessments
  • Director liability & D&O insurance
  • Clawback policies

Securities

  • Section 16 issues & compliance
  • 10b5-1 trading plans
  • Compliance with applicable listing rules (e.g., NYSE, NASDAQ)
  • CD&A optics & disclosure
  • Sarbanes Oxley compliance
  • Design of perquisite packages (e.g.,corporate jet)

Institutional Shareholder Services

  • Shareholder advisory services (e.g., RiskMetrics)
  • Activist shareholders

Tax and Plan Documents

  • Compliance with Sections 83, 280G, 409A, ISOs, NSOs & deductibility of compensation under 162(m)
  • Excess benefit transaction analyses for nonprofit organizations
  • Insurance funded arrangements
  • Design & draft plan documents

-Equity incentive plans
-Synthetic equity plans
-Long-term incentive plans
-Employee stock purchase plans
-Compensatory partnership interests
-Executive employment agreements
-Severance arrangements
-Deferred compensation (e.g., SERPs)

  • Accounting considerations

International

  • Address internationally mobile employee issues
  • Design and document expatriate packages

About Winstead

Winstead PC is among the largest business law firms in Texas.  Winstead attorneys and consultants serve as trusted advisors to mid-market and large businesses, providing a core range of legal services that are critical to their operation and success.  From its well-known reputation in the real estate, energy, technology and financial services industries to its corporate and high-stakes litigation practices, Winstead delivers practical knowledge and responsive service.  And it's all backed by a get-it-done attitude.