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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

    Wednesday, September 13, 2023

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE course will provide employee benefits counsel and advisers with a detailed review of the regulations under 409A. In addition, the panel will outline the existing 409A regulations, address lingering questions under tax reform, and review compliance/exemption strategies.

Faculty

Marshall Mort
Partner
Fenwick & West LLP

Mr. Mort focuses his practice on representation of public and private technology and life sciences companies in a wide variety of corporate transactions. He advises on the issues that regularly arise with equity plans, executive compensation agreements and other employment benefit arrangements when clients are involved in mergers, acquisitions, public securities offerings, onboarding and terminations.

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Jonathan Stephenson
Attorney
Fenwick & West LLP

Mr. Stephenson advises on a broad range of executive compensation and employee benefits matters to support clients in the technology and life sciences industries.

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Description

IRC Section 409A establishes a sophisticated regime for regulating "nonqualified deferred compensation plans" which imposes strict requirements in order for a plan to be tax-deferred. Failure to adhere to such requirements results in the inclusion of deferred amounts in gross income as they vest as well as taxation at penalty rates.

To maintain the benefits of a nonqualified deferred compensation plan and avoid these consequences, counsel must understand: (1) the scope of Section 409A (and its relationship with related doctrines, such as the common law concept of construction receipt and Section 457A), (2) the exemptions under Section 409A (such as the short-term deferral exemption and the severance pay plan exemption), (3) the permitted payment events that comply with Section 409A (such as payments on death, a separation from service, change in control payments, and under certain earn-outs or escrows in mergers), and (4) the remedies or solutions available if an arrangement violates Section 409A and the deadlines for any such corrections.

Listen as our panel highlights the critical aspects of 409A regulations and strategies for compliance. Additionally, the panel will discuss unanswered questions and new questions that may arise under tax reform.

Outline

  1. An overview of Section 409A regulations and impact on benefit plans
  2. Existing practices that violate Section 409A
  3. Compliance strategies for employee benefits counsel

Benefits

The panel will review these and other key issues:

  • Best practices to avoid Section 409A violations and common pitfalls
  • Structures that provide flexibility to accelerate or defer payments of deferred compensation
  • The available exemptions from 409A (including the rules governing common equity interests, such as stock options and RSUs)
  • The correction regime for 409A failures
  • The impact of recent tax reform
  • Unanswered questions in the 409A regime