Please join us for the final webinar of our Fall 2020 Programming Season as welcome back Andrea Rattner of Proskauer Rose.
Setting meaningful and effective performance goals often requires significant focus and analysis by compensation committees with the assistance of their advisors and management. In light of current economic challenges, stock price volatility and business uncertainty surrounding COVID-19, performance goals and the corresponding targets governing annual and multi-year cash and equity-based incentive awards established in early 2020 or prior will likely not be achieved for many companies. Accordingly, companies that sponsor these arrangements should consider whether to amend or substitute such plans, programs and practices, as well as the underlying awards, including whether to modify pre-established performance goals.
Andrea S. Rattner is a partner in the Tax Department and member of the Employee Benefits & Executive Compensation Group for Proskauer Rose, LLP. For more than 30 years, her practice has focused on a broad range of executive compensation and employee benefits matters, advising clients on an ongoing basis as well as in the context of corporate transactions and other transformative and unique situations. Her clients include public and private companies, boards of directors, compensation committees and senior executives in a broad range of industries. Andrea is also involved in the Firm’s management, serving as a member of the Executive Committee and as the immediate past chair of the Tax Department.
Andrea counsels clients with respect to the tax, securities, corporate governance, stock exchange, ERISA and other implications affecting executive compensation arrangements. Andrea regularly provides advice regarding equity arrangements (such as stock options, restricted stock, RSUs, LLC/partnership interests and phantom equity), employment agreements, change-in-control agreements and all other types of compensation arrangements (including incentive awards, SERPs, deferred compensation and "409A" and "162(m)" compliant plans).
She counsels clients on benefits and compensation matters arising in all types of corporate transactions, including mergers & acquisitions, restructurings, debt and equity offerings and bankruptcies. In numerous transactions, she has addressed the treatment of stock options and other equity awards, change-in-control and "golden parachute" tax issues, severance obligations and separation agreements, the negotiation of new employment agreements and other executive arrangements, retention and other bonus plans, benefit plan liabilities, COBRA, PBGC-related issues and post-closing benefit plan and compensation structures.