Joe Adams

Joe Adams advises companies, service providers, and individuals regarding executive compensation and employee benefits programs, including the following areas:

- Advises on the design, drafting, and ongoing operation of 401(k) and profit sharing plans, employee stock ownership plans (ESOPs), cash balance, and other defined benefit pension plans

- Addresses issues such as how to best demonstrate compliance with the comprehensive fiduciary duty requirements of the Employee Retirement Income Security Act (ERISA), how to successfully resolve comprehensive Department of Labor (DOL) and Internal Revenue Service (IRS) audits, and how to address complex participant claims for benefits

- Drafts short-term and long-term incentive compensation arrangements such as bonus plans, “omnibus” long-term incentive plans (LTIPs), stock options and stock appreciation rights (SARs) agreements, restricted stock and restricted stock unit (RSU) agreements, and other phantom and actual equity arrangements

- Designs nonqualified retirement plans such as deferred compensation plans, top hat plans, and supplemental executive retirement plans (SERPs), and ensures compliance with Internal Revenue Code Section 409A (regarding nonqualified deferred compensation)

- Represents employers, executives, and compensation committees with respect to employment agreements and separation agreements

- Advises on the impact of mergers, acquisitions, divestitures, and spin-offs on employee benefit plans, executive compensation arrangements, and individual executive employment agreements

- Analyzes the need for executive compensation programs and employee benefit plans to comply with Securities and Exchange Commission (SEC) requirements (proxy rules, 8-Ks, S-8s, 11-Ks, etc.), IRS rules (including Code Section 162(m), 280G and 409A), Sarbanes-Oxley, Dodd-Frank, and other corporate governance standards, and listing exchange (NYSE or NASDAQ) requirements

- Advises clients on navigating and addressing cybersecurity risks that may impact executive compensation and employee benefits programs, particularly how the Employee Retirement Income Security Act has impacted cybersecurity obligations for plan fiduciaries and sponsors, and advises on how these entities may potentially mitigate these issues through administrative and technical frameworks