Compensation & Benefits Associate Attorney

Job Description

Job Description

Compensation & Benefits Associate Attorney

Locations

Boston, Massachusetts; Chicago, Illinois; Downtown Los Angeles, California; New York, New York; Palo Alto, California; Reston, Virginia; San Diego, California; San Francisco, California; Santa Monica, California; Washington, DC

Direct Counsel is seeking a Compensation & Benefits Associate Attorney to join the nationally recognized executive compensation and employee benefits practice of a premier law firm.

This is an outstanding opportunity for a 3rd–6th year associate with sophisticated experience in executive compensation, equity arrangements, public company disclosure, and transactional benefits support to work on high-profile matters involving M&A, IPOs, and complex compensation structures .

The role offers substantial exposure to deal-driven compensation work, public company counseling, and executive arrangements for leading corporate clients.

Position Overview

The ideal candidate will have 3–6 years of executive compensation and employee benefits experience , including strong familiarity with:

• Equity and executive compensation
• Proxy disclosures
• Employment agreements
• Severance agreements
• IRC Sections 280G and 409A
• Compensation issues in mergers & acquisitions
• IPO-related compensation matters
• Public company governance and disclosure support

This is an excellent opportunity for an associate who enjoys both standalone executive compensation counseling and deal-side compensation support .

Key Responsibilities

• Advise clients on:
  • Executive compensation arrangements
  • Equity incentive plans
  • Employment and severance agreements
  • Change-in-control protections
  • Deferred compensation structures
• Support compensation and benefits issues in:
  • M&A transactions
  • IPOs
  • Capital markets transactions
  • Corporate restructurings
• Draft and review:
  • Equity award agreements
  • Proxy disclosures
  • Employment contracts
  • Retention and severance agreements
  • Transaction bonus and rollover structures
• Counsel on compliance with:
  • IRC 280G
  • IRC 409A
  • SEC disclosure requirements
• Work closely with M&A, capital markets, tax, and employment teams on integrated matters
• Advise boards, compensation committees, and senior executives on compensation governance issues

Qualifications

• J.D. from an accredited law school
• 3–6 years of compensation & benefits experience
• Strong background in:
  • Executive compensation
  • Equity compensation
  • Proxy disclosures
  • M&A and IPO compensation support
  • 280G and 409A analysis
• Excellent academic credentials
• Superior writing, oral communication, and analytical skills
• Strong client counseling and drafting abilities
• Admission in the applicable jurisdiction preferred

Compensation

Base salary range: $260,000 – $390,000

Compensation will vary based on office, class year, experience, and overall fit.

Ideal Candidate

The ideal attorney will be:

• Strong in executive compensation and public company work
• Comfortable with transaction-side benefits support
• Experienced with 280G and 409A technical issues
• Interested in high-level board and compensation committee matters
• Commercially minded and detail-oriented
• Looking for national platform sophistication

Why This Opportunity

This is a highly attractive opportunity for a midlevel executive compensation associate seeking sophisticated deal flow, public company counseling, and strong national flexibility across major legal markets . The multi-office platform plus M&A/IPO crossover makes this especially compelling for associates looking to deepen both technical and transactional compensation expertise.