Executive Compensation Associate - Chicago

Executive Compensation & Employee Benefits Associate (Mid-Level/Senior) – M&A Focus | Multiple Locations (Hybrid)

Direct Counsel represents a well-regarded law firm seeking a mid-level to senior associate to support its Executive Compensation & Employee Benefits practice, with a strong focus on M&A transactions. This role is available in Chicago, Boston, Los Angeles, Miami, and Fort Lauderdale, with hybrid flexibility.

About the Role

This position sits at the intersection of corporate transactions and executive compensation, advising on the benefits and compensation aspects of complex M&A deals. You'll work closely with deal teams and sophisticated clients to structure, negotiate, and implement compensation arrangements in high-stakes transactions.

Key Responsibilities

• Advise on executive compensation and employee benefits issues in mergers & acquisitions
• Analyze and apply Section 280G and Section 409A considerations in transactional contexts
• Draft and negotiate executive employment agreements, retention arrangements, and severance packages
• Structure and implement equity incentive plans, including profits interest plans
• Collaborate with corporate, tax, and private equity teams on deal execution
• Provide strategic guidance on compensation-related risks and compliance

Qualifications

• Mid-level to senior associate experience with a focus on executive compensation and employee benefits
• Substantial experience supporting M&A transactions
• Strong knowledge of IRC Sections 280G and 409A
• Experience drafting and negotiating employment agreements and equity incentive arrangements
• Excellent analytical, drafting, and communication skills
• Ability to manage multiple matters in a fast-paced, collaborative environment

Compensation & Benefits

• Salary range: $250,000 – $365,000 (depending on experience and location)
• Bonus: Discretionary performance-based bonus eligibility
• Benefits: Comprehensive package including medical, dental, vision, life insurance, disability coverage, HSA/FSA options, 401(k), paid time off, and employee assistance programs

This is a strong opportunity for an associate looking to deepen their expertise in executive compensation within complex M&A transactions while working with a nationally recognized team.