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.