Associate Attorney - Compliance

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.