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Executive Compensation

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Our executive compensation attorneys advise public and private companies. Learn more about how our executive employment contract lawyers can help advise.

Case Studies

CCRcorp’s 2023 Proxy Disclosure & 20th Annual Executive Compensation Conferences

Proxy Season Post-Mortem: The Latest Compensation Disclosures

Dodd-Frank Developments: The New Pay Versus Performance and Clawback Rules

Events

Amendment To QPAM Exemption

DOJ’s Pilot Program Regarding Compensation Incentives and Clawbacks

SEC Adopts Pay Versus Performance Disclosure Requirements

Payroll Tax Relief Provisions of COVID-19 Legislation

CARES Act Limits on Employee Compensation

IRS Widens Scope of Section 162(m) Deduction Limit

Insights

MoFo Advises GCOM in Acquisition of OnCore Consulting

Morrison Foerster Welcomes Executive Compensation Partner Joshua Lerner in New York 

MoFo Advises Main Post Partners in Strategic Growth Investment in Duke Cannon

MoFo Represents FoodChain ID and Paine Schwartz Partners in Sale of FoodChain ID to Berkshire Partners

Exec Pay Rules May Make Private Cos. Hesitate To Go Public

Morrison & Foerster Elects 18 Partners

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Domnick advises the firm’s clients on all matters relating to executive compensation, with a focus on compensation and benefits aspects of corporate transactions, including mergers, spin-offs and initial public offerings. Domnick also advises a broad range of clients on design and implementation of equity and cash-based incentive arrangements (including compensatory partnership interests), severance, change in control and executive employment agreements, non-qualified deferred compensation plans and related issues concerning tax (including sections 280G and 409A) and securities law issues. His clients range from Fortune 500 companies to emerging growth companies.Domnick also works regularly with public companies in preparing executive compensation disclosures for annual proxy statements and merger proxies, as well as advising on section 16 and other securities law and stock exchange issues relating to equity-based compensation.

Domnick Bozzetti

Co-Chair of Executive Compensation Practice

Josh is a partner in the New York office of Morrison Foerster and co-chair of the firm’s Executive Compensation practice. Josh advises clients on all matters involving the compensation of senior executives, including employment, change in control, equity compensation, and severance arrangements.He counsels public and private companies on executive compensation issues in a range of corporate transactions, restructurings, and financings. He has experience designing, drafting, and negotiating employment agreements and administering equity incentive plans and awards. He also works regularly with public companies on compensation-related disclosures and corporate governance matters, including Securities Exchange Act of 1934 reports. Josh earned his J.D. from Columbia Law School where he was a senior articles editor of the Columbia Business Law Review.<h4>Representative Matters</h4><ul><li>Snow Software, a technology intelligence platform, on its acquisition by Flexera Software, a data-oriented SaaS solution company.</li><li>U.S. Silica Holdings, a global industrial minerals and logistics leader, in its $1.85 billion sale to entities affiliated with Apollo Global Management.</li><li>Rivian Automotive in the formation of an equally controlled and owned joint venture with Volkswagen Group to create next generation software-defined vehicle (SDV) platforms to be used in both companies’ future electric vehicles.</li><li>Palladium Equity Partners, in the $695 million sale of its majority interest in Trachte, a leading provider of highly engineered protection and control buildings with mission critical applications, to nVent Electric plc, a leading global provider of electrical connection and protection solutions.</li><li>The rock band KISS and its co-founders Gene Simmons and Paul Stanley in the sale of substantially all rights related to KISS to Pophouse Entertainment.</li><li>McGrath RentCorp, leading provider of temporary and permanent space solutions, in its $3.8 billion acquisition by WillScot Mobile Mini Holdings Corp., a leader in innovative temporary space solutions.</li><li>Astellas Pharma in its acquisition of Propella Therapeutics, a biopharmaceutical company that combines medicinal chemistry with lymphatic targeting to create new oncology drugs.</li><li>SoftBank in connection with its $375 million acquisition of Berkshire Grey, a robotic automation company that went public via a SPAC merger in 2021.</li></ul><ul><li>Grant Thornton, one of America’s largest audit, tax, and advisory firms, in the sale of its Public Sector Advisory practice to Guidehouse, a portfolio company of Veritas Capital and leading global provider of consulting services to the public sector and commercial markets.</li><li>MTY Food Group, a leading franchisor in the North American restaurant industry, in its $200 million acquisition of BBQ Holdings, a franchisor and operator of fast casual dining.</li><li>Odevo AB, a Swedish company and a portfolio company of private equity client Fidelio Capital, in connection with its acquisition of KW Property Management & Consulting, LLC, a Florida-based company that provides property management services to homeowner associations, condominium boards, cooperative boards and townhome communities. </li><li>Tinicum and its portfolio company TSL Engineered Products in the sale of Advantek, a leading provider of highly engineered carrier tape and associated protective packaging products, to Cornell Capital.</li></ul>

Joshua Lerner

Above Board: DOJ and SEC on Cooperation and Clawbacks – Considerations for Directors

Executive Compensation

Employee benefits, executive comp: transactions, Nationwide

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