Attorney – Executive Compensation (Equity Plans, 409A, M&A Comp)

Full-Time | Hybrid | Rochester, NY | Buffalo, NY | $120K – $170K

IMPORTANT: WHO THIS ROLE IS FOR

This Is For a Technically Precise Executive Compensation Attorney Who Wants To Specialize In a Sophisticated Niche At a Firm That Is Genuinely Collaborative — Not Politically Competitive. Candidates Must

• Have 1–7 years of substantive executive compensation, EBEC, or tax-with-comp-focus experience at a law firm
• Be comfortable with IRC
• 83, 280G, 409A, 457(f), and 457A
• Be admitted to the New York bar or eligible to waive in
• Be based in or willing to relocate to Rochester or Buffalo, NY
  
  

This is NOT a remote role. LL.M. in Taxation and public company executive comp experience (CD&A, proxy disclosure) are significant advantages.

About The Opportunity

A Chambers USA-ranked upstate New York firm known for its true lockstep partnership model — no origination competition, no permanent non-equity tier, real equity from day one of partnership — is adding to its Executive Benefits and Executive Compensation (EBEC) group. The group handles sophisticated matters for clients ranging from closely held businesses to Fortune 100 public companies and compensation committees. The firm's corporate/M&A team generates a steady flow of deal-related comp work into the EBEC group, meaning this attorney will have consistent, substantive deal exposure. Billable target is 1,800 hours. In-office expectation is approximately 50% over the year, measured on trust.

What You'll Be Doing

• Draft and negotiate executive employment agreements, severance agreements, and change-in-control protections for public and private company clients
• Design and document equity compensation plans — stock options, RSUs, performance shares, and profits interests — across private and public company contexts
• Advise on executive compensation in M&A transactions:
• 280G golden parachute analysis, equity treatment at closing, severance triggers, and transaction bonuses
• Handle compliance work under IRC
• 83, 280G, 409A, 457(f), and 457A, including nonqualified deferred compensation plan design and administration
• Support proxy compensation disclosure for public company clients — CD&A drafting, Summary Compensation Tables, and peer benchmarking
• Advise compensation committees on director compensation, clawback policies, and performance-based pay structures
  
  

What We're Looking For

• 1–7 years of executive compensation or EBEC-focused law firm experience
• Technical fluency with IRC
• 83, 280G, 409A, 457(f), and 457A
• LL.M. in Taxation is a significant advantage
• Public company executive comp experience (CD&A, proxy disclosure) is a plus
• Collaborative, low-ego attorney comfortable in a lean, high-trust group
• NY bar admission or eligibility and willingness to waive in
  
  

Core Keywords

Executive Compensation Attorney; 409A; 280G; Equity Plans; RSU; Executive Employment Agreements; Proxy Disclosure; CD&A; M&A Compensation; Rochester NY; Buffalo NY

Skills: equity plans,compensation,proxy disclosures,disclosure,executive compensation,comp,proxy,409a,m&a