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In this episode of Just Compensation, Megan Monson, Taryn E. Cannataro, and Zachary Bocian discuss federal COBRA obligations in mergers and acquisitions and how responsibility for continuation coverage may shift between buyers and sellers. The conversation covers how the rules differ for stock and asset sales, who is eligible for COBRA coverage in an M&A transaction, how successor employer considerations affect who is responsible for maintaining COBRA continuation, common diligence and drafting pitfalls, and why deal teams should address responsibility for COBRA coverage in the purchase agreement early in the transaction process. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Zachary Bocian, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Amy S. Mushahwar, Taryn E. Cannataro, and Jessica I. Stewart discuss insider threats and how employers should approach cyber investigations when a threat comes from an employee or other service provider within the organization. They delve into common warning signs, evidence preservation, employee privacy considerations, the importance of coordination among legal, HR, IT, and forensic teams, and post-investigation issues such as considerations when disciplining or terminating employees, disclosure obligations, and the role of compensation structures in deterring and addressing insider threats. Speakers: Amy S. Mushahwar, Partner, Data Privacy, Security, Safety & Risk Management Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Jessica I. Stewart, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Megan Monson, Taryn E. Cannataro, and Zachary Bocian discuss Internal Revenue Code Sections 457(b) and 457(f), two deferred compensation vehicles available to tax-exempt organizations and state and local governments. The hosts detail who can sponsor these plans, how these plans work, when taxation occurs, and how Section 409A overlays with these rules. Be sure to check out our previous episode, "The Impact of 457A on Deferred Compensation from non-US Entities", to learn more about Internal Revenue Code Section 457A. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Zachary Bocian, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Andrew E. Graw, Chair of Lowenstein's Executive Compensation and Employee Benefits group, Taryn E. Cannataro, and Kate Basmagian discuss inducement equity grants, a tool employers use to attract top talent in competitive markets. The conversation discusses how inducement equity grants can be used to issue awards outside shareholder-approved equity plans, and what employers must look out for to ensure they are complying with proper approval procedures, applicable listing rules, and timely and accurate disclosure requirements. Speakers: Andrew E. Graw, Partner, Chair, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Kate Basmagian, Partner, Capital Markets & Securities Group

In this episode of Just Compensation, Megan Monson, Amy Komoroski Wiwi, and Amy C. Schwind continue their discussion regarding employment law updates and trends from 2025 and what employers should expect as 2026 continues. They focus on broader changes, covering non-competes, pay transparency and pay data reporting, AI, and DEI. Listen to Part I here. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Amy Wiwi, Partner, Employment Amy C. Schwind, Senior Counsel, Employment

In this episode of Just Compensation, Megan Monson, Amy Komoroski Wiwi, and Amy C. Schwind discuss employment law updates and trends from 2025 and what employers should expect as 2026 continues. They delve into state-specific changes, noting minimum wage and salary threshold increases, prenatal leave and sick time, and independent contractor classifications, and other New York, New Jersey, and California legislation. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Amy Wiwi, Partner, Executive Compensation and Employee Benefits Amy C. Schwind, Senior Counsel, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Megan Monson and Amy C. Schwind discuss legal considerations regarding commission payment, covering the key components of commission plans. They advise against ambiguity in plans by suggesting employers prepare clear, written commission plans that define eligibility, earning criteria, calculation, and payment timing while complying with state wage-and-hour and tax laws. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Amy C. Schwind, Senior Counsel, Employment

In this episode of Just Compensation, Megan Monson and Jessica I. Stewart join host Taryn E. Cannataro in discussing common treatments of outstanding stock options and other equity awards in transactions. The discussion covers what different approaches mean for employees, sellers and buyers, as well as the tax implications of various treatments. Monson, Stewart, and Cannataro explore the key issues that all parties in a transaction should keep in mind, from equity plan design and deal documentation to structuring awards that effectively incentivize employees. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Jessica I. Stewart, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Andrew E. Graw, Taryn E. Cannataro, and Zachary Bocian discuss ESOPs, employee stock ownership plans. The conversation covers the tax and non-tax benefits of ESOPs, and how ESOPs can be used by shareholders of closely-held companies to diversify all or some of their equity in the company. Speakers: Andrew E. Graw, Partner and Chair, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Zachary Bocian, Associate, Executive Compensation

In this episode of Just Compensation, Megan Monson, Amy C. Schwind, and Jessica I. Stewart discuss employer considerations for involuntary termination of employees, including terms in the employee's contract, reason for termination, and release agreements like severance plans. They cover risks of retaliation or other claims if the employee is a member of a protected class or is on or intends to go on a leave of absence. The conversation reviews state and federal regulation as well as COBRA, 409A tax code, and the WARN act. The episode relays that terminating an employee must be a well thought-out and careful decision. Speakers: Megan Monson, Partner, Executive Compensation and Employee BenefitsAmy C. Schwind, Counsel, EmploymentJessica I. Stewart, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Megan Monson, Taryn E. Cannataro, and Zachary Bocian discuss employee retention strategies during a company sale, including transaction bonuses, retention bonuses, management carve-out plans, and severance plans. They assess whether the seller or buyer is responsible for funding retention tools and address the legal and practical considerations of such arrangements. To learn more about 280G, listen to Section 280G Unpacked: Pitfalls and Planning for Tech Startups. To learn more about 'Top Hat' structures, listen to Puttin' on Your Top Hat: How to Effectively Structure a Deferred Compensation Plan as a "Top Hat" Plan. Speakers: Megan Monson, Partner, Executive Compensation and Employee BenefitsTaryn E. Cannataro, Counsel, Executive Compensation and Employee BenefitsZachary Bocian, Associate, Executive Compensation

In this episode of Just Compensation, Jessica I. Kriegsfeld is joined by Lauren M. Hollender to discuss employee handbooks, including varying state and federal laws and best practices for creating, distributing, and maintaining employee handbooks. Hollender explains that employee handbooks are not one-size-fits-all, and they should be customized to fit the company's size, location, and culture. Speakers: Lauren M. Hollender, Counsel, EmploymentJessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Jessica I. Kriegsfeld, Amy C. Schwind, and Adam Dickson discuss employment considerations for early-stage companies, including best practices to be compliant with applicable employment laws and to build a strong foundation to grow and attract talent. Speakers: Adam Dickson, Counsel, Emerging Companies & Venture CapitalAmy C. Schwind, Counsel, EmploymentJessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Megan Monson, Julie Levinson Werner, and Jessica I. Kriegsfeld delve into considerations associated with engaging temporary workers, particularly through a staffing agency. They discuss the benefits of engaging temporary workers, pitfalls to avoid, and best practices. Speakers: Megan Monson, Partner, Executive Compensation and Employee BenefitsJulie Levinson Werner, Partner, Vice Chair, EmploymentJessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits

In this episode of Just Compensation, Megan Monson and Jessica I. Kriegsfeld talk to Anthony O. Pergola, Vice Chair of Lowenstein's Emerging Companies & Venture Capital practice group, about the complexities and challenges of Section 280G, a section of the Internal Revenue Code which can be implicated during company change-of-control transactions. The hosts discuss tips for navigating Section 280G and planning strategies to mitigate adverse tax consequences, emphasizing the importance of early preparation and clear communication throughout the M&A process. Refer to episode "Change of Control: Golden Parachute Rules in the Sale Process" for a more detailed overview of Section280G. Speakers: Megan Monson, Partner, Executive Compensation, Employment & BenefitsAnthony O. Pergola, Partner, Vice Chair, Emerging Companies & Venture CapitalJessica Kriegsfeld, Associate, Executive Compensation, Employment & Benefits

In this episode of "Just Compensation," host Megan Monson invites Lauren M. Hollender and Amy C. Schwind of Lowenstein's Executive Compensation, Employment & Benefits practice group to discuss the intricacies of parental leave. They assess differences in federal and state laws, as well as best practices and considerations for parental leave policies. Speakers: Megan Monson, Partner, Executive Compensation and Employee BenefitsLauren M. Hollender, Counsel, EmploymentAmy C. Schwind, Counsel, Employment

In this episode, host Megan Monson talks with Amy C. Schwind from Lowenstein's Executive Compensation, Employment & Benefits practice group about AI's growing role in human resources processes and employment decisions. They discuss what is permitted under applicable laws, potential discriminatory impact, and recommendations for employers that are using AI for employment decisions. Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Amy C. Schwind, Counsel, Employment

In this episode of "Just Compensation," Megan Monson, Taryn Cannataro, and Jessica Kriegsfeld of Lowenstein's Executive Compensation, Employment and Benefits practice group discuss employment and employee benefit considerations in the context of an M&A transaction. The conversation explains typical treatments of certain types of payments and equity in connection with an M&A transaction, as well as certain employment law considerations and best practices. Speakers: Megan Monson, Partner, Executive Compensation and Employee BenefitsTaryn E. Cannataro, Counsel, Executive Compensation and Employee BenefitsJessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits

In this episode of "Just Compensation," Megan Monson, Taryn E. Cannataro, and Jessica Kriegsfeld of Lowenstein's Executive Compensation and Employee Benefits group discuss some considerations for a company preparing for an M&A transaction with respect to employees, employee benefits and compensation. The conversation delves into the importance of being prepared for diligence, the curation of a proper knowledge group, and the implementation of various retention tools. Episode Resource: Deferred Compensation: A Primer on Section 409A of the Code and Why it Matters Speakers: Megan Monson, Partner, Executive Compensation and Employee Benefits Taryn E. Cannataro, Counsel, Executive Compensation and Employee Benefits Jessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits

This episode of "Just Compensation" features Andrew E. Graw, Megan Monson, and Jessica I. Kriegsfeld of Lowenstein Sandler's Executive Compensation and Employee Benefits group discuss when severance plans will be subject to ERISA, and the requirements associated with complying with ERISA. They also address other deferred compensation considerations for severance plans such as compliance with Section 409A, noting that while having a severance plan subject to ERISA can impose additional responsibilities for employers, it can also have advantages. Episode Resources: Puttin' on Your Top Hat: How to Effectively Structure a Deferred Compensation Plan as a "Top Hat" Plan | Lowenstein Sandler LLP Deferred Compensation: A Primer on Section 409A of the Code and Why it Matters | Lowenstein Sandler LLP The Impact of 457A on Deferred Compensation from non-US Entities | Lowenstein Sandler LLP Code Section 409A - Six Month Delay | Lowenstein Sandler LLP Speakers: Andrew E. Graw, Partner and Chair, Executive Compensation and Employee Benefits Megan Monson, Partner, Executive Compensation and Employee Benefits Jessica Kriegsfeld, Associate, Executive Compensation and Employee Benefits