ERISA & Executive Compensation

Navigating business through an increasingly complex regulatory landscape

Goodwin’s ERISA & Executive Compensation practice has been a destination for sophisticated advice since ERISA was enacted in 1974. Located across the United States and the United Kingdom, our team of more than 30 professionals advises public and private companies on all aspects of executive compensation and incentives, employee benefits, and ERISA’s fiduciary rules.

Connect with a member of our ERISA & Executive Compensation team and let us know how we can help.

Areas of Focus

We advise clients on all aspects of ERISA’s fiduciary rules, with a special emphasis on IRA and plan investment issues faced by sponsors of private equity and real estate funds, banks, technology startups, crypto/digital asset investors, traders, and service providers. We help clients broaden their investor bases and maximize investment opportunities under ERISA’s regulatory exceptions. We also represent clients in routine audits and inquiries by the US Department of Labor and the IRS and defend them in adversarial proceedings.

We advise companies on equity-based structures such as stock options, stock purchases, profits interests, ‘phantom’ equity, and appreciation rights arrangements. We help clients implement bespoke cash and equity arrangements that align with company and management objectives, and we advise on the compensation aspects of complex M&A deals, including executive arrangements and employee incentives. We are also well versed in deferred compensation arrangements, Section 280G golden parachute issues, and UK incentives.

We advise clients on the employee benefit aspects of M&A and have a robust benefits counselling practice. That includes helping clients establish and administer defined contribution and defined benefit plans and shepherding plan administrators through the IRS correction program. We also defend clients against employee benefit claims and in IRS and DOL audits. We have particular expertise advising private equity-backed entities on benefits administration and transitions. We also advise on ERISA’s welfare plan rules, the Affordable Care Act, and COBRA.


For Executive Compensation matters: Jim Mattus

For ERISA Title I matters: Patrick Menasco

For Benefits matters: Rachel Faye Smith