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May 10, 2022

New ABA edition guides lawyers in interpreting and applying Section 409A

CHICAGO, May 10, 2022 — The American Bar Association has published the “Section 409A Handbook, Third Edition” by Regina Olshan and Erica F. Schohn, in collaboration with Bloomberg Law. In response to the economic uncertainty driven by the pandemic, the new edition discusses how Section 409A affects companies in economic distress. It also captures the latest developments in the practice and interpretation of Section 409A.

The handbook provides essential guidance through 409A’s sweeping scope and growing complexity and lights the way for compensation and benefits attorneys tasked with designing and modifying 409A-compliant nonqualified deferred compensation plans. The new edition will allow you to:

  • Structure and administer a diverse array of executive and other service provider compensation arrangements
  • Avoid common violations, spot and correct violations that have occurred whenever possible and assess penalties when the violation cannot be corrected
  • Master the areas where Section 409A compliance has proven particularly difficult, the situations that present the highest risk of IRS challenge and common traps that may result in unintentional violations
  • Gain insight into the interpretation and application of unresolved areas of Section 409A law
  • Learn practical tips and advice from examples, tables, forms and flowcharts that guide analysis and optimize Section 409A compliance

“This is the must-have handbook for any practitioner attempting to navigate the choppy waters of Section 409A," noted Erin M. Sweeney, chair of the Employee Benefits Committee of the ABA Section of Taxation. “Every issue that arises under Section 409A is categorized and organized in a user-friendly format. The handbook contains practical advice, best practices and emerging trends. In short, this is the one book on Section 409A that your library needs.”

Authors Regina Olshan and Erica Schohn, both from the Executive Compensation and Benefits Group at Skadden, Arps, Slate, Meagher & Flom LLP, shape and distinguish this handbook. Olshan is the global head of the group, where she has counseled on tax laws, securities laws and compensation-related litigation matters. In addition, Olshan regularly advises public companies, boards, private equity clients and members of management on executive compensation and benefits issues arising in the context of mergers, acquisitions, spin-offs, initial public offerings, restructurings and other corporate events, including private equity and leveraged buyout transactions.

Schohn, a partner with the firm, focuses her practice on compensation and benefits arrangements in U.S. and cross-border corporate transactions, negotiation of executive employ­ment and severance arrangements and the drafting and implementation of equity and other compensation programs. She frequently advises clients on SEC rules governing executive compensation disclosure and corporate governance matters relating to compensation practices, and on tax planning with respect to compliance with IRS Section 409A and the tax rules relating to deferred compensa­tion.

Title:  Section 409A Handbook, Third Edition
Publisher: ABA Publishing
Pages: 1320
Product Code: 1620820
ISBN: 9781639050963
Size: 7 x 10, Hardcover, two volumes
Price: $495
Orders: 800-285-2221 or

The handbook is also available online for Bloomberg Law subscribers.

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