Anthony J. Eppert

Tony’s multi-disciplinary legal practice focuses on executive compensation, ESOPs and employee benefit arrangements (including their related tax, accounting, securities and corporate governance issues) in the United States and abroad. He leads the Firm’s Compensation Practice Group. Before entering private practice, Tony served as a judicial clerk to the Hon. Richard F. Suhrheinrich of the United States Court of Appeals for the Sixth Circuit.

Corporate Representation: Advises private and publicly-traded clients and their boards of directors on compensation and benefits matters, including:

• Drafting and maintaining equity and synthetic equity plans
• Drafting CD&As
• Addressing issues under applicable federal and state securities laws
• Addressing listing requirements under NYSE, NASDAQ and TSX exchanges

• Advising on institutional shareholder expectations and requirements
• Advising pre-IPO companies on their compensation arrangements
• Advising on various tax issues relating to the deductibility of compensation
• Negotiating and preparing documents for the hiring and firing of key employees
• Drafting executive agreements under U.S. and/or PRC laws
• Structuring international compensation arrangements, including recharge agreements, international assignments and secondment agreements
• Negotiating, designing and drafting compensatory profits interests for partnerships and LLCs taxed as a partnership
• Designing, drafting and administering retirement plans (e.g. 401(k), 403(b) and defined benefit plans) and health and welfare plans (including self-funded arrangements)

Transactions: Advises clients on compensation and benefit issues associated with corporate transactions, including:

• Tailoring of transaction documents
• Performing Section 280G analyses and associated benchmarking
• Designing change-in-control bonus plans, management carve-out agreements and other retention arrangements
• Drafting option cancellation/assumption agreements and inducement plans
• Negotiating non-compete and non-solicitation clauses
• Addressing incentive and retention issues
• Merging employee benefit plans

Section 409A: Helps clients comply with all aspects of Section 409A and its application to traditional non-qualified deferred compensation arrangements, equity plans, employment and severance arrangements, bonus arrangements and reimbursement arrangements

ESOPs: Designs and implements a business owner's sale of stock to an employee stock ownership plan for the purpose of triggering an exit strategy, deferring capital gains taxes and implementing succession strategies

Executive Representation: Represents numerous executives in complex negotiations of their hiring or termination of employment

• Recommended for Employee Benefits, Executive Compensation and Retirement Plans: Transactional (2018-2024), Employee Benefits, Executive Compensation and Retirement Plans: Design (2020-2024) and US Taxes: Non-Contentious (2018), Legal 500 United States
• Recognized as a Leader in Employee Benefits & Executive Compensation, Texas: Houston & Surrounds, Chambers USA, 2021-2024

• Employee Benefits Committee for the US Chamber of Commerce
• TheCorporateCounsel.net (Member of Board of Advisors)
• National Association of Stock Plan Professionals (Board Member, Houston Chapter)
• The ESOP Association
• National Center for Employee Ownership
• Society of Corporate Secretaries and Governance Professionals
• National Association of Corporate Directors