Section 409A & Deferred Compensation 409A 409A
Adam B. Cohen


Partner, Washington
202.383.0167

REPRESENTATIVE EXPERIENCE
Adam’s recent representative experience includes:
  • Reviewing and restating deferred compensation plans for compliance with Internal Revenue Code section 409A.
  • Performing a detailed compliance review and restatement of a foreign governmental entity’s 40-year-old defined benefit pension plan including use of IRS correction programs.
  • Providing employee benefits advice in connection with:
    • Altria Group Inc.’s spin-off of Philip Morris International Inc. and Kraft Foods Inc.
    • British Nuclear Fuels plc’s $5.4 billion sale of Westinghouse Electric Company to Toshiba Corporation.
    • Compass Group’s $3.2 billion sale of Select Service Partners to a private equity consortium.
  • Assisting in the negotiation and drafting of employment agreements for the CEOs of two Fortune 100 companies.
  • Representing a large public company’s position on proposed regulations before Internal Revenue Service (IRS) and U.S. Department of Treasury officials, and reaching a favorable result in the final version of those regulations.

PROFESSIONAL HONORS AND AWARDS
  • Named a Nolan Fellow by Tax Section of the American Bar Association, recognizing outstanding service

PROFESSIONAL AND COMMUNITY INVOLVEMENT
  • Vice-Chair, Executive Compensation Subcommittee, Tax Section, American Bar Association

RECENT PUBLICATIONS AND SPEAKING ENGAGEMENTS
  • Author, "Employee Benefits Law for the Construction Industry," Construction Law Briefings (August 2000)
  • Author, "Is An Employee's Ability to Amend a Contributory Plan Restricted?" RIA Pension & Benefits Week (June 1997)
  • Speaker, "Comprehensive Employment Tax Examinations Are Here - Are You Prepared?" TEI 60th Midyear Conference (April 11-14, 2010)
  • Speaker, “The Employee Benefits Horn of Plenty: Obama, EPCRS, HEART, and Fees,” American Society of Pension Professionals and Actuaries (November 12, 2008)
  • Panel Moderator: “Employee Benefits Challenges in Mergers & Acquisitions,” Argyle Human Capital Forum (October 9, 2008)
  • Speaker, “The Practical Approach to Living with Section 409A,” National Association of Stock Plan Professionals, Philadelphia Chapter (September 25, 2008)
  • Speaker, “Section 409A Top 10 Pitfalls and New IRS Position Regarding Section 162(m),” Tax Executives Institute (TEI) Region II Conference (June 18, 2008)
  • Speaker, “Frequent Fliers: Tax and Disclosure of Travel-Related Fringe Benefits for Executives,” Midyear Tax Section Meeting, American Bar Association (January 18, 2008)
  • Speaker, “Executive Compensation and Employee Benefits: Current Developments,” TEI, Baltimore/Washington Chapter (May 2007)




 






J.D., cum laude, Harvard Law School, 1996


B.A., with distinction, University of Virginia, 1993
Phi Beta Kappa



District of Columbia
Maryland