Job Description
Compensation & Benefits Associate Attorney
Locations
Boston, Massachusetts; Chicago, Illinois; Downtown Los Angeles, California; New York, New York; Palo Alto, California; Reston, Virginia; San Diego, California; San Francisco, California; Santa Monica, California; Washington, DC
Direct Counsel is seeking a Compensation & Benefits Associate Attorney to join the nationally recognized executive compensation and employee benefits practice of a premier law firm.
This is an outstanding opportunity for a 3rd–6th year associate with sophisticated experience in executive compensation, equity arrangements, public company disclosure, and transactional benefits support to work on high-profile matters involving M&A, IPOs, and complex compensation structures.
The role offers substantial exposure to deal-driven compensation work, public company counseling, and executive arrangements for leading corporate clients.Position Overview
The ideal candidate will have 3–6 years of executive compensation and employee benefits experience, including strong familiarity with:
Equity and executive compensation
Proxy disclosures
Employment agreements
Severance agreements
IRC Sections 280G and 409A
Compensation issues in mergers & acquisitions
IPO-related compensation matters
Public company governance and disclosure support
This is an excellent opportunity for an associate who enjoys both standalone executive compensation counseling and deal-side compensation support.Key Responsibilities
Advise clients on:
Executive compensation arrangements
Equity incentive plans
Employment and severance agreements
Change-in-control protections
Deferred compensation structures
Support compensation and benefits issues in:
M&A transactions
IPOs
Capital markets transactions
Corporate restructurings
Draft and review:
Equity award agreements
Proxy disclosures
Employment contracts
Retention and severance agreements
Transaction bonus and rollover structures
Counsel on compliance with:
IRC 280G
IRC 409A
SEC disclosure requirements
Work closely with M&A, capital markets, tax, and employment teams on integrated matters
Advise boards, compensation committees, and senior executives on compensation governance issuesQualifications
J.D. from an accredited law school
3–6 years of compensation & benefits experience
Strong background in:
Executive compensation
Equity compensation
Proxy disclosures
M&A and IPO compensation support
280G and 409A analysis
Excellent academic credentials
Superior writing, oral communication, and analytical skills
Strong client counseling and drafting abilities
Admission in the applicable jurisdiction preferredCompensation
Base salary range: $260,000 – $390,000
Compensation will vary based on office, class year, experience, and overall fit.Ideal Candidate
The ideal attorney will be:
Strong in executive compensation and public company work
Comfortable with transaction-side benefits support
Experienced with 280G and 409A technical issues
Interested in high-level board and compensation committee matters
Commercially minded and detail-oriented
Looking for national platform sophisticationWhy This Opportunity
This is a highly attractive opportunity for a midlevel executive compensation associate seeking sophisticated deal flow, public company counseling, and strong national flexibility across major legal markets. The multi-office platform plus M&A/IPO crossover makes this especially compelling for associates looking to deepen both technical and transactional compensation expertise.
Full-time