At Woods Lonergan, we provide robust legal support for highly compensated employees, C-Suite executives and consultants in a broad array of employment disputes throughout New York.
Our legal team brings a unique perspective to your executive compensation disputes, ensuring your interests are protected at every turn.
With the benefit of a litigator’s perspective, our New York Executive Compensation Attorneys advise clients on severance agreements and packages connected to major corporate mergers, restructurings, and workforce reductions, across industries and sectors.
In doing so, we provide counsel on numerous matters related to the rights and duties of departing employees, including senior executives.
Our expertise extends to Non-compete & Non-Solicit Provisions, Employee Stock Plans, Employment and Executive Agreements, Equity Agreements, Confidentiality and Non-Disclosure Agreements, Consulting Agreements, and Trade Secrets.
When amicable resolution proves elusive, you can rely on our long standing track record in strategic negotiations, alternative dispute resolution methods (including arbitration and mediation), and litigation.
We excel in handling:
- Employment claims arising from alleged trade secret misappropriation
- Breaches of non-competition agreements
- Breaches of fiduciary duty
- Wrongful termination cases
- Discrimination suits
- Wage and hour disputes
- Sexual harassment claims
Our expertise extends to negotiating agreements and arbitrating disputes involving unionized workforces. We’ve successfully handled a diverse range of cases, from complex individual employment disputes with innovative startups and small to midsize companies, to high-stakes class actions against Fortune 500 corporations.
Our team’s deep understanding of New York’s economic landscape- from finance and technology to healthcare and media hubs, allows us to craft strategies that resonate with your specific industry.
Although the best outcome is often a negotiated pre-litigation resolution, we’ve earned our reputation as formidable advocates when negotiations falter.
Should your case proceed to litigation, you’ll benefit from our strategic approach that combines aggressive advocacy with a nuanced understanding of New York’s competitive business realities.
Leveraging over three decades of practice in New York, we bring more than just legal expertise to your table – we bring foresight. Our attorneys’ ability to anticipate litigation opportunities and vulnerabilities often proves invaluable, helping you navigate potential pitfalls before they arise.
At Woods Lonergan, we don’t just represent you; we partner with you to secure the optimal outcome for your unique situation. When executive compensation disputes arise, our proven expertise becomes your strongest asset – from negotiation to litigation, we offer the strategic insight your case demands.
Types of Employment Contracts and Agreements
With executive employment and consultant agreements, employment contracts are as diverse as the industries they serve. We recognize that each client’s situation is unique and may involve multiple, intricately tailored agreements.
Our broad experience covers a wide spectrum of employment contracts commonly encountered in New York City’s competitive business environment, including:
- Fixed-term contracts
- At-will contracts
- Executive contracts
- Non-compete agreements
- Confidentiality agreements and non-disclosure agreements (NDAs)
- Severance agreements
- Employment benefits packages
Each of these contract types carries distinct legal implications and strategic considerations for both employers and high-level employees. By understanding the nuances of each contract type and their interplay within your specific industry context, we provide tailored guidance that aligns with your professional goals and protects your long-term interests.
When executive compensation disputes arise, our in-depth knowledge of these varied agreements becomes a powerful asset in crafting effective legal strategies.
Types of Contract Breaches in New York Law
In the realm of executive employment, the nuances of contract breaches carry significant weight.
New York law recognizes three distinct categories of contract breaches, each with its own legal implications:
- Minor or Partial Breach: This occurs when an employer fails to fulfill a specific aspect of the contract, without undermining the entire agreement. In such instances, the executive typically remains obligated to perform their duties, while retaining the right to seek appropriate remedies for the breach.
- Material or Total Breach: A material breach represents a more serious violation that substantially impacts the employment relationship. Such breaches may provide grounds for the executive to consider the contract terminated and pursue appropriate legal recourse.
- Anticipatory Breach: This occurs when an employer indicates in advance their intention not to fulfill contractual obligations. In cases of anticipatory breach, the executive may have grounds to treat the contract as immediately breached and seek appropriate remedies.
Understanding these categories is crucial in determining the appropriate response and available remedies when a violation of an employment contract occurs.
The specific circumstances and the contract’s terms ultimately guide how a particular breach is categorized and addressed and protected within the framework of New York employment law.
Examples of Employer Breach of Contract
Contract breaches in executive employment can manifest in various forms. Understanding these potential violations is crucial for navigating complex professional relationships.
The following outlines common examples of employer breaches of contractual obligations:
- Wrongful Termination
- Non-payment or Underpayment
- Job Role Modifications Without Consent
- Change in Work Conditions Without Notice
- Forced Change in Employment Status
- Denial of Contractual Benefits
- Failure to Provide Agreed-Upon Promotion or Raise
- Failure to Honor Equity or Stock Options
- Inadequate Resources
- Ignoring Stipulated Performance Review Procedures
- Withholding Professional Development Opportunities
- Cancellations of Contractually Agreed Leave
Damages and Compensation for Employer Breach of Contract
In the event of an employer’s breach of contract, New York law provides executives and consultants with various avenues for seeking compensation.
The scope of recoverable damages can be extensive, potentially including:
- Back pay for unpaid salary or lost wages
- Monetary equivalent of promised benefits and bonuses
- Value of lost equity compensation (e.g., stock options, RSUs, PSUs)
- Deferred compensation improperly withheld or forfeited
- Severance pay, if applicable
- Compensation related to change-in-control provisions
- Out-of-pocket expenses resulting from the breach
- Damages for reputational harm
- Lost future earnings and career advancement opportunities
- Recovery of carried interest (for private equity or hedge fund executives)
- Compensation for adverse tax consequences
- Emotional distress and mental anguish (in certain cases)
- Potential punitive damages for egregious employer actions
In cases involving equity-based compensation, recovery may encompass the value of lost stock options, restricted stock, or other equity instruments. For executives in financial services, this may extend to carried interest or other performance-based compensation structures.
The specific damages recoverable will depend on the nature of the breach, the terms of the employment agreement, and the executive’s position.
Given the complexity of these matters, high-level executives and consultants should consider seeking experienced legal counsel to accurately assess their situation and explore the full range of potential compensation in breach of contract cases.
Our team at Woods Lonergan is available to provide a confidential evaluation of your specific circumstances. Call Our Offices or Book a Call to discuss your case with our legal team today. .
In select disputes with strong liability cases and significant recovery potential, alternative fee arrangements may be considered. Such arrangements can be particularly beneficial for high-level executives or a class facing complex employment disputes with substantial financial implications. Each case merits careful evaluation to ensure the most appropriate and effective legal representation.
Restrictive Covenants
Restrictive covenants are contractual clauses that limit an employee’s activities post-employment. These provisions aim to protect an employer’s confidential business information.
The most common types include:
- Non-competition: Prevents working for competitors or starting a competitive business within a specified time and area. In New York, these clauses face increasing scrutiny and may be unenforceable.
- Non-solicitation: Prohibits soliciting former employer’s customers or suppliers, limiting the use of insider information for competitive advantage.
- Nondisclosure or confidentiality: Restricts the use or disclosure of proprietary information, such as trade secrets and client lists, often for several years post-employment.
Navigating restrictive covenants in New York requires a nuanced understanding of evolving legal precedents and industry-specific contexts. Effective analysis and, when necessary, litigation of these clauses can significantly impact an executive’s professional mobility and opportunities.
Our extensive experience in this area enables us to provide strategic guidance, balancing career advancement with legal risk mitigation. We help executives navigate complex post-employment restrictions confidently. For a detailed assessment of your situation, Contact Our Offices to schedule a consultation.
Equity Agreements and Stock-Based Compensation
Equity compensation aligns employee interests with shareholders and serves as a powerful retention tool. This non-cash form of pay represents ownership in the company, allowing employees to share in its growth and profits.
Many startups use equity compensation to manage costs while growing, and established companies employ it to enhance retention. Employees, particularly C-suite executives, high-level managers, board members and sought-after consultants often receive equity compensation for services performed.
Common types of equity compensation include:
- Non-qualified stock options: Rights to purchase company stock at a predetermined price, typically taxed as ordinary income upon exercise.
- Incentive stock options: Similar to non-qualified options but with potential tax advantages, subject to specific holding period requirements.
- Restricted stock: Grants of company shares that vest over time, often taxed as ordinary income as they vest.
- Performance shares: Stock awards tied to achieving specific company or individual performance goals.
Equity Agreements: These legal documents govern equity compensation terms, including:
- Vesting: Specifies when equity is earned, often time-based (e.g., over 4 years) or performance-based (tied to company milestones).
- Exercise price and expiration dates (for options): Determines the cost to purchase shares and the timeframe for exercising options.
- Performance metrics (for performance shares): Outlines specific targets that must be met for shares to vest.
Employee Stock Plans: Compensation arrangements granting company ownership, including:
- Employee Stock Ownership Plan (ESOP): A retirement plan investing primarily in company stock.
- Stock Option Plan: Outlines terms for granting stock options to employees.
- Employee Stock Purchase Plan (ESPP): Allows employees to purchase company stock, often at a discount.
- Section 401(k) Plan: Retirement savings plan that may include company stock as an investment option.
These plans typically address:
- Grant details and vesting requirements: Specifics of the equity award and conditions for ownership.
- Tax implications: Potential tax consequences of receiving, vesting, or selling equity compensation.
- Termination consequences: How leaving the company affects unvested or unexercised equity.
- Related restrictive covenants: Non-compete or non-solicitation clauses tied to equity grants.
- Governing law and jurisdiction: Legal framework for interpreting and enforcing the agreement.
Our attorneys offer comprehensive guidance on equity agreements for both public and private companies. We assist executives in deciphering and pursuing complex terms, negotiating favorable conditions, and optimizing key aspects such as vesting terms and acceleration provisions.
Given the intricate tax implications of equity compensation, which can vary significantly based on award type and timing, we provide strategic advice to help navigate these complexities.
Should disputes arise, our team is well-equipped to advocate for your interests through negotiation, litigation, or arbitration as appropriate. We leverage our in-depth understanding of equity compensation structures to pursue resolutions that protect your financial and professional interests.
At Woods Lonergan, we offer comprehensive legal services to highly compensated employees, C-Suite executives, and consultants facing complex employment disputes throughout New York. We understand the complexities of executive compensation and the significant impact it has on your career and financial well-being.
Our commitment is to provide strategic, tailored legal guidance that protects your interests and advances your professional goals. Contact Woods Lonergan PLLC to discuss how we can assist you in navigating the intricacies of your executive compensation matters.
Woods Lonergan PLLC represents executives and consultants in complex employment matters throughout New York, including Manhattan, Brooklyn, Queens, Bronx, Staten Island, Nassau, Suffolk, and Westchester Counties.