My practice focuses primarily in the executive compensation, tax and corporate securities laws, and corporate governance areas. I advise both publicly traded and privately held companies as well as individual clients. I negotiate, prepare and review equity compensation and change of control plans/agreements, Rule 10b5-1 trading plans along with proxy statements, prospectuses, and other filings required by the 1933/1934 Securities Acts and the national stock exchanges. This includes advising on tax laws, such as Internal Revenue Code Sections 162(m), 280G, 409A, governing compensation deduction limitations, golden parachutes, and nonqualified deferred compensation, respectively, and on federal/state securities laws including reporting, disclosure and registration requirements. I also counsel executive management and boards on executive compensation and benefits issues arising in the context of mergers, acquisitions, spin-offs, initial public offerings, and other significant corporate transactions. I have appeared as an expert witness in civil litigation. I regularly represent senior level executives and companies in employment and separation agreement matters and management teams in change of control transactions. I write and speak extensively on executive compensation related issues and have authored a portfolio for Bloomberg's Bureau of National Affairs (BNA) titled, "Executive Employment Agreements."I have created and developed numerous quantitative models to analyze, among other things, golden parachutes, personal aircraft use and other executive compensation arrangements.My experience also includes working in corporate business development where I participated in creating business plans, private placement offerings, deal structuring and in developing several high-tech international start-up initiatives.