Executive Compensation Attorney

What we're looking for:

We're seeking a mid-level executive compensation attorney with 1–7 years of substantive experience in executive compensation, employee benefits, or tax with a comp/benefits focus. You should be comfortable working in a lean, collaborative group handling sophisticated public and private company matters — equity plans, 409A, 280G, M&A executive comp, and proxy disclosure — and have a track record of delivering technically precise, client-ready work. Bonus points if you hold an LL.M. in Taxation and have direct experience with IRC §§83, 280G, 409A, 457(f), and 457A.

What you'll do:

- Draft and negotiate executive employment agreements, severance agreements, and change-in-control protections for public and private company clients - Design and document equity compensation plans — stock options, RSUs, performance shares, profits interests — across both private and public company contexts - Advise on executive compensation issues in M&A transactions, including §280G golden parachute analysis, equity treatment at closing, severance triggers, and transaction bonuses - Handle compliance work under IRC §§83, 280G, 409A, 457(f), and 457A, including nonqualified deferred compensation plan design and administration - Support proxy compensation disclosure for public company clients — CD&A drafting, Summary Compensation Tables, peer benchmarking inputs - Work closely with HSE's active corporate/M&A team on deal-related compensation matters that flow consistently into the EBEC group - Advise compensation committees on director compensation arrangements, clawback policies, performance-based compensation, and fringe benefit structures - Step into client-facing work as your experience and seasoning allow, with real hands-on responsibility early in your tenure

About the firm:

Harter Secrest & Emery LLP is a mid-sized full-service firm headquartered in Rochester, NY, with its second-largest office in Buffalo, NY. Around 300 people firmwide, 54 partners. HSE operates on a true lockstep-with-accountability model — no eat-what-you-kill, no internal competition for origination credit. Partners are paid by seniority, incentivized to push work down and cross-sell, and genuinely root for each other. The EBEC group is Tier 1–ranked in ERISA law and handles sophisticated work for clients ranging from local businesses to Fortune 100 companies and large public company comp committees. Billable target is 1,800 hours. In-office expectation is 50% over the year — not policed, real flexibility for life.