June 2025 Executive Employment Law Newsletter

I hope this email finds you and your family in good health.  We are now beginning June, we’ve had some nice weather and hopefully this run of nice weather will continue, ideal for biking, hiking, boating, golf, picnics and enjoying the out of doors, and perhaps some swimming too in the lakes and by month end perhaps the ocean too.  As for New England spectator sports, perhaps the less said the better.  Our winter sports teams have long since finished: the Bruins did not make the playoffs;  our defending NBA Champion Celtics dashed our hopes as the team crashed and burned losing to the Knicks in 6 games in the second round.  To make things even worse, star Jason Tatum suffered serious injury and we can only wish him well and a recovery such that at some future date he might again step on the parquet and resume what has been an exceptional career.  As for our main remaining pro team still standing, the Red Sox are in a bit of a funk.  I attended one game, rescheduled the next day after a rainout, where the Sox scored 19 runs (“Mercy!” I can almost hear those immortal words in my ear from Old Sox radio announcer  Ned Martin).  Yet, so many other games when the Sox get some decent pitching from Crochet or others, they just cannot summon the timely hitting.  Hopefully, Alex Cora will get everyone on the same page and things will improve as the season continues on.

As for Newsletter items, this past week,  there has been a delay with my latest article so I am reposting an article of mine that  CEOWORLD published in 2023 for CEOs, C-level and senior executives on acceleration terms in a change of control event.  A link is offered to my article where I argue for immediate acceleration on the closing of the success event and against delay from a “Double Trigger” with my argument  drawing on 19th century US history analogies.  (Hint:  I’m on the side of Abraham Lincoln in the 1858 Lincoln-Douglas debates).  As a bonus, I include  a further link to the article’s sequel also published in CEOWORLD arguing for the single trigger in public companies. 

This newsletter also has links, in items #3 and #4, to two other earlier articles of mine.  The first article, published in 2023 in IVYEXEC, the career advancement website, advises on negotiation strategies and terms to seek in C-level and senior executive severance negotiations. The second article,  published in CEOWORLD magazine back in 2020 but still relevant, offers pointers to first time CEOs and those new to C-level executive employment negotiations, including key terms to seek in your negotiations. There is also a special offer as item #5, an Executive Employment Separation Law Diagnostic.  I hope some of these items might be of benefit… and my best wishes to all for the rest of June!

1.   Fighting the CofC “Double Trigger” as Free Labor vs Slavery

Are you being hired, or are you now working as a CEO or C-level executive to lead or help lead your company to a liquidity Change of Control success event?  Your job offer likely provides for acceleration or some bonus compensation if you succeed, but what about the actual triggers for your payout?  My article published  in CEOWORLD magazine in 2023 argues for a single trigger of your acceleration on closing and against the Double Trigger that sets more conditions and various risks and potential problems for you. Read the Article Here  After challenge from a company attorney, I demonstrated use of the single trigger for C-level executives in public companies (and got my public company CEO client the single trigger), as set out in my sequel to this article CEOWORLD magazine in 2024, for single trigger executive acceleration in public companies. Read the Article Here

2.       Work with CEOs, C-Suite and Senior Executives, exclusively.

Robert Adelson is an attorney specialized in the representation of CEOs, C-level and senior executives. He no longer represents companies or employers.  Learn about Robert Adelson’s work with CEOs, C-level and senior executives to advise on and improve job offers, employment contracts, stock, RSUs, options, bonuses and other executive compensation matters, plus advice and aid on issues of wrongful termination, severance, exit terms, retention, change of control, other executive issues and more … More Details Here

3.      Severance Compensation Packages for Executives

Whether you have just received a job offer, have a chance to renegotiate your current contract, or are facing a change of control or termination situation, my article published in January 2023 by the IvyExec career advancement website may benefit you, as I discuss key payment, equity, benefits, non-disparagement and other terms to negotiate in your severance package and also timing, and how to deal with what your employer may ask of you.    Read the Article Here

4.       Negotiating your first C-Level Executive Employment Agreement

Are you a newly-minted CEO or another C-level executive?  Did you receive your first C-level job offer or employment agreement? My article published in CEOWORLD Magazine back in 2020 remains relevant and may benefit you, as I discuss why the agreement is important to the company and to you, and key terms – equity, bonus structure, severance among them – on which to focus in your negotiations.  Read the Article Here

5.     6/2025 Offer:  Good until June 30th  

This 4-week value-packed offer, is as a way to get introduced to my law work: an Executive Employment Separation Law Diagnostic –– this offer is good through 6/30/25.  More Details Here

It’s always a pleasure to get back in touch with you and other clients, friends, and colleagues.  I hope the links and information provided will be useful to you and that there will be an opportunity for me to work with you on legal matters in the near future. 

Let’s keep in touch! 

Best regards,

Rob

Robert Adelson

*Adelson & Associates, LLC
Executive Employment Attorney
101 Federal Street, 19th Floor
Boston, MA 02110
(617) 204-5601 Law Firm
(617) 204-5602 Direct
(617) 204-5604 Fax
E-mail :  rob@attorneyadelson.com
Blog:  https://robadelson.wordpress.com/
Twitter:  @AttorneyAdelson
LinkedIn: https://www.linkedin.com/in/robert-adelson-b8a1557/
Website: www.executiveemploymentattorney.com

Note on Adelson & Associates, LLC:
* Robert A. Adelson is the Principal of Adelson & Associates, LLC.  For fifteen (15) years, from October 2004 through December 2019, Robert Adelson practiced law and referred legal work to associates of his, trusted and experienced colleagues, as a partner of Engel & Schultz, LLP.  In December 2019, the lead partners of the firm announced they would go into semi-retirement, go their separate ways, and the office lease would expire in January 2020.  In response, Robert Adelson formed Adelson & Associates, LLC in December 2019 and commenced the new firm’s operations on January 1, 2020, with the new firm taking over, on that date and going forward, all current Robert Adelson clients, matters and operations, as well as all referral of legal work to associates of Robert Adelson.  Since 1/1/2020, the firm’s offices have been and remain at 101 Federal Street, 19th Floor, across the street from the pre-2020 offices at One Federal Street, 21st Floor, in Boston’s Financial District.

This post was originally published in https://robadelson.wordpress.com/2025/06/02/june-2025-executive-employment-law-newsletter/

Triggering Executive Severance to Protect Your Interests in Case of COVID-19 or Other Changed Circumstances

Six days ago, on May 27, 2020, CEOWorld magazine published an article I wrote on “Triggering Executive Severance to Protect Your Interests in Case of COVID-19 or other Changed Circumstances”.  The magazine advised me that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website.

This was my 28th article published in CEOWORLD. Earlier this year, the editor advised that I can add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.  See https://ceoworld.biz/author/robert-adelson/

This article, my most recent, published May 27th, is designed for CEOs, C-level and senior executives, especially those who, once on the job, may find that their chances for success become daunting because changed circumstances beyond their control.  For many such executives, the severe economic downturn arising in connection with the COVID-19/coronavirus crisis may cause great reductions in expected base, bonus, equity and LTI compensation and reduced duties and responsibilities as well.​

However, the article is not limited to COVID-19.  The article also discusses other circumstances where clients of the author have also experienced such negative effects, as result of dashed expectations, including where the executive accepted his or her job offer for a CEO, C-level or other senior executive position in reliance on any of these company actions:

• Keeping a major customer account,
• Retaining the services of a key man or woman executive,
• Keeping or achieving regulatory approval,
• Keeping or retaining a key source of funding,
• Company possessing the positive financial position represented to you, a position on which you can build for growth.

The article then concludes with proactive steps the executive can take in your executive employment and job offer negotiations to protect yourself in the event of such changed circumstances in the future.  This includes the crafting of severance terms with triggers tailored to your situation in the event of dashed expectations. Thus, the executive would have an executive contract that provides that if circumstances change, such that the job is no longer what you bargained for, you can move on to a new opportunity and still be made whole as you do so.

To see my full CEOWorld magazine. article, go to LINK:

https://ceoworld.biz/2020/05/27/triggering-executive-severance-to-protect-your-interests-in-case-of-covid-19-or-other-changed-circumstances/

Or on my website at https://www.executiveemploymentattorney.com/triggering-executive-severance-to-protect-your-interests-in-changed-circumstances/

With more than 12.4+ million-page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, CSOs, senior management executives, business leaders, and high net worth individuals worldwide.

https://www.linkedin.com/company/ceomagazine/

The editor has also advised that I can add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.  See https://ceoworld.biz/author/robert-adelson/

It is my hope that this article will be helpful to suggest a potential remedy in job offer negotiations to CEOs, COOs, CMOs, other C-Level and senior executives who are considering a new executive position or giving up other opportunities, and, acting in reliance on the promises made by the employer, and seek protection against potential changed circumstances, whether from a pandemic, loss of a key customer, loss of key personnel, a negative regulatory ruling, loss of financing  or otherwise, so the executive can if that happens move and be made whole. If you or any colleague of yours has a need in this area, please do reach out to me at rob@attorneyadelson.com.

Executive Equity Compensation in Severance Negotiations

A week ago, on October 30, 2019, CEOWorld magazine published an article I wrote on “Executive Equity Compensation in Severance Negotiations”.  The magazine advised me that I can use “Featured in the CEOWOLRD magazine” and the CEOWORLD “Logo” on my website.

This was my 25th article published in CEOWORLD. Earlier this year, the editor advised that I can add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.
​See https://ceoworld.biz/author/robert-adelson/

This article, my most recent, published October 30, is designed for CEOs, C-level and senior executives, for whom equity can often be the most valuable part of their executive compensation package.  The article addresses the question – what happens to that equity position if you face employment termination – and offers tips for severance negotiations over equity, including

• What to include in your offer letter or executive employment agreement when you join the company?
• What to seek in a change-of-control / retention situation?
• What to negotiate for on employment termination?
• The importance of equity in your severance negotiations.

In discussing equity severance negotiations at the time of employment termination, my article raises using your leverage in employment separation negotiations including

• Legal claims you may have against your company related to wrongful termination of employment,
• Termination transition services and support the company may desire from you,
• Cooperation to sign a lock-up agreement or other documents or actions post-termination.

To see my full CEOWorld magazine. article, go to LINK:
     https://ceoworld.biz/2019/10/30/executive-equity-compensation-in-severance-negotiations/

Or on my website at
     https://www.executiveemploymentattorney.com/executive-equity-compensation-in-severance-negotiations/

With more than 12.4+ million-page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide.

     https://www.linkedin.com/company/ceomagazine/

The editor has also advised that I can add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.

     See https://ceoworld.biz/author/robert-adelson/

It is my hope that this article will be helpful to CEOs, COOs, CMOs, other C-Level and senior executives to provide for appropriate terms to protect their equity rights in any present or future severance negotiations.  If you or any colleague of yours has a need in this area, please do reach out to me at radelson@engelschultz.com.

Executive Compensation in a Pre-IPO Company

On October 1, 2019, CEOWorld magazine published an article I wrote on “Executive Compensation in a Pre-IPO Company.”   The magazine advised me that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website.

This was my 24th article published in CEOWORLD. Earlier this year, the editor advised that I can add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.  

This article, my most recent, published October 1, is designed for C-level and senior executives in private companies that are planning for or soon contemplate an initial public offering.  The article discusses executive compensation in public companies, then executive compensation in private companies and the transition from a private company to a public company.
​
The article offers further tips to the executive facing and negotiating that transition including

• What should you do to protect your interests?
• How much should you be paid?
• How do you structure your equity compensation as the value of the stock increases?
•  What other equity-related terms to seek before the IPO?

The article concludes with discussion of issues to consider post-IPO.

To see my full CEOWorld magazine. article, go to LINK:
https://ceoworld.biz/2019/10/01/executive-compensation-in-a-pre-ipo-company/
Or on my website at https://www.executiveemploymentattorney.com/executive-compensation-in-a-pre-ipo-company/

With more than 12.4+ million-page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide.
​
It is my hope that this article will be helpful to CEOs, COOs, CMOs, other C-Level and senior executives in pre-IPO companies may benefit from this article. If you or any colleague of yours has a need in this area, please do reach out to me at radelson@engelschultz.com.

Change of control agreements – A quick guide for CEOs, CFOs, and other senior executives

You are a C-suite officer or senior executive and your company is "in play" and may be acquired.  How do you protect yourself  or even advance your position in the event of a "successful" acquisition and change in control of your company?

My article on this subject was published March 1, 2016 by CEOWorld magazine.

The article first discusses this situation faced by CEOs. COOs, CTOs, CMOs and other C-Suite and senior executives, then advocates self-assessment of your role and importance in the pre-deal and post deal environment, and finally the importance of establishing your role and rights in a retention / change of control agreement.

Among the key elements of that agreement are the following:

• Significant equity of the target company to the executive,
• Liquidity for the executive on the levels of liquidity offered owners
• Properly structured equity, tax favored for capital gain taxation
• Proper severance in the event of early termination after the acquisition
• The ability to trigger severance if the executive's position or responsibilities are reduced
• Proper structuring to avoid potential excise tax for parachute payments under IRC §280G.

To see my full article, go to LINK: http://ceoworld.biz/2016/03/01/change-of-control-agreements-a-quick-guide-for-ceos-cfos-and-other-senior-executi

or my website at https://www.executiveemploymentattorney.com/change-of-control-agreements-a-quick-guide-for-ceos-cfos-and-other-senior-executives/

If you or one of your colleagues is in a change of control situation, I am glad to assist.  Please do reach out to me at radelson@engelschultz.com.

Robert A. Adelson, Esq. is a corporate and tax attorney and partner at Engel & Schultz LLP, Boston, Massachusetts. He represents C-Level executives and key employees in negotiations over executive employment terms, equity, compensation, relocation, retention and separation agreements, severance packages, and where necessary suits over wrongful termination. 

Using an Executive Severance Agreement to Protect Your Employment, Career and Reputation

On September 25, 2018, CEOWorld magazine published an article I wrote on “An Executive Severance Agreement Protects Your Employment, Career and Reputation” The magazine advised me that I can use “Featured in the CEOWOLRD magazine” and the CEOWORLD “Logo” on my website.

This article was designed for CEOs and other C-Suite, VPs or other senior executives who, when negotiating a new executive job offer or employment contract, need to give attention to severance terms even where the employment is stated to be “at will.”  Also,  even if severance is not included at the outset, it can be negotiated later, even at the time of employment termination.

My article further indicates how severance agreements address continuation of salary and also address other issues that might be very important to the executive including

• Continuation of health and other key benefits,
• Payment of earned bonus and prorated bonus,
• Vesting and other rights in stock, options, RSUs or phantom stock of the company,
• Protections for the executive’s reputation.

The article also addresses items the employer may seek including non-competes, releases and waivers and negotiation strategies for executives on such items.

To see my full CEOWorld magazine. article, go to LINK:  http://ceoworld.biz/2018/09/25/an-executive-severance-agreement-protects-your-employment-career-and-reputation/
Or https://www.executiveemploymentattorney.com/articles-section/executive-severance-package/

With more than 12.4+ million page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide.

​It is my hope that this article will be helpful to CEOs and other senior executives who are seeking to negotiate severance terms into their job offers, employment contracts or separation agreements, or need help on particular terms of the severance package. If you or any colleague of yours has a need in this area, please do reach out to me at rob@attorneyadelson.com or call 617-875-8665.

​

Severance Agreements Protect Sought-After Executives

This is an article of mine published  March 27, 2013 on my website at https://www.executiveemploymentattorney.com/articles-section/executive-severance-package/  along with other articles of mine at https://www.executiveemploymentattorney.com/articles-section/

The article indicates how a severance agreement protects executives employed on an at-will or other basis in the event of termination without good cause, and that it is wise to provide for severance terms in an employment agreement or offer sheet at the outset of employment. However, a severance agreement can be made at any time throughout the employment of the executive.

The article further indicates how severance agreements address continuation of salary and  also address other issues that might be very important to the executive including

• Continuation of health and other key benefits,
• Payment of bonus, or prorated bonus
• Vesting and other rights in stock, options or phantom stock of the company
• Protections for the executive’s reputation

Finally, the article also address items the employer may seek including non-competes, releases and waivers and negotiation strategies for executives on such items.

• Are you are an employee or executive reviewing a job offer or employment agreement with or without severance terms and need advice on terms or its enforceability?
• Have you been terminated or face termination and have similar concerns?
• Have you received a severance agreement and need advice on its terms or what to seek in negotiations?

In any of those cases, if  you have questions or need assistance, please email me at radelson@engelschultz.com or call 617-875-8665.

About Executive Employment Attorney Robert Adelson, Esq.

Robert A. Adelson, Esq. has been a corporate, tax and employment attorney since 1977. He graduated Northwestern Law School in Chicago, Law Review, and holds an LL.M. degree in Taxation from NYU. He began as an associate at nationally prominent New York City mega law firms, Dewey Ballantine and Weil Gotshal & Manges. For over 20 years, Adelson has been a partner in small and medium sized Boston law firms, representing CEOs and senior executives on employment, executive compensation, equity and separation matters.

Getting Executive Severance Rights and Compensation When You Choose to Quit Your Position

On May 30, 2017, CEOWorld magazine published an article I wrote on  “Getting Executive Severance Compensation When You Choose to Quit” This article was designed for CEOs, C-suite executives and other senior executives who for reasons beyond their control want to quit their current position and ought to be able to get appropriate executive severance compensation in connection with their separation.

My article takes up four main areas:

• Circumstances when you want to quit
• Issues governing Severance when you quit your position
• Key contract terms:  Termination for Good Reason in your Job Offer
• Circumstances of Constructive Discharge
• Severance rights and compensation to seek for in Constructive Discharge
• Getting what you deserve if you terminate your position

To see my full article, go to LINK:  http://ceoworld.biz/2017/05/30/getting-executive-severance-compensation-when-you-choose-to-quit/

or on my website at http://www.executiveemploymentattorney.com/articles-section/getting-executive-severance-compensation-when-you-choose-to-quit/

With more than 12.4+ million page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide.


It is my hope this article will be helpful to senior executives who are considering quitting their current position or feel they are now being forced out, and deserve severance and the change to start anew while keeping their careers on the upward trajectory.  If you or any colleague of yours has a need in this area, please do reach out to me at radelson@engelschultz.com.