Executive Termination: If You’ve Been Fired or Face That, Do You Have a Claim for Wrongful Termination?

Ten days ago, on Friday May 27, 2022, the executive career advancement website IvyExec published an article I wrote on “Executive Termination: If You’ve Been Fired or Face That, Do You Have a Claim for Wrongful Termination?”

This new article is designed not only for C-level and senior executives, but even for many directors and mid-level executives. 

My article makes the point that most executive employment in the USA is “at will” employment.  That means you can be fired at any time for any reason or no reason.  However, you cannot be fired for the wrong reason.  If you are fired for the wrong reason, despite being an at-will employee, you may have a claim for wrongful termination.

What is wrongful termination?  My article mentions a number of things an employer can do that could give rise to a wrongful termination claim, including these:

• Violating terms of an employee manual

• Violating terms of an oral agreement that you relied upon to your detriment, also called a claim of “implied contract” or “promissory estoppel”

• Termination motivated by wrongful discrimination if you fit into a protected class – such as race, gender, age, national origin, sexual orientation.

• Failure to observe good faith and fair dealing

• Whistleblowing and retaliation.

In addition, you might potentially obtain damages if you quit employment over a hostile work environment or if conditions which have been made so difficult that you can claim constructive discharge.

After the discussion of potential claims, my article in its second part offers suggestions to you on what you might potentially seek in wrongful termination case or in settlement or severance negotiations with your employer

To see my full IvyExec  article, go to LINK: https://www.ivyexec.com/career-advice/2022/executive-termination-youve-been-fire-do-you-have-a-claim-for-wrongful-termination/

Or on my website at https://www.executiveemploymentattorney.com/executive-termination-if-youve-been-fired-or-face-that-do-you-have-a-claim-for-wrongful-termination/

IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience.  In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals.  IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels.  https://www.ivyexec.com/career-advice/write-for-us/

IvyExec claims a “Community of 2.5M+ Leaders”.

It is my hope that this article will be of benefit to  C-level and senior executives who have been fired or may face employment termination in situations where you might have a claim for severance based on various potential claims for wrongful termination if you have been fired or constructive discharge if you feel forced to resign…  Feel free to tweet or share this article. If you or any colleague of yours has a need in this area, please do reach out to me.

Negotiating Favorable Executive Equity Terms in an LLC – Capital vs. Profit Interests

Two weeks ago, on Sunday April 20, 2022, CEOWorld magazine published an article I wrote on “Negotiating Favorable Executive Equity Terms in an LLC – Capital vs. Profit Interests”

This new article is designed for CEOs, C-level and senior executives, who receive a job offer from a limited liability company where LLC equity will comprise an important component of your executive compensation package. Most senior executives are familiar with executive stock and stock options, including ISOs and non-qualified option grants offered by corporation employers.  But how do you evaluate equity that is not stock or stock options? What issues should you be concerned about when your executive equity package is comprised of LLC “member units”, called profits interests or capital interests?  

This article will cover issues important to the executive when your equity compensation is units in an LLC, including

• The difference in rights of the two kinds of LLC interests – profits interests and capital interests,

• The difference in taxation of profits and capital interests,

• The advantages that an LLC profits interest can offer over a corporation’s equity interest, whether stock or options, if significant equity appreciation is likely,

• The importance of determination of profit interest threshold amount,  

• Important protections to assure your share of the value appreciation if the LLC succeeds,

• Other valuable protections to assure your right to a cash payout with others if the LLC succeeds.

My article concludes with discussion of key terms to watch for in the LLC operating agreement.  My article stresses the importance of negotiating in your own equity grant, job offer or employment contract that those key fixed Operating Agreements terms will be applied in a manner to assure your reasonable protections and the benefit of your bargain in accepting the job offer with this LLC.

To see my full CEOWORLD magazine. article, go to LINK:
https://ceoworld.biz/2022/04/20/negotiating-favorable-executive-equity-terms-in-an-llc-capital-vs-profit-interests/

Or on my website at https://www.executiveemploymentattorney.com/negotiating-favorable-executive-equity-terms-in-an-llc-capital-vs-profit-interests/

This was my 37th article published in CEOWORLD since 2016.  Previously, the editor advised that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website and add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.  

On its own initiative, CEOWORLD magazine created on their website a library of Robert Adelson published articles. You can peruse this library and/or read as many of my 37 published articles as you wish. See https://ceoworld.biz/author/robert-adelson/

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/

It is my hope that this article will be of benefit to CEOs, C-level and senior executives who, at some point in your career, are offered equity interests in an LLC and need to know what to watch out for also what opportunities LLC interests can offer. Feel free to tweet or share this article. If you or any colleague of yours has a need in this area, please do reach out to me at 617-875-8665.

Merits of RSUs vs Stock Options and Other Forms of Executive Equity Compensation

Eight days ago, on Monday March 30, 2022, the executive career advancement website IvyExec published an article I wrote on “Merits of RSUs vs Stock Options and Other Forms of Executive Equity Compensation.”

This new article is designed not only for C-level and senior executives, but even for many directors and mid-level executives. 

My article discusses a less well known form of executive equity RSUs – restricted stock units, including these subjects: 

• What are RSUs?
• How are RSUs different from the more common forms of executive equity, stock options and restricted stock?
• How are RSUs taxed in ways different than stock options and restricted stock?
• In what situations are RSUs an attractive executive equity choice? 
• In what situations are other choices preferable for the executive?

To see my full IvyExec  article, go to LINK: https://www.ivyexec.com/career-advice/2022/merits-of-rsus-vs-stock-options-and-other-forms-of-executive-equity-compensation/

Or my website at https://www.executiveemploymentattorney.com/merits-of-rsus-vs-stock-options-and-other-forms-of-executive-equity-compensation/

IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience.  In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals.  IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels. https://www.ivyexec.com/career-advice/write-for-us/

IvyExec claims a “Community of 2.5M+ Leaders”.

It is my hope that this article will be of benefit to  C-level, senior and even lower level executives who are now or may in the future be negotiating over equity as part of their executive compensation and are not confident the stock price will rise and might even decline, and would like an alternative form of equity that can retain some value in cases where “underwater” stock options become worthless.

Executive Relocation Risks, Mitigation Strategies and Terms to Seek in Your Relocation Package

On Sunday February 20, 2021, CEOWorld magazine published an article I wrote on “Executive Relocation Risks, Mitigation Strategies and Terms to Seek in Your Relocation Package.”

This new article is designed for CEOs, C-level and senior executives, who at some point are presented with an attractive career opportunity, where the new position is in a geographic location that is not near home, and would necessitate some form of relocation or adjustments away from working from your current location at or near your permanent residence. 

My article does not discourage relocation and points out many benefits that can arise, including career and professional benefits, if you are willing to relocate.  However, the article does not take this relocation issue lightly and raises the important issues that permanent relocation can pose to your spouse and family.  Furthermore, the article balances benefits with many professional risks you also face in relocation. 

Thus, at its core, the article generally advises caution and suggests use of a mitigation strategy with focus on temporary relocation that includes these key elements:  

• Temporary Residence – with the company providing a suitable allowance for a furnished apartment or other residence,
• Transportation – local car rental and air transportation to and from your permanent residence.
• Commuting – allowance for sufficient periodic visits home,
• Remote Service – allowance for services to be performed from a home office in or near your permanent residence,
• Tax Structure or Gross-up – utilization of IRC Section 119 and other provisions of the tax code to structure temporary residence as company lodging so that it is non-taxable or otherwise providing you a tax gross-up, so you have zero net new taxes for company relocation.

My article concludes with discussion and listing of important executive contract terms to seek with your permanent relocation package if, after consideration and perhaps use of the mitigation strategy, you do determine that the position is long-term, or the new locale is advantageous or otherwise  the family decision in favor of permanent relocation.

To see my full CEOWorld magazine. article, go to LINK: https://ceoworld.biz/2022/02/20/executive-relocation-risks-mitigation-strategies-and-terms-to-seek-in-your-relocation-package/

Or on my website at https://www.executiveemploymentattorney.com/executive-relocation-risks-mitigation-strategies-and-terms-to-seek-in-your-relocation-package/

This was my 36th article published in CEOWORLD since 2016.  Previously, the editor advised that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website and add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.  

On its own initiative, CEOWOLRD magazine created on their website a library of Robert Adelson published articles.   You can peruse this library and/or read as many of my 36 published articles as you wish.  See https://ceoworld.biz/author/robert-adelson/

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/

Are You Getting the C-Suite Executive Salary You Deserve?

On January 26, 2022, the career advice website Ivy Exec published under executive “Leadership” an article  I wrote on “Are You Getting the C-Suite Executive Salary You Deserve?

This new article is designed for designed for CEOs, C-level and senior executives, who are negotiating new job offers where, in my view, the normal metrics a Gartner or Mercer surveys are just not appropriate for the CEO or C-level executive compensation package, and I am called upon to suggest, design and then lead the negotiations for a custom executive compensation package.

My article first suggests three situations well suited to justify development and deployment of a custom executive compensation package:

• Start-up and early stage company CEOs,
• Turnaround CEO situation, and
• Special needs executive recruitment – where a CEO or C-level executive has special attributes that fill a critical need for the company. 

The article then concludes with my suggestions for how the executive can achieve company “Buy-in” – how do you sell the custom CEO or C-level executive compensation package to a skeptical employer?  This last part shares there of my best “sales” techniques:

• You (employer) want and need an “A” team player and one who will attract more A team players to the company.
• You want alignment and this custom package greatly magnifies alignment, and
• Success for my executive, even with this full custom package, means vastly greater success to the company’s stockholders, often 10x, 15x and even 20x pay back return for the company’s stockholders, if the CEO or C-level executive succeeds in his or her mission, and costs little or nothing if he or she does not succeed.

To see my full IvyExec  article, go to LINK: https://www.ivyexec.com/career-advice/2021/executive-equity-structure/

Or on my website at https://www.executiveemploymentattorney.com/are-you-getting-the-c-suite-executive-salary-you-deserve/

IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience.  In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals.  IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels.  https://www.ivyexec.com/career-advice/write-for-us/

IvyExec claims a “Community of 2.5M+ Leaders”.

It is my hope that this article will be of benefit to C-level and senior executives who are considering job offers in situations where a custom executive compensation package of salary, bonus, and equity is appropriate.  Feel free to tweet or share this article. If you or any colleague of yours has a need in this area, please do reach out to me.

A Change of Control Agreement Saves the Day When Your Company Is In Play

Two and a half weeks ago, on Thursday December 16, 2021, the website Ivy Exec published under executive “Advancing” an article I wrote on “A Change of Control Agreement Saves the Day When Your Company Is in Play”.
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This new article is designed not only for C-level and senior executives, but even for many directors and mid-level executives, whose companies are now “in play” — that there may be a sale of the company with new owners and to some extent a whole new successor employer.

My article first discusses this situation faced by the 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
• 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 IvyExec Career Advice website article, go to LINK https://www.ivyexec.com/career-advice/2021/a-change-of-control-agreement-saves-the-day-when-your-company-is-in-play/
Or on my website at https://www.executiveemploymentattorney.com/a-change-of-control-agreement-saves-the-day-when-your-company-is-in-play/

IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience. In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals. IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels. https://www.ivyexec.com/career-advice/write-for-us/

It is my hope that this article will be of benefit to VPs, directors and senior executives who have are trying to navigate a change in control in their companies. My article suggests terms and approaches to each of you and thus I hope will provide you a benefit in your negotiations.
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Feel free to tweet or share this article. If you or any colleague of yours needs assistance in negotiating a change of control situation, please do reach out to me.

Finding your Market Niche to Set your Startup Apart

This is an article of mine published last month in the October 2021 issue of the IEEE Reflector, the online monthly newspaper, that circulates to the 10,000 members of IEEE in Massachusetts.  www.ieee.org  My article is the featured Guest Article on page 12 of the October 2021 issue. 

This new article is directed toward entrepreneurs, founders and CEOs of small and early stage companies, seeking angel or VC investment or trying to recruit co-founders and first employees or contractors. 

In such circumstances, the interested parties would be looking to the founder’s or CEO’s competitive analysis and demonstrated knowledge and mastery of his or her target marketplace to set his or her startup apart.   Thus, my article mentions or discusses the following areas:

1. What market niche you intend to enter and can dominate
2. Your plan for how your company will penetrate the target
3. Identity of your chief competitors, both direct competitors and indirect competitors that could be substitutes for your product or service
4. The value proposition that you offer that will enable you to overcome the normal tendency for no change
5. Strengths of the competition and your plan to overcome those
6. Weakness of your competitors and your plan to avoid those same weaknesses
7. Barriers to entry you would seek to create to surmount new competition once you gain market traction

To read my full Reflector article, go to pages 12 to 13 at this LINK:  https://ieeeboston.org/wp-content/uploads/2021/10/OctoberDR-2021.pdf

Or view the article on my website at https://www.executiveemploymentattorney.com/knowing-your-competition-and-establishing-your-market-niche-to-set-your-startup-apart/

If you have any questions on this article, or questions in dealing with these issues for yourself or a colleague, let me know.