Mr. Grossman practices in the field of general business law with special emphasis on executive compensation, qualified retirement plans, deferred compensation and employee stock ownership plans (ESOPs).
Mr. Grossman represents a number of companies ranging from small privately-held businesses to large, professional service organizations and publicly traded companies in connection with the design, drafting and operation of qualified retirement plans, executive compensation and deferred compensation programs, including such matters as executive employment contracts, annual incentive plans, long-term incentive compensation programs and equity-based incentive compensation programs such as stock options, stock appreciation rights, restricted stock, phantom stock and employee stock purchase plans.
Mr. Grossman is a nationally-recognized ESOP authority with extensive experience representing owners, management and fiduciaries of employee-owned companies. ESOP transactions have involved private as well as public companies in a variety of industries including advertising, architecture, automotive, banking, chemicals, commodities trading, construction, energy, engineering, financial services, health care, insurance, manufacturing, pharmaceuticals, printing, professional and other services, retail, security and telecommunications.
REPRESENTATIVE ENGAGEMENTS:
- On-going advice to numerous ESOP companies, including some of the largest in the United States, regarding plan design, operational issues, fiduciary responsibilities, corporate governance and executive compensation. Plans range from approximately $1 million to over $2 billion in value.
- Represented plan sponsors and plan fiduciaries in connection with litigation involving drop in price of publicly-traded company stock held by qualified retirement plans.
- Represented ESOP-owned construction company in connection with $100 million stock sale.
- Represented one of the largest construction companies in the United States in connection with the design and implementation of a new ESOP.
- Represented fiduciary of ESOP-owned construction company in connection with redemption of stock for notes and warrants.
- Represented publicly-traded pharmaceutical company in connection with establishment and operation of ESOP and purchase of $106 million of preferred stock.
- Represented fiduciaries of ESOP in connection with $82 million sale of stock to publicly-traded telecommunications company.
- Represented fiduciaries of ESOP in connection with $25 million sale of stock to publicly-traded pest control company.
- Represented privately-owned international security firm in connection with establishment of ESOP and purchase of stock from individual stockholders.
- Represented individual owners of large advertising agency in connection with Section 1042 tax-deferred sales of stock to ESOP.
- Represented fiduciaries of convenience-store chain ESOP in connection with corporate reorganization.
- Represented several plan sponsors in connection with the ERISA and securities law aspects of using participant 401(k) elective deferrals to purchase company stock.
- Represented fiduciaries of ESOP in connection with sales of stock in initial public offering.
