An executive employment agreement can determine much more than salary and job title. It may control bonuses, equity, benefits, termination rights, severance, restrictive covenants, and what happens to compensation if the relationship ends earlier than expected.
Wall, McLean & Gallagher represents executives and senior-level employees, not employers, in employment matters throughout Montana. We review, negotiate, and handle disputes involving employment agreements for executives, physicians, senior managers, business leaders, and other highly compensated professionals.
An offer for a senior position often comes with compensation and contract terms that deserve attention before the agreement is signed. Some provisions may not become important until years later, when an executive leaves the company, is terminated, or moves to another employer.
We review executive employment contracts with attention to both the immediate offer and the consequences of those terms later. Depending on the agreement, that may include:
Contract review can also identify areas where the written agreement does not match what was discussed during recruitment or negotiations.
Senior-level employment agreements are often negotiable. The discussion may involve compensation, but the provisions governing departure can be just as important as the terms governing employment.
Wall, McLean & Gallagher works with executives to identify provisions worth addressing before an agreement is finalized. That may mean negotiating how a bonus is calculated, when equity vests, what constitutes cause for termination, when severance becomes payable, or what happens following a sale or change in company control.
The definition of “cause” can have significant financial consequences. An executive terminated for cause may lose severance, bonuses, equity, or other compensation that would be available under a termination without cause.
Good-reason provisions address the other side of the relationship. Depending on the contract, an executive may have rights if the employer substantially reduces compensation, changes duties or authority, relocates the position, or makes another significant change to the agreed role.
The wording of these provisions can determine whether an executive leaves with contractual protections or is treated as having voluntarily resigned.
For highly compensated employees, some of the most valuable provisions in an employment agreement concern compensation outside base salary.
Bonus formulas, commissions, equity awards, vesting schedules, profit sharing, and deferred compensation may be governed by separate plans in addition to the employment contract. Those documents do not always fit neatly together.
We review how the agreements interact and what happens to compensation following resignation, termination, retirement, or a corporate transaction. When disagreements arise over unpaid bonuses, commissions, equity, or other incentive compensation, those issues may become an executive compensation dispute rather than simply a contract interpretation question.
A merger, acquisition, sale, or leadership change can dramatically alter an executive’s position. Some employment contracts address those events through change-in-control provisions that provide specific rights if the executive is terminated, loses authority, experiences a reduction in compensation, or leaves under defined circumstances.
These provisions can affect severance, equity vesting, bonuses, and other compensation. The exact triggering language matters, particularly when the company and executive disagree about whether a qualifying event occurred.
Restrictions on what happens after employment can affect an executive’s ability to accept another position, launch a business, work with existing clients, or recruit former colleagues.
Non-compete, non-solicitation, confidentiality, and trade secret provisions may appear directly in an employment agreement or in separate documents signed during employment. We review these restrictions in the context of the executive’s position, industry, and plans for what comes next.
These terms can also become important during severance negotiations, particularly when an employer wants existing restrictions reaffirmed as part of the departure.
Contract disputes often arise when employment ends. An employer may refuse to pay promised severance, characterize a termination as being for cause, deny a bonus, dispute equity rights, or take a position that conflicts with the executive’s understanding of the agreement.
Wall, McLean & Gallagher evaluates the contract together with amendments, compensation plans, offer letters, company communications, and the events leading to the dispute. We represent executives when significant contractual rights or compensation are at stake.
Executive-level contract issues also arise for physicians and other healthcare professionals, senior sales professionals, financial professionals, and business leaders.
A physician employment agreement, for example, may address productivity compensation, partnership opportunities, professional liability coverage, termination rights, patient relationships, and restrictions on practicing elsewhere. Senior sales and financial professionals may have similarly complex arrangements involving commissions, incentive plans, client relationships, and deferred compensation.
Wall, McLean & Gallagher is based in Helena and represents executives and senior-level employees throughout Montana. Our employment practice is employee-side. We do not represent employers in employment matters.
Whether you are considering a new executive employment agreement, negotiating contract terms, or dealing with a dispute over an existing agreement, we can review the contract and the financial and professional interests tied to it.
Contact Wall, McLean & Gallagher to discuss an executive employment agreement with a Helena employment attorney.
