Section 409A Handbook, Second Edition

The Section 409A Handbook will help any practitioner successfully navigate Section 409A's broad scope, extensive and complicated regulations, and myriad corollary rules and unresolved issues.

Price: $395.00 Main Volume



Design compensation arrangements to comply with Section 409A and avoid costly IRS penalties with this invaluable reference

Sanctions for noncompliance with Section 409A of the tax code can be severe, so prudent compensation and benefits practitioners rely on the Section 409A Handbook.  

The Handbook is the “how to” guide for designing and modifying 409A-compliant nonqualified deferred compensation programs. Implicated by any scenario involving compensation that is earned in one year but is paid in a future year, Section 409A can arise in a variety of contexts, including: 

  • Employment agreements 
  • Bonus agreements 
  • Severance agreements
  • Consulting agreements
  • Supplemental executive retirement plans 
  • Restricted stock and performance share plans 

The Handbook is a critical resource for both the executive compensation practitioner and the more general benefits practitioner. Written by recognized experts in the field, the Handbook provides essential, practical information regarding structuring and administering compensation arrangements; avoiding, spotting, and correcting common violations; and other areas where Section 409A compliance is most challenging. Numerous examples, tables, forms, and flowcharts help guide analysis and ensure compliance.

The new Second Edition features highlights including: 

  • The proposed regulations issued in June 2016, which made several important changes to the 409A regulations and proposed 409A income inclusion rules 
  • The first case involving a taxpayer challenge of a Section 409A penalty, Sutardja v. United States 
  • IRS clarification on several long disputed issues arising under Section 409A relating to the ability to correct plans in the year of vesting and the pricing of stock options in IPOs and spinoffs 
  • The Sun Capital decision, which could impact controlled group rules under Section 409A 
  • Informal IRS guidance on key Section 409A issues


Bloomberg BNA authors and editors are practicing professionals with insider perspectives and real-life experience. Learn more about this book’s authors and editors.
Regina Olshan is the global head of the Executive Compensation and Benefits practice group at Skadden, Arps, Slate, Meagher & Flom LLP, New York, NY.

Erica Schohn is a partner in the Executive Compensation and Benefits practice group at Skadden, Arps, Slate, Meagher & Flom LLP, New York, NY.


View full tables of contents and read the book’s preface or introduction.


Read what others have to say about this Bloomberg BNA book.

"...a comprehensive commentary on one of the most complex pieces of legislation ever adopted relating to executive compensation. It is certain to become recognized as the 'gold standard' analysis of IRC Section 409A and the regulations promulgated thereunder, and will be a valuable resource to companies, and their advisors...."

Brian D. Robbins

Partner, Simpson Thacher & Bartlett LLP, New York NY (on the First Edition)