Austin S. Lilling focuses his practice on issues relating to executive compensation arrangements and employee benefit plans, including defined benefit pensions, 401(k)s, nonqualified deferred compensation, welfare plans, executive employment agreements, severance agreements, and retention and change in control arrangements. He deals largely with private equity and hedge funds and the compensation arrangements established by them. Austin has experience in designing and negotiating compensation arrangements, both for senior executives and employers, including employment agreements, severance agreements, change in control agreements, and equity and phantom equity compensation arrangements. He also has significant experience handling compensation matters in a transactional setting, including as they relate to private and public mergers and acquisitions, financial restructurings, and investment fund acquisitions and dispositions.

Additionally, Austin has significant experience regarding tax issues relating to compensation arrangements, including under Internal Revenue Code Sections 409A, 457A, 162(m), 280G and 83. Austin regularly counsels boards, compensation committees, plan fiduciaries, sponsors and third-party administrators on plan operations and design, including incentive and deferred compensation, most often with the objective of achieving the most tax-efficient result while avoiding punitive tax consequences. Austin’s experience also includes review and counseling on proxy level disclosure and institutional shareholder recommendations.

Prior to joining Katten, Austin was senior counsel at an Am Law 100 firm and previously was counsel at an Am Law 200 firm in New Jersey. Earlier, he worked at Arthur Andersen and Deloitte & Touche, where he advised Fortune 500 clients.