Ferrucci, Benjamin

Benjamin Ferrucci




Benjamin Ferrucci has extensive experience counseling in matters of executive compensation and ERISA related corporate matters.

He represents private equity and management-side clients in negotiation of compensation packages including but not limited to providing counsel on market conditions, developing strategic objectives, and advising on the advantages and disadvantages of different investment structures in relation to founders’ stock, options, and profits interests. Benjamin advises funds, publicly traded and privately held companies, boards and management teams in employee benefits and compensation matters involving retention, incentive and equity plans and negotiates employment, change in control, and non-compete agreements, all in accordance with relevant statutes and regulations, including Internal Revenue Code Sections 409A, 280G, 162(m), and 83.

Benjamin also counsels clients in connection with ERISA matters and related tax, securities law, corporate governance, and accounting issues in corporate mergers, acquisitions, bankruptcies and reorganizations, and ordinary course operation of benefit plans and programs.

Representative Experience

  • Negotiated employment and separation agreements for chief executive and senior level officers of numerous large-cap public companies, private portfolio companies, and private equity funds
  • Prepared submissions under Code Section 409A correction program
  • Restructured limited liability company operating agreement to incorporate use of profits interests, including “catch-up” provisions
  • Participated in obtaining several IRS private letter rulings including with respect to master and group trusts
  • Assisted special trustee in termination of qualified retirement plans
  • Counseled client with respect to meeting coverage and reporting obligations under the new health care law requirements
  • Addressed allocation and satisfaction of COBRA obligations in the context of an acquisition of a subsidiary target from a foreign seller