March 7, 2017 @ 9:00 am – 4:00 pm
Santa Clara University (Benson Memorial Center)
500 El Camino Real
Santa Clara, CA 95053
For years, the standard thinking has been that companies will want to go public or be sold to an eager buyer, within years of starting. But more and more companies want to stay private for many years or even indefinitely. If this is you, join Performensation’s Dan Walter speaking, Tuesday 3/7, at the NCEO’s Equity Compensation for Companies Staying Privately Owned Meeting in Santa Clara CA.
Equity Compensation for Companies Staying Privately Owned: Plan Design, Liquidity, and Compliance
March 7, 2017 :: Santa Clara, California
About This Meeting
For years, the standard thinking has been that companies will want to go public or, much more likely, be sold to an eager buyer, within a few to several years of starting. But more and more companies want to stay private for many years or even indefinitely. But how can these companies get liquidity for their employees and investors and stay private? This meeting will focus on practical solutions, such as redeeming shares, internal markets, secondary markets, and sales to an employee stock ownership plan. It will also explore best practices in plan design, administration, and communications in entrepreneurial companies.
March 7, 2017
Corey Rosen, NCEO, and Dee Crosby, Certified Equity Professional Institute
Figuring Out the Right Goals for Equity and Liquidity
Dan Walter, Performensation
Forms of Equity Compensation
Steve Fackler, Gibson, Dunn & Crutcher, LLP
Options for Making Equity Liquid
Corey Rosen, NCEO
Tax and Legal Issues for Liquidity Options
Alison Wright, Hanson Bridgett LLP
Lunch with Guest Speaker
Emma Peck, Engine
ESOPs and Liquidity
Bryan J. Golden, Private Capital Corporation
Administering an Equity Plan
Michael Craig, Computershare
Making It Work: How Much to Share; Who to Share It With; and How to Make Sure They Understand It
Michael Craig works for Computershare’s Private Markets Group. Michael handles customer activity for West Coast firms, including pre-IPO firms, crowd-funding portals, and firms seeking Reg A+ funding. Computershare is the leading provider of transfer agent services for thousands of firms worldwide. Prior to joining Computershare, Michael worked in corporate banking and corporate finance, and also sold fintech software and services.
Certified Equity Professional Institute
Dee is currently the senior director of certificates and certification in the Leavey School of Business at Santa Clara University. As one of her primary responsibilities in this role, Dee leads the Certified Equity Professional Institute (CEPI). She is responsible for the marketing and development of the CEP program, annual CEP Symposium, and the research efforts of the CEPI. Dee coordinates an extensive volunteer base of subject matter experts in defining course curriculum, test development and standard setting, to ensure that the CEP program meets rigorous certification standards. Dee joined the CEPI in 2004 as the program manager, and has been instrumental in making the CEP Symposium a premier industry event. In addition to the CEPI, she is responsible for the Certificate of Advanced Accounting Proficiency (CAAP) Program. Dee is a frequent speaker at industry events including the Annual NASPP Conference, NECF and local NASPP and GEO chapter events.
Stephen W. Fackler
Gibson, Dunn, and Crutcher LLP
Stephen is co-chair of Gibson Dunn’s executive compensation and employee benefits group located in Palo Alto, CA. He advises public and private companies, private equity funds and boards of directors on a wide range of compensation and benefits matters. He also regularly advises senior executives and management teams on employment, stock ownership and severance issues. He is regularly recognized as among the most accomplished attorneys in the nation in his field. Stephen received his law degree from Stanford. He earned an honours B.A. from St. Johns’ College, Oxford. He completed his undergraduate education at Harvard where he graduated magna cum laude, Phi Beta Kappa.
Bryan J. Golden
Private Capital Corporation
Bryan is managing director of Private Capital Corporation, specializing in Comprehensive Perpetuation PlanningTM, helping clients plan for liquidity, broadened ownership, and tax-favored succession plans. He has extensive corporate management experience, founded a manufacturing company, and was a founder of an early, large ESOP company. He holds a BS in engineering from Seattle University and an MS in systems management from USC. He is a frequent speaker at NCEO and ESOP Association events.
As policy analyst, Emma helps formulate Engine’s positions on a range of issues impacting startups and entrepreneurs, including immigration, access to capital, telecommunications, data security, IP and education. Prior to Engine, Emma worked on technology and telecommunications policy in Washington, D.C. for Senator Mark Warner (D-VA). She is originally from Richmond, VA and is a graduate of the University of Virginia.
National Center for Employee Ownership
Corey Rosen founded the National Center for Employee Ownership in 1981 after working five years as a professional staff member in the U.S. Senate, where he helped draft legislation on employee ownership plans. Prior to that, he taught political science at Ripon College. He is the author or co-author of over 100 articles and numerous books on employee ownership. He has a Ph.D. in Political Science from Cornell University. He currently serves on a number of ESOP company boards.
Dan is the president and CEO of Performensation. Dan has assisted companies for more than 20 years with both executive and broad-based compensation programs. Dan’s expertise includes equity compensation, executive programs, performance-based pay and talent management issues. His experience with these programs includes: diagnosis, design, communication, administration and reporting. Dan’s career has also included creating software solutions, administrative and technological best practices for these programs. Dan does dozens of presentations a year, combining humor and technical expertise into accessible and practical information.
Hanson Bridgett LLP
Alison is a partner in the San Francisco office of Hanson Bridgett LLP. Alison’s practice focuses on the tax, securities, and ERISA aspects of executive and equity compensation (including nonqualified deferred compensation plans, stock compensation plans, and ESOPs). It also includes traditional employee benefit plans—401(k) and other retirement plans—health and welfare plans, and cafeteria plans.
The meeting will be held held at Santa Clara University in the Benson Memorial Center, 500 El Camino Real, Santa Clara, CA 95053. For hotel reservations we suggest using an online travel site.
All meeting registrations must be prepaid.
NCEO members: $95.00 per person through February 28 and $130.00 thereafter. Since it is March 2, the $130.00 price applies. (If you are not an NCEO member but join when you register, you will receive the member price.)
Nonmembers: $120.00 per person through February 28 and $155.00 thereafter. Since it is March 2, the $155.00 price applies.
Continuing Education Credit
The National Center for Employee Ownership (NCEO) is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.learningmarket.org.
This program is a “group-live” offering and provides 7.00 hours of CPE credit for accountants in the area of “specialized knowledge and applications.” The material is basic level. No prerequisites or advanced preparation is needed. For more information regarding administrative policies such as complaint and refund, please contact the NCEO at 510-208-1300.
CEP Credit for Certified Equity Professionals
This program has been approved for 6.00 hours toward the ongoing education requirements of the Certified Equity Professional Institute at the Leavey School of Business, Santa Clara University. For more information about certification and continuing education, please visit the CEPI home page at http://www.scu.edu/business/cepi/.
This program is valid for 6.00 PDCs for the SHRM-CPSM or SHRM-SCPSM.
A full refund will be issued, less a $35 administrative fee, if the request is received by the close of business on February 8, 2017. Cancellations made after that date and before our guarantee date of February 28, 2017, will be eligible for credit toward another program, minus a $35 administrative fee. Those canceling on or after the guarantee date will not receive a paper credit or a refund.