Teresa Napoli advises public and private companies on the full lifecycle of employee benefit and executive compensation arrangements. She has substantial experience in the manufacturing, aviation and life sciences sectors, and a philosophy that clients are best served by practical, timely guidance that balances business needs and legal requirements.

Teresa counsels her clients on the design, implementation, and ongoing administration and compliance of a broad range of programs, with a particular focus on tax-qualified and nonqualified retirement plans, including defined contribution and defined benefit pension plans. She also advises her clients on the tax, fiduciary and contracting aspects of strategic plan terminations and other pension risk transfers such as annuity buyout transactions. She partners with fiduciaries of employee benefit plans to develop robust fiduciary training and ongoing plan governance structures. Her experience includes significant representations before government agencies, including the Internal Revenue Service, the Department of Labor and the Pension Benefit Guaranty Corporation.

Teresa also structures and negotiates employment and separation agreements, and provides strategic guidance on executive compensation matters including severance and retention plans, and equity and cashbased incentive arrangements such as stock options, restricted stock, restricted stock units, phantom equity, and employee stock purchase plans.

She frequently advises clients in corporate transactions, addressing compensation and benefits considerations in mergers, acquisitions, and other strategic events, as well as related employee integration efforts.

Teresa is the chairperson of the ABA Joint Committee on Employee Benefits and frequently speaks on matters relating to employee benefits and fiduciary governance.

Teresa’s expertise touches tax and regulatory frameworks governing benefit and compensation arrangements, including Sections 280G, 401, and 409A of the Internal Revenue Code.