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Executive Compensation and Employee Benefits Attorney

Victoria advises executives, management teams and companies on the compensation structure underpinning important M&A matters, critical employee retention issues and leadership transitions: including equity awards, deferred compensation plans, executive contracts and transaction-related benefits issues. With more than 25 years experience representing both companies and individuals, Victoria approaches each matter with a clear understanding of where the pressure points will be, how they are typically resolved and what are the unique market standards for this area.

Victoria handles executive compensation across the employment lifecycle. She negotiates employment agreements and change-in-control protections, advises on equity and incentive arrangements, structures nonqualified deferred compensation plans and addresses tax-sensitive issues under Sections 409A and 280G. Executives turn to her during pivotal transitions with long-term implications, such as joining a new company, navigating an acquisition, exiting a leadership role or stepping into a board position.

Private equity sponsors, portfolio companies, venture-backed growth businesses and public companies rely on Victoria’s practical understanding of what is customary, what is defensible and where flexibility exists. She helps emerging companies design equity programs that can scale responsibly, with a special focus on LLC and partnership profits interests and carried interests and she counsels established businesses on maintaining and adjusting compensation structures over time.

Strategic M&A compensation counsel

At Cohen & Buckmann, Victoria plays a senior role in overseeing the firm’s M&A benefits support work, guiding teams through complex compensation matters and ensuring continuity after closing. She has worked on hundreds of transactions throughout her career, including in a large national firm environment where each deal brought its own unique facts and pressures.

Victoria frequently collaborates with deal counsel on both the buyer and seller side, serving as an experienced benefits advisor in transactions for firms without dedicated executive compensation depth. She operates with an eye toward resolution rather than simply identifying compensation and benefits risks, helping clients avoid leaving unresolved matters for a future sale.

A cross-border perspective

Victoria maintains longstanding relationships with international counsel and regularly advises on compensation arrangements involving foreign companies entering the U.S. market and executives working across jurisdictions. Her experience coordinating cross-border issues helps clients anticipate regulatory and tax considerations that might otherwise be overlooked.

An advisor who knows how organizations operate

Victoria holds a master’s degree in social psychology, which informs her understanding of organizational dynamics and executive decision-making. This formal training and years of working closely with HR professionals and management teams have given Victoria deep insights into how compensation structures function within companies, not just in legal documents.

Known for explaining complex rules in plain language, Victoria manages expectations without unnecessary posturing. She listens first, clarifies objectives and develops solutions aligned with business realities and personal goals.