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Haynes and Boone

Scott Thompson

Scott Thompson



  • Employee Benefits and Executive Compensation
  • Employee Benefits M&A
  • ERISA and Other Benefits Litigation
  • ESOPs and Other Stock-Based Plans

WSG Practice Industries


Haynes and Boone
Texas, U.S.A.

Scott Thompson leverages more than seven years of prior work experience as a human resources and executive recruiting professional to deliver practical employee benefits and executive compensation legal advice from a client’s point of view.

Scott frequently assists clients in corporate transactions, representing both buyers and sellers, by identifying and correcting employee benefit plan issues (such as retirement plan qualification failures and compliance with Sections 409A and 280G of the Internal Revenue Code) as well as negotiating and drafting the purchase agreement and other transaction-related documents. In addition, Scott advises clients on payroll and unemployment tax complexities and potential issues that may arise when employee groups are consolidated with or transferred to another entity in connection with a corporate transaction, business consolidation, or reorganization.

Whether representing an employer or an employee, Scott often assists clients with the compensation and benefits provisions of employment agreements. Scott is knowledgeable in numerous types of executive compensation plans, including incentive, bonus, change in control, retention, and severance plans. Scott acts as counsel to both public and private companies in the implementation and administration of their executive compensation, employee stock ownership plans (ESOPs), and equity plans, including preparing plan documents, award agreements, and related filings with the U.S. Securities and Exchange Commission.

Scott also assists clients by ensuring their health plans are compliant with the latest regulations issued under the Affordable Care Act and HIPAA and that their retirement plans have been amended to comply with the Internal Revenue Code and ERISA.

Scott serves as co-chair of the firm's LGBTQ and Allies committee and as a member of the firm's entry level hiring committee.

Bar Admissions

Texas, 2012


J.D., Texas Wesleyan University School of Law, 2012, summa cum laude; Order of the Barristers; Order of Scribes; Managing Editor, Texas Wesleyan Law Review
B.A., Political Science, Texas A&M University, 1995
Areas of Practice

Employee Benefits and Executive Compensation | Employee Benefits M&A | ERISA and Other Benefits Litigation | ESOPs and Other Stock-Based Plans

Professional Career

Significant Accomplishments

Advising clients (both buyers and sellers) in corporate transactions regarding employee benefits and compensation issues under ERISA and Sections 280G and 409A of the Internal Revenue Code.

Assisting clients in resolving disputes with the Internal Revenue Service and Texas Workforce Commission seeking tens of thousands of dollars in additional taxes and penalties for alleged payroll and unemployment tax compliance failures.

Advising clients with the correction of tax qualified plan failures through the Employee Plans Compliance Resolution System issued by the Internal Revenue Service and the Voluntary Fiduciary Correction Program issued by the United States Department of Labor.

Advising clients with deferred compensation arrangements regarding issues and compliance under Internal Revenue Code Section 409A.

Advising clients regarding the design, implementation, operation, and compliance of equity and equity-based compensation plans, including stock options, stock appreciation rights, restricted stock, restricted stock units, and phantom stock.

CARES Act Relief Checklist: Considerations in Deciding What Relief is Right for Your Business
Haynes and Boone, April 2020

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) offers relief to businesses affected by COVID-19 through various programs, including forgivable loans and federal income tax credits. However, the CARES Act prevents businesses from claiming certain benefits that are considered duplicative...

Employee Benefits/Executive Compensation Changes Made by the CARES Act
Haynes and Boone, March 2020

Employee Benefits Newsletter March 31, 2020 Authored by: Alexis Blair, Cathy Currie, Kirsten Garcia, Jesse Gelsomini, Brian Giovannini, Tyler Hubert, Chris Kang, Charles Plenge, Scott Thompson, Tiffany Walker, and Susan Wetzel EMPLOYEE BENEFIT/EXECUTIVE COMPENSATION CHANGES MADE BY THE CARES ACT On March 27, 2020, Congress passed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”)...

COVID-19 Employee Benefit and Executive Compensation Questions
Haynes and Boone, March 2020

In light of the recent economic developments stemming from the COVID-19 pandemic, many employers are evaluating their employee benefit plans and how employee and employer costs will be impacted. The following summary provides a list of questions we have been receiving from clients over the past week, along with action items to help employers address these issues. Health and Welfare Plans and Fringe Benefits 1...


Haynes and Boone Blogs
Haynes and Boone 

Haynes and Boone Blogs includes the Firm Blog, IP Beacon: Patent Law Review, Practical Benefits Lawyer, Texas Insurance Academy and The Dec Sheet-Insurance Law

WSG's members are independent firms and are not affiliated in the joint practice of professional services. Each member exercises its own individual judgments on all client matters.

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