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Haynes and Boone

Susan A. Wetzel

Susan A. Wetzel



  • 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.

WSG Leadership

ABA Group
Susan Wetzel is the chair of the Employee Benefits and Executive Compensation Practice Group. She counsels employers, executives and members of corporate boards regarding design, implementation, and compliance issues relating to retirement plans, welfare plans, employee benefits, executive compensation, and mergers and acquisitions. She has provided legal advice regarding the employee benefit issues in over 800 mergers and acquisitions throughout her career. Susan's experience also includes, among other things, assisting U.S.-based clients with the design and implementation of equity incentive plans for the benefit of their globally-based employees. She is a frequent speaker on employee benefits issues at seminars for human resources groups, bar associations, individual companies, and continuing education seminars.

Susan is a contributor to Haynes and Boone's Practical Benefits Lawyer blog, which discusses issues and developments in the areas of employee benefits and executive compensation.

Bar Admissions



J.D., Ohio Northern University, 1997, with honors
B.B.A., Western Michigan University, 1994, magna cum laude
Areas of Practice

Employee Benefits and Executive Compensation | Employee Benefits M&A | ERISA and Other Benefits Litigation | ESOPs and Other Stock-Based Plans | Executive and Incentive Compensation | Family Office | Financial Regulatory | Government Audits and Investigations | Healthcare and Life Sciences | Investment Management | Plan Fiduciaries Counseling | Privacy and Data Security | Retirement Plans

Professional Career

Significant Accomplishments

Advising clients regarding ERISA and employee benefit issues in mergers and acquisitions, acting as counsel to both buyers and sellers, including transactions involving benefit and equity issues in the United States, France, the United Kingdom, Finland, Singapore, China, Japan, the Netherlands, Switzerland, the Czech Republic, and the Slovak Republic.

Advising clients regarding the design and implementation of all types of tax qualified plans, including defined benefit plans, Section 457(b) plans, Section 457(f) plans, and Section 401(k) plans.

Counseling clients regarding tax compliance and regulatory issues associated with fully-insured and self-funded health plans, VEBAs and MEWAs, including the impact of health care reform on plan documents and operations.

Assisting clients with benefits issues relating to inbound and outbound transactions, including Internal Revenue Code Section 409A issues relating to expatriate allowances, tax equalization programs, foreign benefit plans, and equity awards to foreign-based employees.

Negotiating executive employment and severance agreements, acting as counsel to both executives and employers, and counseling clients regarding issues under Internal Revenue Code Sections 162(m), 280G and 409A.

Designing and implementing all types of equity compensation plans, including stock options, restricted stock, phantom stock, and stock appreciation rights.

Counseling plan sponsors regarding how the HIPAA privacy and security regulations affect their group health plans and drafting forms, policies and procedures to assist group health plans in complying with the HIPAA privacy and security regulations.

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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