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Tag Archives: 409A

Business owner and executives comparing phantom stock, stock options, and equity options in a boardroom meeting

Every business owner I sit down with eventually asks some version of the same question: "How do I make my best people think like owners without actually making them owners?" For most closely held companies, it comes down to phantom stock vs stock options vs real equity.

That question has more than one answer. And most of the confusion I see in the market comes from owners who have heard four different terms — stock options, restricted stock, SARs, phantom stock — used almost interchangeably by four different advisors. They are not the same thing. They do not carry the same risks. And picking the wrong one is expensive to unwind.

So let's put them side by side.

Start with the real question


Before weighing phantom stock vs stock options (or anything else), get clear on what you are actually trying to solve. In my experience it is almost always one of three things:

  1. Retention. You have one to three people whose departure would genuinely hurt, and you want a reason for them to stay.

  2. Alignment. You want their financial outcome tied to enterprise value, not to this year's revenue number.

  3. Succession. You are building toward an exit and you need a management team that survives the transaction.


The instrument you choose should follow from the answer. If you're not sure which of these is driving you, my pillar piece on creating an ownership feel without giving away the farm walks through that diagnostic in more depth.

The four main options


Phantom stock vs stock options: owners and executives weighing equity alternatives in a boardroom

Real equity (restricted stock or direct grants)


The executive becomes an actual shareholder. They get a certificate, a seat at the cap table, and, depending on your governance documents, voting rights. Could be done through Restricted Stock Units.  For more information on RSU's: Click Here

Upside: Nothing signals commitment like the real thing. It's also the cleanest story to tell a recruit.

Downside: Dilution is permanent. You inherit minority shareholder obligations, information rights, and fiduciary duties. Every strategic decision now has an audience. And if that person leaves — or divorces, or dies — you are living inside your buy-sell agreement, hoping you drafted it well.

Best fit: True partnership tracks in professional firms, or a co-founder who was always going to be a co-founder.

Stock options


The executive gets the right to buy shares later at today's price.

Upside: No cash outlay for the company at grant. Genuine upside participation.

Downside: In a closely held company, options are often a promise the executive can't cash. There's no market for the shares. Exercising means writing a check for stock they cannot sell. Meanwhile you still face eventual dilution, and you carry the valuation and administrative burden the whole time.

Best fit: Companies with a realistic liquidity path — a planned sale, a strategic buyer, or a market for the shares.

Stock appreciation rights (SARs)


A cash (or stock) payment equal to the growth in share value from grant to exercise. No purchase required.

Upside: Pure upside participation with no check to write and no cap table change.

Downside: SARs reward appreciation only. If your company is a stable, profitable, slow-growth enterprise, a SAR may pay very little even though the executive is doing exactly what you hired them to do.

Best fit: Growth-stage companies where enterprise value is the scoreboard.

Phantom stock


A contractual promise to pay cash in the future, tied to the value of a notional number of shares. No stock is issued. No dilution. No voting rights.

Upside: You keep 100% of control while the executive's economics move with yours. The plan is private — you are not publishing your cap table to your management team. Design is flexible: full value or appreciation only, vesting on time or performance, payment at a liquidity event or on a schedule.

Downside: It is a company liability, not a share of the company. That liability needs funding (more on that below), and the payout is ordinary income to the employee rather than capital gain.

Best fit: Closely held businesses where the owner is not ready — and may never be ready — to share the cap table. This is the category most of my clients land in, which is why I wrote the full phantom stock overview as a standing resource.

Phantom stock vs stock options vs real equity at a glance


Phantom stock vs stock options vs real equity comparison reviewed on a financial chart




































































Real equity Stock options SARs Phantom stock
Dilutes ownership Yes Yes, at exercise No No
Voting rights Usually At exercise No No
Employee cash required Sometimes Yes No No
Company cash required No No At payout At payout
Rewards total value Yes Appreciation only Appreciation only Your choice
Employee tax treatment Often capital gain Varies Ordinary income Ordinary income
Governed by IRC 409A Generally no Often exempt if structured properly Often, depending on design Yes
Reversible if it isn't working Difficult Difficult Moderate Easiest

That last row deserves more attention than it usually gets. Equity is close to permanent. A phantom plan is a contract you designed, and the next plan can be designed differently.

Two things owners underestimate


The funding problem. A phantom stock plan creates a future obligation — one of the biggest practical differences in phantom stock vs stock options, where the employee, not the company, puts up cash at exercise. If the company doubles, so does what you owe. Owners who ignore this end up successful and cash-poor at the same time. Properly structured corporate owned life insurance can pre-fund the liability and, in many designs, deliver full cost recovery over the life of the plan.

IRC 409A. Phantom stock is deferred compensation, and the IRS treats it accordingly. Vague valuation methods, flexible payment timing, or informal amendments can trigger immediate taxation to the employee plus a 20% penalty — a spectacular way to turn a retention tool into a resentment tool. Our 2026 guide to 409A compliance covers what the rules actually require.

Phantom stock vs stock options: how to choose


Ask three questions, in order:

  1. Am I willing to have this person as a legal co-owner ten years from now? If no, you are choosing among SARs and phantom stock, and the conversation gets much simpler.

  2. Do I want to reward total company value, or only the growth from here? Full-value phantom units reward the former. SARs and appreciation-only phantom units reward the latter.

  3. How will I pay for it? If you don't have an answer, you don't have a plan yet — you have an intention.


Most closely held business owners who work through those three questions honestly arrive in the same place. They want the alignment without the entanglement. That is precisely what phantom stock was built to do, and it's the core of what we call The Perfect Plan®.
Business owner and key employee agreeing on a phantom stock vs stock options retention plan

Ready to compare these against your actual numbers?



A side-by-side chart is useful. A design built around your valuation, your key people, and your exit timeline is better. If you'd like to see how each of these would look inside your business, schedule a conversation — bring your coffee and your questions.




Matt Schiff is the President of Schiff Executive Benefits and the host of The Perfect Plan® Podcast. He specializes in helping business owners navigate the complex world of executive retention and benefit security.

Related Resources





Free Download: Phantom Stock vs. Stock Options vs. Real Equity Checklist


A side-by-side checklist for comparing phantom stock, stock options and real equity on dilution, control, taxes and 409A exposure.


Download the Free PDF





409A Deferred Compensation Plans: The Short Answer


IRC Section 409A is the federal tax rule that governs nonqualified deferred compensation (NQDC). It controls three things: when an executive must elect to defer pay, when that pay may be distributed, and the narrow circumstances in which the schedule can change. If a plan fails 409A — either in how it is written or in how it is operated — the executive is taxed immediately on all deferred amounts, owes an additional 20% federal penalty tax, and owes premium interest. The penalty falls on the employee, not the company.



  • Statute: IRC §409A, enacted in the American Jobs Creation Act of 2004.

  • Who it covers: NQDC and SERPs, 401(k) mirror plans, phantom stock and SARs, and some severance and bonus arrangements.

  • Penalty for failure: immediate income inclusion, a 20% additional federal tax, plus premium interest — and state penalties in some states.

  • Related statutes: IRC §101(j) governs the tax‑free treatment of the life insurance often used to fund these plans. ERISA’s “top‑hat” exemption keeps the plan out of the qualified‑plan rulebook.

  • New for 2026: the One Big Beautiful Bill Act changed how §162(m) applies across an aggregated group, and broadened the §4960 excise tax for tax‑exempt employers.




The only certainty in business is change, and for the American executive the most daunting change is often the shifting sand of tax law. Nowhere is that more true than with 409A deferred compensation plans, where the rules governing how you reward your top performers matter as much as the rewards themselves. In a world where talent is the ultimate currency, a reward that triggers a massive tax penalty is not a reward. It is a liability.



This guide covers what Section 409A is, which arrangements it reaches, what a failure actually costs, how the funding and ERISA rules fit around it, and what changed for 2026. It is the technical companion to our complete guide to NQDC executive benefits, which covers plan design and selection rather than compliance. If you are earlier in the process and weighing whether an executive benefit plan is the right move at all, start with our executive benefits guide for business owners.



What Is IRC Section 409A?



At its simplest, IRC Section 409A is the set of federal tax rules governing nonqualified deferred compensation.



Before 2004, the rules around when an executive could defer pay — and when they had to take it — were comparatively loose. Following the corporate scandals of the early 2000s, Congress enacted Section 409A as part of the American Jobs Creation Act of 2004. The intent was to stop executives from manipulating the timing of income to avoid tax, or pulling money out of a plan just before a company hit trouble.



Section 409A dictates three things:




  1. When you must decide to defer. Generally the election must be made in the year before the compensation is earned. For a new participant there is a narrow 30‑day window, and for certain performance‑based compensation a six‑month window.

  2. When the money can be paid. The plan must fix a payment schedule or a permissible triggering event — separation from service, a specified date, death, disability, change in control, or unforeseeable emergency — at the outset.

  3. No acceleration and no “haircuts.” An executive cannot simply change their mind and take the cash early, and the old practice of forfeiting a percentage in exchange for early access is not permitted.



Everything else in 409A practice follows from those three ideas. Most failures we see are not exotic. They are a missed election deadline, a payment trigger that was never defined precisely, or a plan document that says one thing while the payroll system does another.



What Types of Plans Does 409A Impact?



The reach of 409A is longer than most owners expect. It is not limited to retirement plans. It applies to almost any arrangement in which an employee has a legally binding right in one year to compensation payable in a later year.



Nonqualified deferred compensation and SERPs



Whether it is a 401(k) mirror plan or a supplemental executive retirement plan, if income is being deferred to a later date you are in 409A territory. This is the core of executive benefits, and it demands strict adherence to election timing, whether the deferral is the executive’s own or an employer‑funded discretionary credit. Mirror plans are especially relevant now that the 2026 401(k) elective deferral limit is $24,500, with an $8,000 catch‑up at age 50 and up. For an executive earning $400,000, a qualified plan alone barely moves the needle.



Phantom stock and stock appreciation rights



If you are giving key people the ownership feel without actual equity, through phantom stock or SARs, those plans have to be structured carefully. If the payout does not align with a 409A‑permissible trigger, the tax consequence lands on the executive you were trying to reward.



Severance agreements



Many owners are surprised that severance can trigger 409A. If the payout extends beyond the short‑term deferral window — generally two and a half months after the end of the year in which the right vests — the arrangement can be treated as deferred compensation. Separation agreements negotiated quickly, under pressure, are a common source of accidental exposure.



Bonuses and commissions



A bonus earned in one year but paid more than two and a half months into the next can inadvertently become a 409A arrangement. Without the right documentation, that accidental deferral becomes a compliance problem nobody intended to create.



The Cost of Getting It Wrong



In most tax scenarios, if the company makes a mistake, the company pays. Section 409A is the rare rule where the penalty falls almost entirely on the employee.



If the IRS determines a plan has failed — either a documentary failure in how it was drafted or an operational failure in how it was administered — the consequences compound:




  • Immediate taxation. All amounts deferred under the plan, and under all similar plans of the same employer, become taxable at once, whether or not the executive has the cash in hand.

  • A 20% additional tax. On top of ordinary income tax, the executive owes an additional 20% federal tax on the included amount.

  • Premium interest. Interest is charged at the underpayment rate plus one percentage point, calculated from the year the amount first vested.

  • State penalties. Several states add their own layer. California has historically imposed an additional state‑level penalty on 409A failures.



Consider what that means in practice. Telling your most valuable vice president that they owe a six‑figure tax bill today, on money they were not supposed to touch for another decade, is a retention event in the wrong direction. It is the precise opposite of what the plan was built to accomplish.



If a plan has already failed



A failure is not always fatal. The IRS maintains correction programs that can reduce or eliminate the penalty if the problem is caught and fixed in time — Notice 2008‑113 for operational failures and Notice 2010‑6 for document failures. Both are unforgiving about timing, which is why an annual review matters more than a perfect document. We cover the mechanics in detail in 409A corrections: fixing document and operational errors.



Split Dollar and REBA: Are They in 409A Scope?



One of the strategies we use most often is the restricted executive bonus arrangement, frequently built with a split dollar structure. Owners reasonably ask whether 409A applies.



The answer depends on how the arrangement is built. Loan regime split dollar, where the company lends the executive the premium for a life insurance policy, is generally outside 409A because the advances are treated as loans rather than deferred compensation. But if the arrangement includes a promise to forgive the loan later, or provides a fixed payout that functions like a pension, it can cross into 409A jurisdiction.



This is why a cookie‑cutter template is a poor idea here. If a split dollar program has never been reviewed for 409A exposure, the golden handcuffs can become a liability for the executive they were meant to retain.



IRC 101(j): Keeping the Funding Tax‑Free



Many companies fund deferred compensation liabilities with corporate‑owned life insurance. COLI is efficient: cash value grows tax‑deferred, and the death benefit can eventually recover the company’s cost. To keep that death benefit tax‑free, the employer has to satisfy IRC §101(j).



Compliance is simple in theory and missed often in practice. It requires all of the following, before the policy is issued:




  • Notice. The employee must be notified in writing that the employer intends to insure their life, and of the maximum face amount for which they could be insured.

  • Consent. The employee must consent in writing to being insured, and acknowledge that coverage may continue after employment ends.

  • Timing. Notice and consent must both be completed before issue. This cannot be cured afterward.



Failure to satisfy §101(j) converts a tax‑free death benefit into taxable income to the employer. When we review an existing COLI portfolio, the notice and consent file is the first thing we ask for, because it is the one defect that cannot be fixed retroactively. Our COLI FAQs cover the funding side in more depth.



ERISA and the “Top‑Hat” Lane



Although NQDC plans are nonqualified, they remain subject to parts of the Employee Retirement Income Security Act. To avoid ERISA’s funding, vesting and participation requirements, an NQDC plan must qualify as a top‑hat plan.



A top‑hat plan is maintained primarily to provide deferred compensation for a select group of management or highly compensated employees. To hold that status, the sponsor should:




  • Limit participation to employees who genuinely have the position and bargaining power to influence the design of their own arrangement.

  • File a top‑hat statement with the Department of Labor within 120 days of adopting the plan.

  • Keep the group small as the company grows. Eligibility that drifts downward over time is one of the more common ways this exemption is quietly lost.



Staying in the top‑hat lane preserves the flexibility that makes NQDC attractive in the first place. Without the exemption, your executive plan would have to follow the same rigid rules as your broad‑based 401(k).



What the One Big Beautiful Bill Act Changed for 2026



The landscape shifted with the One Big Beautiful Bill Act, signed in July 2025. Two changes matter directly for deferred compensation, and both apply to tax years beginning after December 31, 2025.



Public companies: the aggregated group under §162(m)



Section 162(m) caps a publicly held corporation’s compensation deduction at $1 million per covered employee. The Act replaced the prior affiliated‑group approach with a statutory aggregated group definition, and added rules allocating that single $1 million limit among members of the group based on what each paid the employee.



The practical effect is that compensation can no longer be spread across related entities to multiply deductions. For organizations that relied on that structure, the loss of deduction on cash compensation makes properly designed deferred compensation more valuable, not less.



Tax‑exempt organizations: the broader §4960 excise tax



The effect on tax‑exempt employers is more significant. Section 4960 imposes a 21% excise tax on remuneration over $1 million. Previously it reached only the five highest‑paid employees. Under the Act, it now reaches compensation paid to any employee or former employee who was employed in a tax year beginning after December 31, 2016 — whether or not that person would have been a covered employee under the old rule.



For a nonprofit, this turns a deferred compensation distribution into a potential excise tax event years after the executive has left. Because deferred amounts are often paid in a single year, a distribution can push an individual over $1 million in a year when their cash salary was modest. We work through the nonprofit case specifically in 457(b) vs 457(f): nonprofit deferred compensation.



Understanding what counts as recognized compensation is the key to both. For public companies it is about managing the corporate deduction. For tax‑exempt organizations it is about avoiding an excise tax bill that would otherwise have funded the mission.



Where Our Technical Perspective Comes From



I am Matt Schiff, and for over two decades I have worked on these structures. In 2003 and 2005 I served as a member of the AALU’s NQDC Committee alongside Michael Goldstein. In that role I was part of the industry dialogue with the IRS and Treasury while the regulations governing 409A and 101(j) were being written, and I contributed technical input during that process.



That matters because it is the difference between reading a regulation and understanding what it was trying to accomplish. The gray areas in 409A are where plans succeed or fail, and intent is often the only guide.



On The Perfect Plan® Podcast I sat down with Dan Hogans, who was at the U.S. Treasury Department and worked on the 409A regulations, to talk through the regulatory history and how these rules interact with split dollar and corporate structures. You can watch that conversation here. If you want the reasoning behind the rules rather than a restatement of them, it is the best hour we have recorded.



The Five “What Ifs”



Compliance is the floor, not the goal. When we sit down with an owner, we start with the questions that actually define what happens to the business:




  1. Succession. Are you prepared to be in business with a widow?

  2. Buy‑out. Is there a clear, funded plan for a business buy‑out?

  3. Retention. What happens if your top talent leaves for a competitor?

  4. Efficiency. Can you replace a senior executive at a cost you have actually budgeted for?

  5. Security. Is your team — or are you — at risk of running out of money in retirement?



A plan that answers those five questions and also complies with 409A is worth building. A plan that complies with 409A and answers none of them is just paperwork.



How We Build It



We do not sell products off a shelf. We reverse‑engineer the solution from the goal backward, and we do it alongside the advisors you already trust — your accountant, your attorney and your TPA. Our role is the technical bridge between what you want the plan to do and what the code allows it to do.



That collaboration is deliberate. An executive benefit plan that conflicts with your existing tax position or your buy‑sell agreement is not a benefit. It is a future problem with a funding schedule. We would rather spend an hour with your CPA at the design stage than explain a correction filing later.



Compliance is also not a one‑time event. Plans drift. Eligibility expands, payroll systems get replaced, a payment gets made a quarter early because someone was trying to be helpful. An annual review is the least expensive part of this entire exercise.



Frequently Asked Questions About 409A



What happens if a 409A plan fails?


All deferred amounts under that plan and similar plans become immediately taxable to the executive, who also owes an additional 20% federal tax plus premium interest at the underpayment rate plus one percentage point. Some states add their own penalty. The employer’s exposure is generally limited to reporting and withholding obligations, which is why 409A is unusual among tax rules.



Who does Section 409A apply to?


It applies to service providers with a legally binding right to compensation payable in a later year. That includes employees, and also directors and certain independent contractors. It is not limited to the five highest‑paid people or to public companies.



Is a 401(k) subject to 409A?


No. Qualified plans, including 401(k) and 403(b) plans, are excluded from 409A. The rule exists for nonqualified arrangements. A 401(k) mirror plan, despite the name, is nonqualified and is fully subject to 409A.



When must a deferral election be made?


Generally by December 31 of the year before the year in which the compensation is earned. Newly eligible participants have 30 days from first becoming eligible. Certain performance‑based compensation can be deferred up to six months before the end of the performance period.



Does 409A apply to severance pay?


It can. Severance paid within the short‑term deferral window, generally two and a half months after the end of the year in which the right to it vests, is usually outside 409A. There are also separation‑pay exceptions tied to a multiple of compensation. Severance that is paid out over a longer period often is subject to 409A, and the agreement needs to be drafted accordingly.



Can a 409A failure be corrected?


Sometimes. IRS Notice 2008‑113 addresses operational failures and Notice 2010‑6 addresses document failures. Both impose strict deadlines, and relief generally shrinks the longer the problem goes undetected. Correction in the same year as the error is far cheaper than correction two years later.



Is deferred compensation protected if the company goes bankrupt?


No. An NQDC plan is an unsecured promise to pay, and that is a structural requirement rather than an oversight. If the assets were formally set aside for the executive’s benefit, the deferral would not work for tax purposes. Participants are general creditors. This is the single most important thing an executive should understand before deferring a large share of their pay.



What is the difference between 409A and a 409A valuation?


They are related but distinct. This article concerns deferred compensation timing rules. A “409A valuation” is the independent appraisal a private company obtains to set the fair market value of its common stock, so that stock options are not granted below fair market value and do not create a 409A problem. Same statute, different application.



Next Steps



If you want to know how your current program holds up against the 2026 landscape, or you are designing one from scratch, there are three useful places to start:




  • Understand what is at stake. Use our RISR valuation tool to establish what the business is actually worth before deciding what to protect.

  • Review the design options. Our guide to NQDC executive benefits covers plan types, funding and selection. If you are choosing between structures, SERP vs NQDC is the shorter read.

  • Have the conversation. Book a meeting and we will walk your existing documents with you.



Sit back, grab your coffee, and let’s plan for the future together. Let’s make sure your plan is more than a promise — let’s make it The Perfect Plan®.







Free Download: Introduction to NQDC Resource Guide


An introduction to nonqualified deferred compensation plans.


Download the Free PDF




Business executives in a strategic meeting in a modern office, representing leadership a company wants to reward and retain


What Are Executive Benefits?


Executive benefits are specially designed compensation and retirement strategies that go beyond the standard, broad-based plans every employee receives. Where a 401(k) or group insurance plan is built for the whole workforce, executive benefits are built for the small group of people who drive most of a company’s value — the owners, founders, and key leaders you cannot afford to lose. They let a business reward, retain, and retire its most important people on a selective, flexible basis that qualified plans simply do not allow.


Why Business Owners Need More Than a 401(k)


Qualified retirement plans come with strict limits. Contribution caps, nondiscrimination testing, and coverage rules are designed to spread benefits evenly across all employees — which is exactly the problem when you want to do something extra for a handful of key people. A high earner often finds that a 401(k) replaces only a fraction of their income in retirement, leaving a significant gap. Executive benefits exist to close that gap and to give owners a tool they fully control: who participates, how much, and on what terms.


Confident professional woman in a blue suit, representing the key executive talent a business owner needs to retain


The Real Problem: Keeping Your Best People


Your most valuable executives are also the most recruitable. Competitors know who they are, and a strong leader walking out the door can take clients, institutional knowledge, and momentum with them. The right executive benefit creates “golden handcuffs” — a meaningful, often vesting, financial reason for a key person to stay and keep building with you. Retention is not about paying more today; it is about designing a future reward that is hard to walk away from.


The Main Types of Executive Benefits


There is no single “best” executive benefit — the right answer depends on your entity type, your goals, and the people you are trying to reward. Here are the core strategies, each explained in depth on its own page:


Executive Bonus Plans (Section 162)


The simplest place to start. A Section 162 executive bonus plan uses tax-deductible employer dollars to fund a personally owned policy for a key executive — straightforward, flexible, and especially powerful for pass-through entities. Mechanically, the company pays a bonus that the executive reports as taxable income, while the business generally takes a current deduction, so there is no complex plan document to maintain. Because the executive owns the policy from day one, the benefit is fully portable and vests immediately, which makes it an easy first step for owners who want to reward a key person without long-term administrative overhead.


REBA — Restricted Executive Benefit Arrangements


A bonus plan with strings attached. The REBA blueprint adds a vesting schedule and a recovery feature, turning a simple bonus into true golden handcuffs your executives actually want. Unlike a plain Section 162 bonus, the employer retains a contractual right to recover its contributions if the executive leaves before an agreed date, so the retention incentive has real teeth. It fits owners who like the tax simplicity of a bonus arrangement but need a meaningful reason for a key leader to stay and keep building the business.


Nonqualified Deferred Compensation (NQDC)


Let key people defer income beyond 401(k) limits and grow it tax-deferred. Our complete guide to NQDC covers how these plans are designed, funded, and secured — including the popular 401(k) Mirror Plan for restoring lost contribution room. Deferred amounts grow without current taxation and are taxed only when they are eventually paid out, which can be timed toward lower-income retirement years. Because these are nonqualified promises, the election and distribution timing must follow Section 409A rules carefully, making NQDC best suited to high earners who want to close the gap a capped 401(k) leaves behind.


Split Dollar Life Insurance


A sophisticated way to share the cost and benefit of a life insurance policy between the company and the executive. Split dollar architecture can deliver substantial tax-efficient value when designed correctly. The business and the executive split the premium payments and the policy's death benefit or cash value under a written agreement, allowing the company to fund coverage while the executive builds personal wealth. When the goals, ownership, and exit are structured with care, split dollar can move significant value to a key person at a fraction of the tax cost of an outright bonus.


Phantom Stock


Give key people the economic upside of ownership without handing over real equity. Phantom stock creates an ownership feel that aligns executives with long-term growth. Rather than issuing actual shares, the company grants units whose value tracks the business, then pays out in cash at a future event such as vesting, sale, or retirement. This lets owners reward performance and reinforce loyalty without diluting control, sharing voting rights, or opening the books to new equity holders.


SERPs and Employer-Funded Plans


A Supplemental Executive Retirement Plan is a company promise to pay a defined future benefit — an employer-funded pension for your most important people. The employer sets the benefit formula and typically funds it informally, often with company-owned life insurance, so the executive receives a predictable stream of retirement income the business controls. Because it is entirely employer-provided and highly customizable, a SERP is well suited to retaining one or two irreplaceable leaders whose departure would be costly to the company.


BOLI and COLI Funding


Many executive benefits are funded efficiently with institutional life insurance. Bank Owned Life Insurance (BOLI) and Corporate Owned Life Insurance (COLI) let the asset on your balance sheet recover the cost of the benefits you provide. The company owns the policy, and its cash value grows tax-deferred as a corporate asset that can offset the ongoing expense of a benefit program. At the insured's death, the tax-advantaged proceeds return to the business, effectively cost-recovering the plan and making these vehicles the funding backbone behind many SERP and deferred compensation arrangements.


Ownership Transition and Exit


When the goal is succession, an ESOP or a broader business succession plan turns your largest asset into a funded, tax-advantaged exit. An ESOP creates a built-in buyer by transferring shares to a trust for employees, giving the owner liquidity while rewarding the team that helped build the value. Paired with the right funding and timing, a succession strategy converts an illiquid ownership stake into a smooth, tax-efficient transition rather than a rushed sale.


Financial advisor discussing an executive benefits strategy with a business owner client


How to Choose the Right Executive Benefit


The right plan starts with your goals, not a product. Are you trying to retain one irreplaceable leader, reward a small leadership team, build your own retirement, or plan an exit? Your entity type matters too — what works beautifully for a pass-through may be structured differently for a C corporation. The strongest plans are reverse-engineered from the outcome you want, then funded in the most tax-efficient way available. That is the heart of what we call The Perfect Plan®.


Talk to a Specialist


Executive benefits reward your power to make decisions about who you keep and how you retire. If you want to explore which strategy fits your business, schedule a meeting with Schiff Executive Benefits and we’ll help you design a plan around your goals.



 




Free Download: Checklist of Executive Benefits


A checklist of the executive benefit strategies business owners use to reward and retain key people.


Download the Free PDF






In a PERFECT world, how would you design a "benefit" plan for you (the Business Owner), your key executives, and your family? Well, in this Episode, Matt goes through some design options available when starting a brand new plan.  In essence, you have a blank piece of paper that allows you to build it YOUR way.

Sit back grab your coffee, and listen to some options available to you depending on your role.