Shane is a partner in the firm's Tax practice group. He joined the firm in 1997 and was elected partner in 2004.
Executive Compensation
Shane regularly advises public companies and senior executives on a wide spectrum of executive compensation matters. For example:
- He designs and implements various executive compensation arrangements such as equity compensation plans, annual and long-term incentive plans, fringe benefit programs, deferred compensation arrangements, rabbi trust agreements and employment, golden parachute and other severance agreements.
- He has significant experience with structuring compensation arrangements so that they comply with, or are exempt from, the new restrictions imposed under Section 409A of the tax code.
- He designs cash and equity-based incentive compensation programs that qualify for the performance-based compensation exception to Section 162(m) of the tax code (i.e., the $1 million deduction limit on executive pay).
- He counsels clients on the corporate governance, SEC and stock exchange listing standards relating to the approval and administration of compensation arrangements.
- He advises clients on the SEC's executive and director compensation disclosure rules, including the Compensation Discussion and Analysis and related compensation tables contained in annual proxy statements.
- He has considerable experience with the executive compensation aspects of mergers and acquisitions, including the tax penalties imposed on golden parachute payments.
Shane is a frequent speaker on executive compensation topics at legal and other professional seminars.
Other Transactional Experience
In addition, Shane advises clients on the tax and legal issues related to a wide range of business transactions. For example, he structures and negotiates mergers, acquisitions, dispositions, spin-offs, financings, like-kind exchanges, joint ventures and other strategic alliances for public and private companies. He also advises nonprofit organizations on the legal, tax and corporate governance implications of a broad variety of matters, including executive compensation plans, strategic alliances and financings. Shane is frequently invited by the Fine Arts Fund to lead seminars on corporate governance and other legal issues affecting arts organizations and serves as a guest lecturer for the Arts Administration Program at the University of Cincinnati College-Conservatory of Music.
Education
- University of Florida College of Law, LL.M., 1997, Taxation
- University of Cincinnati College of Law, J.D., 1995
- Wittenberg University, B.A., 1992, magna cum laude
Professional & Civic Involvement
Professional Associations
National Association of Stock Plan ProfessionalsProfessional Activities
Tax Committee of the Cincinnati Bar Association · Chairman (2008)Southwestern Ohio Tax Institute · Chairman (2005); Committee (2000-2004)
Cincinnati Academy of Leadership for Lawyers, Class VIII (2004)
Community Activities
Leadership Cincinnati USA · Class XXXIII
Cincinnati May Festival · Executive Committee (2009); Board of Directors (2004-present)
Learning Through Art, Inc. · Chairman (2003-present); Board of Directors (2001-present)
Cincinnati Chamber Orchestra · Executive Committee (2004-2007); Board of Directors (2002-2007); Honorary Board (2007-present)
Fine Arts Fund Grants Program · Grant Allocation Committee (2005-2007)
Business Volunteers for the Arts · Class of 2000; Steering Committee (2002-2005)
Cincinnati Business Courier's · "Forty Under 40" Class of 2005; Selection Committee (2009)
Publications
- New Tax Rules are Creating Work for Firms · Cincinnati Business Courier, June 8, 2007
- Tax Treatment of Employee Stock Options in Mergers and Acquisitions · 90 Tax Notes 1231, February 29, 2001
- Incentives for Investment in Enterprise Zones · OSBA Corporate Counsel News, Fall 1999
Presentations
- National Presentations
- The Economy and Your Stock Plans: New Approaches to Granting and Paying Out Equity Awards, Recap of the 2009 National NASPP Conference - NASPP CT and NY/NJ Chapters, December 18, 2009
- 2010 Proxy and Executive Compensation Pre-Season Preview, WMACCA Chapter of the Association of Corporate Counsel, Washington, D.C., November 17, 2009
- The Economy and Your Stock Plans: New Approaches to Granting and Paying Out Equity Awards, 2009 NASPP 17th Annual Conference, San Francisco, California, November 12, 2009
- Bonuses and Other Compensation Practices Under FIN 48; ALI-ABA Executive Compensation: Strategy, Design and Implementation, New York, New York, June 18, 2009
- Equity Deferral Programs: Do They Still Make Sense?; 2008 NASPP 16th Annual Conference, New Orleans, Louisiana, October 24, 2008
- Avoid the Post-Deadline "Oops" - Identify and Correct Arrangements Affected by Section 409A Before It's Too Late, 2007 NASPP 15th Annual Conference; San Francisco, California, October 11, 2007
- Keys to Managing Your Section 409A Compliance Program, Thompson Hine Premier Client Summit; Washington, D.C., May 17, 2007
- Current Issues in the Taxation of Social Clubs, Western Conference on Tax Exempt Organizations, Los Angeles, California, November 2001
- Regional Presentations
- Highlights from Two Hot Topics - Section 409A Compliance and the Proxy Season; NASPP Ohio Chapter Meeting, Covington, Kentucky, March 12, 2008
- Practical Guidance on 409A Compliance and the Upcoming Proxy Season; Changes and Updates in Corporate Law, Cincinnati, Ohio, November 28, 2007
- Executive Compensation Update, Greater Cincinnati Compensation and Benefits Association, Cincinnati, OH, September 27, 2007
- The Die is Cast - Final 409A Regulations Impact Employment and Severance Agreements, Thompson Hine Labor & Employment Law Update; Cincinnati, Ohio, May 24, 2007
- Section 409A - The Calm Before the Storm, Cincinnati Chapter of the Tax Executives Institute, Wilmington, Ohio, March 26, 2007
- Section 409A Update, 19th Annual Cincinnati Employee Benefits Conference; Cincinnati, Ohio, June 16, 2006
- Recent Developments in Executive Compensation: What Every HR Professional Needs to Know, Thompson Hine Labor Law Seminar; Cincinnati, Ohio, May 25, 2005
- Executive Compensation: No Longer Business As Usual, Cincinnati Business Courier Roundtable Series; Cincinnati, Ohio, January 20, 2005
- Deferred Compensation Update, Columbus Chapter of the Tax Executives Institute; Columbus, Ohio, October 2004
- Executive Compensation Update, Cleveland Chapter of the Tax Executives Institute, Cleveland, Ohio, May 13, 2004
- Partnerships, LLCs and LLPs, Cincinnati, Ohio, November 12, 2003
- Mergers Involving Disregarded Entities; 43rd Annual Southwestern Ohio Tax Institute, Cincinnati, Ohio, December 2002
- Corporate Tax Shelter Update; Cincinnati Chapter of the Tax Executives Institute, Cincinnati, Ohio, October 2002
- Sales and Acquisitions of S Corporations, 42nd Annual Southwestern Ohio Tax Institute, Cincinnati, Ohio, December 2001
- Tax Treatment of Compensatory Stock Options in the Sale of Acquisition of a Business, 41st Annual Southwestern Ohio Tax Institute, Cincinnati, Ohio, December 2000
- Buying and Selling a Business in Ohio: Tax Considerations, Cincinnati, Ohio, July 2000
Awards & Honors
- Chambers USA: America's Leading Lawyers, Executive Compensation, 2006; 2007; 2008; 2009
- Profiled in the "Big Deals" section of The American Lawyer, March 2006
