John J. Heber

Profile

John Heber is a business transactional tax attorney with over 30 years of experience working with domestic and international companies of all shapes and sizes, from start up to the Fortune 50. In addition to this role, John leads Manatt’s executive compensation and employee benefits practice group and is responsible for client outreach, providing insightful guidance on trending issues and pending legislation. As a well-rounded business and tax attorney, John provides clients with fully informed advice that considers not only the business purpose and economics of a particular transaction, but also the complex tax, executive compensation and employee benefits issues that often complicate M&A and IPO transactions.

John currently serves as the outside general counsel of a large community health care organization and handles all legal affairs, including litigation, corporate governance and non-profit tax compliance. John has extensive experience working with boards of directors of organizations in a variety of industries, including privately held and publicly traded domestic and international companies and the portfolio companies of private equity firms.

Prior to joining Manatt, John led the tax practice of a large national law firm with over 1,400 attorneys and offices in over 40 states, supervising six full-time tax partners and 10 associates. In this role, John was the lead tax attorney in all business transactions and was responsible for the oversight and delivery of tax opinions and associate development. John is also an adjunct professor in the Tax L.LM. programs at Loyola Law School of Los Angeles and Golden Gate University in San Francisco.

In addition to his role as a transactional tax attorney, John provides ongoing advice and counsel on choice of entity, tax structuring and the design and implementation of annual incentive programs, non-qualified deferred compensation, executive contracts, tax efficient pay strategies, board compensation and governance, and domestic and cross-border equity compensation plans. In this role, John provides fully informed advice, addressing not only the important economic and business issues, but also tax and ERISA compliance, financial accounting and SEC reporting. John has written and spoken extensively on these topics (see https://www.manatt.com/executive-compensation-and-employee-benefits#whitepapers and https://www.manatt.com/executive-compensation-and-employee-benefits#newsletter).

Publications

Author, “Executive Compensation Diagnostic Review,” March 2023

Author, “409A Issues in Executive Compensation Contracts and Employment Agreements,” March 2023

Author, “Pricing Private Company Stock Options to Avoid the Pitfalls of IRC 409A,” March 2023

Author, “Does Your Golden Parachute Have Holes? A Practical Guide to Minimizing 280G Exposure,” March 2023

02.16.24

Manatt Represents Ennov in Acquisition of Calyx’s Enterprise ...

A Manatt team, led by Venture Capital and Emerging Companies Partners Richard G.J. McDerby ...
09.07.22

Manatt Represents Francisco Partners in Majority Investment in Kobalt ...

A Manatt team led by Entertainment Leader Jordan Bromley and Partner Beau Stapleton advised Francisco Partners Management, a U.S.-headquartered ...
08.19.22

Manatt Represents Game Production Company Dark Burn Creative in ...

A Manatt team represented Dark Burn Creative, a premier video production company that crafts triple-A game trailers, in its acquisition by Trailer ...
04.18.22

Manatt Welcomes Back Noted Tax and Employee Benefits Attorney in San ...

John Heber rejoins Manatt, bringing unparalleled experience advising on the tax structuring of business transactions, executive compensation, ...

04.04.23

Determining Market Competitive Executive Compensation

Identifying and understanding market competitive pay practices, i.e., the executive compensation offered by your industry competitors, is critical ...

03.30.23

Executive Compensation Diagnostic Review

Competitive compensation packages are critical to attracting and retaining top-level executive teams that will move companies forward. Your duty is ...

03.20.23

409A Issues in Executive Compensation Contracts and Employment ...

Section 409A of the Internal Revenue Code of 1986, as amended (409A), was enacted into law in 2004 to impose statutory requirements on ...

03.16.23

Pricing Private Company Stock Options to Avoid the Pitfalls of IRC ...

The enactment of Internal Revenue Code Section 409A has resulted in significant challenges for private companies that award employee stock options. ...

06.06.23

The Employee Retention Credit: Reduce Employer Payroll Taxes and ...

Added to federal tax law by the 2020 Coronavirus Aid, Relief, and Economic Security Act and further expanded in 2021, the Employee Retention Credit ...
03.09.23

SEC New Pay Versus Performance Disclosures – They Are Here!

On August 25, 2022, the Securities and Exchange Commission adopted final rules implementing the pay versus performance disclosure required by Section ...
02.14.11

Incentive-Based Compensation for the New Banking Environment

With considerable fanfare, the FDIC has passed and then quickly announced its proposed rules implementing Section 936 of the Dodd-Frank ...

05.17.24

Miller and Heber to Speak at Moss Adams Audit Committee Summit

Manatt Financial Services Partner and Leader Craig Miller and Executive Compensation and Employee Benefits Partner John Heber will speak on ...

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