Equity compensation is often one of the most complex and sensitive aspects of mergers, acquisitions, and spin-outs. When a transaction occurs, decisions around vesting, acceleration, and award treatment can significantly affect deal outcomes, retention, and employee morale.

This session offers a practical overview of the key equity compensation issues that arise in M&A transactions, illustrated through two contrasting case studies: Rentokil’s £4.5bn merger with U.S.-listed Terminix and Magnum Ice Cream’s spin-out from Unilever. The discussion will focus on how companies approach equity plan mechanics, manage conflicting provisions, and navigate tax and regulatory constraints.

KEY LEARNING POINTS:

• Understand how vesting, acceleration, and change-in-control provisions are applied, and when cash-out, rollover, or top-up structures may be appropriate.
• Learn how to address conflicting plan terms and navigate key tax, accounting, and securities considerations that shape equity outcomes.
• Explore practical approaches to motivating employees and aligning incentives during and after M&A activity.

India’s equity compensation landscape combines unique regulatory, tax, and operational requirements that global companies must navigate carefully. While Category I Merchant Banker valuations are a critical compliance element, they exist within a broader framework that includes FEMA (Foreign Exchange Manangement Act), securities regulations, and cross-border tax considerations.
This session will provide a practical overview of how multinational companies—and Indian companies expanding globally—structure and administer equity programs in India. Drawing on real-world experience, the discussion will highlight common regulatory challenges, valuation considerations, while also touching on how companies drive employee understanding and participation within this complex environment.

KEY LEARNING POINTS:

• Learn when Category I Merchant Banker valuations are required, how they differ from 409A and accounting valuations, and how they fit within India’s broader regulatory framework.
• Explore practical approaches to handling FEMA requirements, tax withholding, remittances, and securities considerations for
• Indian participants and global equity programs.
  Gain insights into how companies support participation and governance—particularly within Global Capability Centers—while maintaining clarity and compliance.

UK Share Incentive Plans (SIPs) and US ESPPs are both designed to promote broad-based employee ownership—but meaningful differences in structure, taxation, and administration can create challenges for global companies seeking consistency. As employee expectations evolve, many companies are exploring ways to modernize SIPs to feel more ESPP-like, without compromising UK compliance.

This session will examine how companies are bridging the gap between SIPs and ESPPs by introducing greater flexibility, improving the participant experience, and aligning plan design across jurisdictions. Through practical examples, we’ll explore the legal, tax, operational, and communication considerations that come into play when adapting SIP features for a global workforce.

KEY LEARNING POINTS:

• Understand the core structural, tax, and operational differences between SIPs and ESPPs—and why companies are increasingly seeking alignment between the two.
• Learn practical design strategies for creating a more flexible, ESPP-like participant experience within the constraints of UK SIP regulations.
• Explore real-world operational and communication approaches used by global organizations to deliver a seamless employee experience across the UK and US.

What does the hospitality industry—restaurants, hotels, and other service-led brands—have in common with your ESPP? One shared challenge: creating demand in a crowded, high-choice environment.

In this focus session, these experts will draw on their unique experience across both equity compensation and hospitality to share five proven, people-driven lessons that can be directly applied to ESPP design and communication. Borrowing from the hospitality playbook, this session focuses on how perceived value, accessibility, messaging, and social influence shape participation decisions.

KEY LEARNING POINTS:

• Apply hospitality-inspired thinking to ESPP design, including how employees perceive discounts, matches, and overall value.
• Learn how hospitality reduces friction and stays top of mind—and how those tactics translate to cash vs. cashless ESPPs and ongoing communication.
• Leverage messaging, exclusivity, and peer influence to boost awareness, enrollment, and sustained ESPP participation.