Mark Poerio
Mark Poerio
Senior Counsel
Practice Areas
- ERISA and Employee Benefits
- Executive Compensation
- Tax-Exempt Organizations
- Bankruptcy & Restructuring
- Expert Witness
- Retirement Plans
Biography
For nearly 40 years, Mark has been in private practice with a focus on executive compensation, employee benefits (especially ESOPs), and retirement plan fiduciary matters, not only from a tax and labor perspective, but also from a business, governance, tax, securities, and litigation perspective. He is not only a long-term fellow in the prestigious American College of Employee Benefits Counsel, but served for years as its Treasurer, Vice-President, and then President. Mark is Chambers-rated, and has worked regularly with the American Benefits Council (where he was an executive board member for many years).
Mark’s clients include public and private companies, as well as individual executives and management teams; he also has significant experience with not-for-profit organizations from both a governance and an executive compensation perspective. His business oriented pay-for-performance approach has led to his role as special counsel to compensation committees, as well as to his spearheading of projects designed to link executive compensation to corporate goals and to the enforcement of post-employment covenants relating to trade secrets and restrictive covenants (such as non-competition agreements).
Mark taught for over a decade at Georgetown Law School. His courses focused on executive compensation and governance, the design of benefit plans and employment-related agreements, and employee stock ownership plans (ESOPs). Associated with those courses is his substantively rich website found at www.executiveloyalty.org.
Prior to joining The Wagner Law Group, Mark served for almost 20 years as co-chair of the employee benefits (ERISA) practice and was a partner at a prominent international Wall Street law firm of 1,000 attorneys.
Publications & Media
Notable Publications
- Code Section 457(f) Conundrum: How to Handle Past Year Mistakes (from Vesting) – Co-author, LexisNexis Practical Guidance, March 31, 2023
- Improving Individual Annuity Choices: From a New Choice to an Expanded PBGC Mission (ABA Labor & Employment Law Journal, Summer 2020).
- The Art Of Drafting Executive Employment Agreements: Part 2 – Law360, November 21, 2019 (PDF)
- The Art Of Drafting Executive Employment Agreements: Part 1 – Law360, November 21, 2019 (PDF)
- Executive Employment Agreement Insights: From High Stakes to Competing Interests – Lexis Practice Advisor Practice Note, October 2019
- An Ounce of Litigation Prevention for Executive Benefits…and Severance: Lessons from an Employer’s Quagmire in New Jersey – The Wagner Law Group Law Alert, May 22, 2019
- Too Much Employer Stock? Don’t Ignore Diversification,” Law 360 (July 12, 2018)
- “Introduction to the Executive & Director Compensation Reference Guide,” Bloomberg (Summer 2018)
- “Hitting Workplace Harassers Where It Hurts,” National Law Journal (Jan. 2018).
- “U.S. Executive Compensation Litigation: Cannons to the Right … and to the Left” (International Pension Lawyer, April 2013)
- “What Private Equity Managers Need to Know to Limit Their ERISA Obligations for Portfolio Company Pension Plans” (Bloomberg BNA, Nov. 2012)
- “Candor for Compensation Committees” (Corporate Board Member, 11/2011)
- “Crossing the Pond in Search of Better Executive Compensation Practices” (Corporate Governance Advisor, 3/10/2011)
- “Executive Pay and Loyalty: From Velvet Fist to Iron Glove” (Corporate Governance Advisor, 1/2010)
- “Say Hello to Smart Good-byes: ERISA and Severance Planning” (Legal Times, 6/2008)
PRESENTATIONS/QUOTATIONS
- 14 Attorneys from The Wagner Law Group to be Recognized in 2026 Edition of The Best Lawyers in America© – The Wagner Law Group Press Release, August 21, 2025 (PDF)
- 12 Attorneys from The Wagner Law Group to be Recognized in 2025 Edition of The Best Lawyers in America© – EIN Presswire, August 15, 2024 (PDF)
- Key Employee Incentives: From Design to Implementation – Panelist, CPAAcademy.org webinar, July, 10, 2024, 4;00 – 5:00 PM (EDT) – Click here for details and registration
- Avoiding Nonqualified Plan Traps: Key Considerations for ERISA Counsel and Employers – Panelist, Strafford Live CLE webinar, March 23, 2023, 1:00 – 2:30 PM (EDT) – Click here for details
- Avoiding Nonqualified Plan Traps: Key Considerations for ERISA Counsel and Employers – Panelist, Strafford live CLE webinar, January 25, 2023 1:00 – 2:30 PM (EST) – Click here for details
- Nine Attorneys from Wagner Law Group to be Recognized in 2023 Edition of The Best Lawyers in America© – EIN Newswire, August 18, 2022
- Specialty Areas: Labor and Employment/Executive Compensation and Employee Benefits- Co-panelist, Practising Law Institute Acquiring or Selling the Privately Held Company 2021, June 15 -16, 2021 – Click here for details
- Announcing a New Social Justice Fund & Award Benefiting Legal Aid – Legal Aid Society of the District of Columbia, October 28, 2020 (PDF)
- Mark Poerio Honored with Prestigious American College of Employee Benefits Counsel Simplification Award – September 10, 2020
- Law News Today; Wall Street Select,; BenefitsLink; Insurance Industry Today; Boston Herald
- The American College of Employee Benefits Counsel 2020 Winner Announcement Press Release – September 8, 2020
- Benefits Industry Newsmakers – BenefitsPro, September 7, 2020 (PDF)
- Merger, Divestiture and Acquisitions and Employee Benefits – Co-panelist with David Gabor, Izzy Goldowitz and Roberta Watson, free webinar with Institutional Investment Consulting Inc., March 24, 2020, 2:00 PM (ET)
- Executive Compensation in Volatile Times: Advice for Privately-held Companies and Their Executives – co-panelist with The Wagner Law Group live webinar, Janaury 22, 2020, 12:00 – 1:00 PM (ET) – Recording available here – Powerpoint presentation available here
- 8 Executive Pay Considerations for an Economic Downturn – Co-author with Law360, January 14, 2020 (PDF Version)
- Top Employment Law Insights From Lexis Practice Advisor – Mark Poerio’s article “The Art of Drafting Executive Employment Agreements” made Law360’s TOP FIVE Lexis Nexis Employment Law Practice Advisor articles for 2019, Law360, December 26, 2019 (PDF)
- Fall Benefits Briefing – Webinar panelist with Thomas Clark, Jr., Izzy Goldowitz, Susan Rees, Stephen Wilkes, and guest, Chris Condeluci, The Wagner Law Group Free Webinar, September 25, 2019
- Employee Benefits: Identifying ERISA liabilities; Integrating seller’s and buyer’s plans; Transferring plan assets; Utilizing surplus plan assets; ESOPs – Mark Poerio, speaker, Practising Law Institute’s Acquiring or Selling the Privately Held Company 2019, June 18 – 19, 2019, New York, NY – More details here
- Being Smart About M&A-Related Benefit Plan and Employment Issues – Co-panelist with David Gabor, Izzy Goldowitz and Roberta Watson, The Wagner Law Group FREE webinar, June 11, 2019, 1:00 – 2:00 PM (ET) – Recording available here – PowerPoint slides available here
- Navigating the Intersection Between ERISA and Trusts & Estates – Mark Poerio, co-speaker on American College of Employee Benefits Counsel member teleconference, January 23, 2019
- Hot Topics in Director and Executive Compensation – Mark Poerio, speaker at the Society for Corporate Governance Middle Atlantic Chapter 2018 Fall Conference, November 14, 2018 – More Details Here
- Hot Topics in Mergers and Acquisitions – Mark Poerio, speaker, at the American Bar Association Joint Committee On Employee Benefits 2018 Executive Compensation National Institute, November 8 – 9, 2018, Hogan Lovells, Washington, DC – More details here
- Nonprofits Grapple With Shifting 457(f) Landscape – PLANSPONSOR, October 16, 2018
- Tax Exempt Organizations: Governance, Design and Taxation of Executive Compensation – and Mark Poerio, Free Webinar, October 16, 2018 – View Presentation Here
- Tax Change Aside, Companies Stick With Executive
Performance Pay – Mark Poerio quoted, Bloomberg Law, October 9, 2018 - Committee On Employee Benefits 2018 Executive Compensation National Institute – Mark Poerio, Speaker, November 8 – 9, 2018, Hogan Lovells, Washington, DC
– More details here - American College of Employee Benefits Counsel Nineteenth Annual Induction Dinner and Ceremony –Mark Poerio, Host, Country Music Hall of Fame and Museum, Nashville TN, September 15, 2018
- Tightening-up Executive Compensation: Five Steps for Defusing Litigation Risks and Better Enforcing Restrictive Covenants – David Gabor and Mark Poerio, Webinar, August 28, 2018, 12:00 PM – 1:00 PM
– Watch the presentation here - Deal-Breaking M&A Issues Related to Employee Benefit Plans and Executive Compensation – The Wagner Law Group Law Alert, June 20, 2018
- Acquiring or Selling the Privately Held Company 2018 – Mark Poerio, speaker, Practising Law Institute, CLE seminar
Dates and Locations: (groupcasts and webcasts also available)
May 16 – 17, 2018, 9:00 AM – 5:00 PM (PT) – PLI California Center, 685 Market Street, San Francisco, CA
June 6 – 7, 2018, 9:00 AM – 5:00 PM (CT) – University of Chicago Gleacher Center, 450 N. Cityfront Plaza Drive, Chicago, Il
June 19 – 20, 2018, 9:00 AM – 5:00 PM (ET) – PLI New York Center, 1177 Avenue of the Americas, (2nd floor), entrance on 45th Street, New York, New York - Executive Compensation 2018: Best-Step Briefing for Private and Public Companies -Bruce McNeil and Mark Poerio, FREE live webinar, March 27, 2018
– Watch the Presentation here - Executive Compensation 2018: Best-Step Briefing for Private and Public Companies – Bruce McNeil and Mark Poerio, FREE live webinar, March 27, 2018
- Litigation Risks Escalate for Director Compensation: How to Avoid Becoming the Next Target – Director Compensation Law Alert, March 20, 2018
- The Laterals Audit: Tax Attorney Moves In February – Law360, February 28, 2018
- Workflows: Law Firm News for Feb. 27, 2018 – Bloomberg Law, February 27, 2018
- New Year — New Stock Plan – Bloomberg Law Pension & Benefits Daily, February 21, 2018
- Attorney Mark Poerio Joins Washington, D.C. Office of The Wagner Law Group – February 1, 2018
Education
- Cornell Law School, Ithaca, New York
- J.D. - 1984
- Honors: cum laude
- Honors: With Honors
- University of Virginia
- B.A. - 1980
- Honors: cum laude
- Honors: With Honors
Bar Admissions
- New York
- District of Columbia
- Maryland
Professional Associations
- American College of Employee Benefit Counsel, President
- American College of Employee Benefit Counsel, Board Member
- American Benefits Council, Executive Board, 2013 to 2018
- Maryland Association of Social Service Boards, Head of Legislative Committee
- Georgetown Law School --Adjunct Professor, 2007-2016
- Maryland Association of Social Service Boards, Vice-Chair, 2004
- Anne Arundel County Department of Social Services, Director and Past Chair, 1998
Pro-Bono Activities
- Maryland Association of Social Service Boards, Pro Bono Counsel for federal tax matters, 2004 to Present
- MASSB Foundation - Founder, Treasurer and Trustee, 2007 to Present
Honors
- Best Lawyers, 2013-Present
- Chambers USA America's Leading Lawyers for Business, 2016-Present
- Washington, D.C. Super lawyers List - Top Rated Employee Benefits Attorney in Washington, DC, 2013-2018
Past Positions
- Georgetown University Law School, Adjunct Professor
Law Alerts
Rabbi Trusts – When to ask. What to get.
By Mark Poerio A recent Law360 headline brought rabbi trusts immediately to mind. It reads "Ex-Manufacturing Co. CEO Says He's Owed $4.4M in Benefits" (4/10/2019).* Litigation sprung because the retired CEO expected to receive monthly supplemental retirement benefits...