Edward J. Wegerson

Senior Counsel

Tel 612.371.3549
Fax 612.371.3207

Edward Wegerson is a leader in complex deferred compensation, stock based and executive compensation programs that incent managers of successful emerging and public companies. Ed provides practical and innovative advice to management and fiduciaries on all legal, administrative and fiduciary aspects of 401(k) plans, ESOPs and health plans governed by ERISA, Tax Code and the Affordable Care Act.

Ed's focus for public companies is on stock incentive plans providing options, restricted stock and performance awards to retain senior officers. Ed’s focus for emerging companies and private equity investors is on cash-based "phantom stock" programs to incentivize managers toward a successful strategic sale and negotiating change in control issues involving stock and employee benefit programs. Ed helps executives upon their employment, promotion, severance, and a change in control of their company.

Representative Experience

  • Negotiated all aspects of administrative services, trust and investment management agreements for public companies' 401(k) and executive deferred compensation plans with over $1 billion in assets.
  • Coordinated for private equity firms the corporate, tax and securities issues and drafted necessary documents to satisfy management’s equity rights in the sale of several portfolio companies to new buyers.
  • Regularly attend corporate committee meetings and advised fiduciaries on their monitoring of all aspects of 401(k) plan administration and investments.
  • Designed and drafted incentive plans for private companies to share the growth in value with senior management that pay benefits upon retirement or change in control of the company.
  • Advised management and compensation committees of public companies on the adoption and renewal of stock option and stock incentive plans to comply with tax and securities laws and exchange rules.
  • Represented senior managers of private equity owned company on the sale of their equity rights in a sale of the company to another private equity firm.
  • Advised issuing Bank on the ERISA and Affordable Care Act rules applicable to debit cards issued under an after-tax health reimbursement product offered to small employers.

Professional Activities

American Bar Association

Minnesota State Bar Association, Employee Benefits Section

National Association of Stock Plan Professionals

Awards and Recognitions

The Best Lawyers in America, employee benefits (ERISA) law, 2008-2021; "Lawyer of the Year," employee benefits (ERISA) law (Minneapolis), 2021


"What Employers (of all sizes) are Talking About Now," Minnesota Banker Magazine, September 1, 2012

Speaking Engagements

"The New Tax Law's Effect on Benefits and Executive Compensation," Minneapolis Fall Employment Law Seminar, Ballard Spahr event, October 10, 2018

2017 Employment Law Seminar: A Time of Change, Complimentary Seminar, October 11, 2017

Middle Market Mergers & Acquisitions, Webcasts, October 7, 2013

"The Employer Response to the Affordable Care Act," Minneapolis St. Paul Business Journal webinar series (also May 2013), September 1, 2013

Twin Cities Business Health Care Reform Webinar Series, Webcasts, June 19, 2013

University of Minnesota Law School (J.D. 1978)

University of Minnesota Duluth (B.A. 1975, summa cum laude)