Understanding ESOPs Mandatory 2 Part Series
Learn how an ESOP can provide a number of advantages, starting with the basic transaction, pros and cons of different leveraged and non-leveraged structures and core HR, tax and corporate governance drivers.

Learn how an Employee Stock Ownership Plan (ESOP) can provide a number of advantages, including:


  • Implementation of a sale transaction whereby the selling shareholder achieves immediate liquidity and access to cash without currently paying capital gains;
  • A simpler management transition implementation;
  • Increasing the bank’s cash flow;
  • Creating an internal liquid market;
  • Acting as a device for loan officers to attract new commercial relationships and commercial loan originations; and
  • Increasing employee morale.

The program will begin with a diagram of the basic transaction, take the attendee through the pros and cons of different leveraged and non-leveraged structures, and then focus upon the core drivers of an ESOP, which include the HR, tax and corporate governance drivers.


  • This webinar will discuss how an ESOP can simultaneously satisfy the needs from a variety of perspectives, including:
  • From the Selling Shareholder perspective – How an ESOP could result in: (i) a deferral of capital gains that otherwise would be triggered if the selling shareholder were to sell the underlying stock in a non-ESOP third party sale, (ii) immediate cash liquidity to the selling shareholder without regard to whether an industry “buyer” exists, (iii) wealth diversification, (iv) phased retirement for the selling shareholder, (v) a continuation of the selling shareholder’s legacy, and (vi) a transition of the ownership structure without an adversarial process (and no earnouts/holdbacks).
  • From the Bank-Employer/HR perspective – How an ESOP could be used to: (i) create an internal liquid market for the sale of bank stock that is otherwise not liquid in the hands of executives and employees, (ii) help fund the retirement of bank employees while simultaneously increasing the bank’s cash flow, and (iii) increase employee morale.
  • From the Bank-Entity perspective – How an ESOP could be used to increase the bank’s cash flow in order to fund business endeavors, such as an expansion of the bank’s business model, opening a new facility, etc.
  • From the Bank-Commercial Lender perspective – How an ESOP could be used to find and attract new commercial loan originations outside of the actual ESOP loan.


Board members, executive officers, business owners, legal and HR professionals and commercial loan officers.


Anthony (“Tony”) Eppert, Partner, Andrews Kurth LLP, focuses on executive compensation and employee benefit arrangements (including their related tax, accounting, securities and corporate governance issues) in the United States and abroad. Before entering private practice, he served as a judicial clerk to the Hon. Richard F. Suhrheinrich of the United States Court of Appeals for the Sixth Circuit.

Credit Information

Institute of Certified Bankers: Visit http://www.icbmembers.org/login.aspx for instructions regarding self-reporting. Estimated credits: 2 hours/session


Live Webinar:

Member price: $525.00 | Non member price $1050.00

On-Demand Webinar

Member price: $565.00 | Non member price $1130.00


Online: Visit the CBA Webinar Catalog

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