John J. Heber


John Heber is a partner in the Fort Lauderdale and San Francisco offices of Lewis Brisbois, chair of the Tax Practice, and a member of the Corporate and Labor & Employment Practices. He counsels public and private companies at the board, and board committee and executive officer levels on a broad range of transactional and corporate governance, employee benefits and HR related matters. John has experience in virtually all areas of business law, including entity formation, mergers and acquisitions, SEC reporting, IPOs and in the structuring, negotiation, formation and financing of investment funds and joint ventures. John also has extensive experience in executive compensation and employee benefits for both domestic and international companies. With his tax, legal, accounting and consulting background, John is able to advise on the tax, regulatory and strategic issues at all levels of business organizations, with clients ranging from “start-up” to the Fortune 50. John is a regular advisor to compensation committees on best practices for administration and oversight of executive compensation and benefits and issues regarding the alignment of pay and performance, regulatory compliance, market competitiveness and board compensation. In addition to the design, implementation and administration of compensation and benefits programs, John regularly provides advice on the foreign and domestic tax and regulatory implications of stock plans in the context of mergers and acquisitions, spin-off transactions and IPOs. John is an adjunct professor at Loyola Law School of Los Angeles and Golden Gate University in San Francisco.


  • “California and Non-Compete Agreements – What can you do?” BeLabor the Point Blog, September 2014 
  • “Fixing 409A Tainted Options: Tender Offers to Remedy the Fallout of Option Backdating,” Practical U.S./ Domestic Tax Strategies, August 2007 
  • “So Let It Be Written–The First Commandment of Successful Employee Equity Arrangement,” Business Law Update, April 2006 
  • “Pricing Private Company Stock Options to Avoid the Pitfalls of IRC 409A,” Business Law News, April 2006 
  • “Have Options Lost Their Attraction? What Are the Alternatives,” International Tax Review, January 2004 
  • “Does Your Golden Parachute Have Holes?” The HR Director, January 2000 
  • “Planning for IRA Distributions,” The Private Banker, January 1996 

Professional Presentations

  • Speaker, 2016 Orlando Fiduciary Summit, June 2016
  • Speaker, Evaluating CEO Pay–What’s Right for Your Size Institution? BankDirector, Bank Executive & Board Compensation Annual Conference, November 2011
  • Speaker, A Review of the Section 409A Corrections Programs, Annual Meeting of the California Tax Bar & California Tax Policy Conference, November 2010
  • Speaker, Wealth Accumulation–the Company’s Responsibility? The Conference Board Executive Compensation Conference, September 2010
  • Speaker, Reasonable Compensation Issues, Annual Meeting of the California Tax Bar & California Tax Policy Conference, November 2009
  • Speaker, IRC 409A: Stock Compensation Plan, National Center for Employee Ownership Annual Conference, April 2008
  • Speaker, Legal & Regulatory Updates, Western Pension and Benefits Annual Conference, March 2008
  • Speaker, Code Section 409A: Where Are We Today? California Bar Association Tax Section Annual Conference, November 2007
  • Speaker, New Legislation on Deferred Compensation: An Overview and Update, California Bar Association Annual Conference, October 2006
  • Speaker, New Developments in Internal Audits and Sarbanes-Oxley, E*Trade Annual Conference, May 2006
  • Speaker, Offering Restricted Stock and RSUs in the Pacific Rim, GEO Annual Conference, April 2006
  • Speaker, The Impact on Stock Awards Under the Proposed Regulations to IRC Section 409A, NASPP San Francisco Chapter Meeting, March 2006
  • Speaker, SOX 404: Do the Internal Controls for Your Stock Plans Make the Grade? NASPP 2005 Annual Conference, November 2005
  • Speaker, IRC 409A Implications on Stock Compensation: An Overview and Update, NASPP, New York/New Jersey Chapter Meeting, August 2005
  • Speaker, Impact of Leaves of Absence on Stock Plans, NASPP 2005 Northern California Chapter Conference, June 2005
  • Speaker, U.S. Plans for Non-U.S. Companies, GEO 2005 Annual Conference, June 2005
  • Speaker, Equity Compensation and the Sarbanes-Oxley Audit, E*Trade Financial Corporate Services, E*Trade Users Conference 2005, May 2005
  • Speaker, Global Share Plans, 28th Annual Society for Human Resource Management Global Forum, April 2005
  • Co-Presenter, “Strategies for Businesses to Generate Cash & Pay Less in Taxes Under the CARES Act,” May 1, 2020 (view this webinar below)


  • State Bar Admissions
    • California
    • Florida
    • Illinois






  • Member, National Association of Stock Plan Professionals (NASPP) 
  • Member, World at Work (Formerly ACA) 
  • Member, Global Equity Organization (GEO)


Golden Gate University

Master of Laws in Taxation 

Chicago-Kent College of Law

Juris Doctor 

California State University, Fresno

Master of Business Administration 

San Diego State University

Bachelor of Science

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