Employment Tax and Equity Compensation Recruiters

Gross employment-tax collections were $1.694 trillion in fiscal 2025, which ran from 1 October 2024 through 30 September 2025. That was 31.9 percent of the $5.314 trillion the IRS collected in the year (IRS Data Book, 2025, Publication 55-B, April 2026, Table 1-1). Net employment-tax collections, after $73.6 billion of refunds, were $1.621 trillion, 34.7 percent of net collections. Inside the employment-tax line, Federal Insurance Contributions Act tax was $1.584 trillion and unemployment insurance was $8.8 billion. The Data Book states that the OASDHI split is estimated, because withheld income tax and Social Security tax are not reported separately on the return. A requisition that treats “employment tax” as a small compliance chore is describing a third of federal revenue.

Employers filed 34,143,809 employment tax returns in fiscal 2025, up 1.4 percent from 33,662,190 in fiscal 2024 (Table 1-2). That count is Forms 940, 941, 943, 944, 945, and the related Puerto Rico, agricultural, and nonpayroll returns, plus Form 1042 and the railroad retirement return. It is not a count of Forms W-2. Information returns sit in a different table. The examination book on the taxable-return side closed 31,268 employment-tax examinations in the same year: 23,275 field and 7,993 correspondence, with recommended additional tax of $898.9 million, of which $855.1 million came from field exams (Table 3-2; money amounts in that table are in thousands of dollars). Of those closures, 1,441 were unagreed, all of them field, with $165.4 million of unagreed recommended tax.

A second employment-tax exam count sits outside those 31,268. Table 3-2 excludes returns of tax-exempt organizations, governments, employee plans, and tax-exempt bonds. Table 3-5, which covers those filers, records 2,602 employment tax returns examined in fiscal 2025, including returns picked up with an exempt-organization exam and stand-alone exams of governments and exempt employers. A firm hiring “an employment tax lawyer” still has to say which of the two books the lawyer has actually worked.

Sartori & Partners maps 1,480,000+ lawyers. An employment tax and equity compensation search is drawn from the slice of that field that has carried a payroll exam, a worker-classification file, or an equity award through section 83 and section 409A. There is no separate published census of that slice. The parent tax practice still covers planning and controversy together. Employee benefits is the ERISA plan. Executive compensation is the contract and the committee. Employment tax and equity compensation is the tax instruction on the wage and on the award.

Law-firm tax groups. The buyer is a practice head replacing a partner, adding a counsel who can sign an equity-plan opinion, or hiring an associate who has already lived inside a Form 941 exam or a 409A valuation. The test is the file, not the word “tax” or the word “compensation” on a biography. A benefits partner who has commented once on a grant is not an employment-tax lateral. Conflicts are the constraint: the lawyer’s current plans, and the firm’s existing issuer list, decide whether a conversation can start. Partner searches of this kind run through partner recruiting.

The general counsel, hiring into Legal. The title is Head of Equity Compensation, Compensation Counsel, or Assistant General Counsel — Executive Compensation and Tax. The reporting line is the chief legal officer. Privilege on the award, the 83(b) calendar, and any securities overlay on the plan stay here. This is not the same seat as a head of tax who signs the provision, and it is not the ERISA fiduciary seat. Mixing them on one requisition is how the search stalls. The in-house path is in-house counsel recruiting. What a private-company board writes into the grant, the vest, and the change-of-control clause is set out in general counsel equity at private companies. That guide is the GC’s own equity. It is not a substitute for the plan that covers the rest of the payroll.

The head of tax, hiring inside Finance. The title is often Employment Tax Counsel, Director of Payroll Tax, or a disputes lead under the chief tax officer. The work is the Form 941, the worker-classification exam, the information-document request, and the decision to concede or to protest. In fiscal 2025 the unagreed employment-tax inventory was 1,441 closures and $165.4 million of recommended tax (Table 3-2). Compensation for this desk is not the law-firm scale. It is discussed on the 2026 tax attorney salary page, which separates the Legal desk from the Finance desk on purpose.

A classification file that is already in two forums. After Field Assistance Bulletin 2025-1, Wage and Hour investigators are not applying the 2024 rule, private plaintiffs still can, and the IRS employment-tax exam uses neither document. The buyer is a general counsel or a head of tax who has both a lawsuit and a Form 941 exam, or who is about to. The credential is the cases, not a grade. Washington is where the IRS exam bar concentrates. New York and San Francisco are where the equity-plan bar that classifies the same people for a grant concentrates. A single-city search that ignores that split will miss half the names.

A 2026 reporting cycle that cannot wait. Separate W-2 reporting of qualified overtime is required for tax years 2026 and later, on the IRS questions-and-answers page, and it was not required for 2025. A grant cycle, an 83(b) deadline of 30 days, or a Form 941 exam does not sit still for a retained search. Interim and fractional cover is a separate book from the retained searches below: 60+ interim and fractional engagements, with a median of 7 days from first call to start. That path is interim legal talent. It does not replace the permanent head of equity compensation. It keeps the calendar while the permanent search runs.

From October 2023 through September 2026, Sartori & Partners closed 16 employment-tax and equity-compensation searches: 9 for law firms and 7 for companies. Of those 9 firm searches, 5 were partner and 4 were associate or counsel. 13 of the 16 ended with an accepted offer. The median time to a shortlist was 21 days. The median time to an accepted offer was 12 weeks.

One of the 7 in-house files: a NASDAQ-listed software company in Austin hired its head of equity compensation in 12 weeks, with a shortlist on day 18. The brief was a lawyer who had closed both a 409A valuation and a payroll-tax exam, reporting to the general counsel, with the head of tax as a standing counterpart rather than as the manager. The accepted offer, in week 12, matches the 12-week median for the book. The shortlist, on day 18, is inside the 21-day median.

The shortlist was lawyers who had already closed a payroll exam and a 409A valuation, not benefits generalists. We hired the head of equity compensation in 12 weeks.

The other 3 of the 16 did not end in an accepted offer. The usual cause was a requisition that asked one person to hold the Form 941 exam, the 409A valuation, and the ERISA plan document, then refused to split the seat when the shortlist showed those were different lawyers. That is a scoping problem, not a shortage of names at day 21. The ERISA document belongs on the employee benefits search. The award’s tax belongs here.

• IRS Data Book, 2025, Publication 55-B (April 2026) — Tables 1-1, 1-2, 3-2, and 3-5: employment-tax collections, returns filed, examinations, and the separate exempt-organization count.
• SSA contribution and benefit base and the 2026 COLA fact sheet — $184,500 for 2026, $176,100 for 2025, maximum OASDI tax $11,439.
• Federal Register, 3 November 2025 (90 FR 49047) — OASDI contribution and benefit base of $184,500 for remuneration paid in 2026.
• SSA, 2 January 2026 — no maximum earnings amount for Medicare tax.
• IRS news release IR-2025-114 (21 November 2025) and Notice 2025-69 — qualified overtime deduction capped at $12,500 ($25,000 joint) and qualified tips at $25,000, for 2025 through 2028. Footnote 1 of the notice cites IR-2025-82 (7 August 2025): no 2025 form change, and updated forms for tax year 2026 covering how tips and overtime are reported.
• IRS questions and answers on qualified overtime — separate Form W-2 reporting not required for 2025; required for 2026 and later.
• H.R. 1, 119th Congress, Public Law 119-21 (4 July 2025).
• Husch Blackwell, qualified small business stock after the Act — 50 / 75 / 100 percent exclusion, $15 million per-issuer cap, $75 million gross-assets cap, for stock issued after 4 July 2025.
• 26 U.S.C. § 83(b) — 30-day election. 26 U.S.C. § 409A(a)(1)(B) — 20 percent additional tax.
• Department of Labor, 1 May 2025 and Field Assistance Bulletin 2025-1 — Wage and Hour will not apply the 2024 independent-contractor rule in FLSA enforcement; the 2024 rule remains for private litigation.
• Department of Labor, questions and answers, 26 February 2026 proposal — proposed rescission of the 2024 rule.
• Deloitte Tax and NASPP, 2024 Equity Incentives Design Survey, executive summary — 99 percent time-based full-value awards, 41 percent time-based options or SARs, 92 percent of full-value grantors use RSUs.
• Deloitte Tax and NASPP, 2025 Equity Administration Survey, executive summary — fielded April to May 2025; 94 percent have grant guidelines; 84 percent size grants on value; median eligibility salary $120,000 for restricted stock or units and $200,000 for options, SARs, and performance awards.
• Bloomberg Law (2 June 2026) and Above the Law (2 June 2026) — matching-firm base $235,000 to $455,000, effective 1 July 2026.
• ACC 2025 Law Department Compensation Survey, Executive Summary (16 September 2025) — Attorney and Senior Attorney median base. No employment-tax or equity-compensation dollar.