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Mark R. Kossow



210 Carnegie Center
Suite 102
Princeton, NJ 08540
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Fax: +16097852978
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J.D., cum laude, Albany Law School
LL.M., New York University Law School
B.A., with distinction, University of Michigan School of Business, Ann Arbor, Michigan
State Bar Licenses
New Jersey
New York

Mark R. Kossow


Do you need help navigating the benefits of an Employee Stock Ownership Plan (ESOP), whether it be a business succession tool or an employee incentive strategy? Or do you need guidance on the design and implementation of non-qualified deferred compensation plans?

Mark R. Kossow supports clients from banks and trustees to directors, shareholders and corporations on ESOP-related issues, encompassing both transactional and non-transactional matters. Mark also represents private and public ESOP companies. His transactional background includes representing clients in leveraged and non-leveraged ESOP transactions, consisting of stock purchases, mergers, leveraged buyouts, acquisitions and corporate reorganizations.

Mark’s ESOP experience also expands to non-transactional issues in which Mark advises companies with regard to corporate governance issues, ESOP plan design and compliance, succession planning, and ERISA fiduciary issues. He is actively involved in representing ESOP clients in IRS and Department of Labor audits, and correction programs offered through these agencies (EPCRS and VFCP).

Mark’s practice with nonqualified deferred compensation arrangements allows him to provide productive counsel on the implementation of synthetic equity plans. These plans consist of performance and retention based stock appreciation rights plans, phantom stock plans and stock option plans.

Mark enjoys speaking at ESOP conferences as well as presenting on the fundamentals of ESOPs informing business owners.

Mark received his Bachelor of Business Administration, with distinction, from the University of Michigan – Stephen M. Ross School of Business, a J.D., cum laude, from Albany Law School, and a LL.M. (taxation) form the New York University School of Law.


  • Advisory: "Does Tax Reform Inadvertentently Impose Excise Taxes on S Corp ESOPs?"
  • Advisory: "Will Trump Administration Extend Favorable Tax Treatment For ESOP Transactions To S Corporations?"


  • ESOP 101: What, Why, How, June 2, 2020.
  • The ESOP Podcast Episode 106, ESOP Law & COVID-19, April 1, 2020.
  • The ESOP Podcast Mini-cast 75, Pausing ESOP Deals - Why It's Necessary, March 27, 2020.
  • The ESOP Podcast Episode 21, ESOP 101: What, Why and How, February 13, 2018.
  • The ESOP Podcast Mini-cast 19, Mark Kossow Joins Clark Hill, January 18, 2018.
  • Legal, Valuation & Planning Considerations for S Corporation ESOPs, ESOP Association Multi-State ESOP Conference , Scranton, PA, September 19, 2013.
  • Legal Issues for S Corporation ESOPs, National Center for Employee Ownership, webinar, October 4, 2011.
  • S Corporation ESOPs - Legal Issues, National Center for Employee Ownership, webinar, October 4, 2011. 
  • ESOPs 101 (What/Why/How), webinar series, July 14, 2011 and March 17, 2011.
  • Introduction to ESOPs, International Society of Primerus Law Firms, webinar, October 6, 2010.
  • ESOP Fiduciary Issues, ESOP Association Multi-State ESOP Conference, Scranton, PA, September 15, 2010. 
SJ Top Attorneys 2016 - Pension & Profit Sharing (South Jersey Magazine)
The Best Lawyers in America
Regional Vice President, Downstate and New Jersey at the New York / New Jersey Chapter - The ESOP Association
National Center for Employee Ownership (NCEO)