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In the context of nonqualified deferred compensation, this is an alteration in the control or management of the company that triggers payout from the NQDC plan or puts it at risk. Changes that can have this effect are defined in the rules of IRC Section 409A. To prevent the risk that assets put aside to pay NQDC obligations may be used by a buyer after a change in control, your deferred amounts are usually put into an irrevocable trust.
For details about the impact of a merger or acquisition on nonqualified deferred compensation, see the related FAQ elsewhere on this website.