WELCOME

As a business owner, you have devoted your career to building your enterprise. Now it is time to plan for what comes next: enjoying the substantial rewards, spending more time with your family and pursuing new challenges. It is a transition that is among the most complex in the business world — and life.
Our Typical ESOP Client
  • Minimum EBITDA of $20mm
  • Culture-focused
  • Excellent and capable management below the founder
  • Stable earnings
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About PWM

Founded in 1977, Private Wealth Management is the division of Morgan Stanley Wealth Management that is dedicated to serving the firm’s most affluent clients, including some of the world’s most accomplished entrepreneurs, executives and stewards of multigenerational wealth. Functioning as an exclusive investment boutique within a global financial firm, we deliver sophisticated solutions that leverage the intellectual capital and insight of Morgan Stanley’s substantial global resources. Drawing on a deep understanding of your financial life, our goal is to help you:
  • Manage investments with an unwavering focus on your financial strategy and personal goals
  • Create comprehensive, multigenerational wealth management plans based on your needs, challenges and the values that guide your life and legacy
  • Simplify financial complexity to help you achieve clarity and control
Private Wealth Management Highlights
  • Approximately 350 teams1 specialized in assisting individuals and families with $20MM+ in investable assets
  • Over $980 billion in AUM1
  • Comprising 23% of the Barron’s Top 250 Private Wealth Management Teams for 2024
  • Direct access to ultra high net worth experts in philanthropy, family dynamics, wealth transfer, lifestyle advisory and other areas of interest to ultra high net worth families
1 Morgan Stanley Wealth Management, December, 2024

Source: Barron's.com (May 2024) 2024 Barron's Top 250 Private Wealth Management Teams awarded in 2024. The teams are ranked on a variety of factors, including their size and shape, their regulatory records and credentials of their members, and the resources they have at their disposal to serve their client bases. The rankings are meant as a starting point for clients looking for an advisor—a first-pass vetting that can help investors narrow a search. Every advisor will have his or her own approach to investing, financial planning, and other services. Clients are encouraged to approach a search for an advisor the way they would a search for a doctor—interviewing multiple professionals and getting opinions from multiple third parties. Rankings are based on the opinions of Barron's and this ranking may not be representative of any one client’s experience. This ranking is not indicative of the Financial Advisor’s future performance. Morgan Stanley Smith Barney LLC is not affiliated with Barron's. Barron’s is a registered trademark of Dow Jones & Company, L.P. All rights reserved.

What is an ESOP

ESOP stands for Employee Stock Ownership Plan. It is a type of employee benefit plan that allows employees to become owners of the company they work for. Under an ESOP, employees are provided with shares of company stock as part of their compensation package.
Here are some key points about ESOPs:
  • Ownership: ESOPs enable employees to have an ownership stake in the company. The shares are typically held in a trust on behalf of the employees.
  • Contributions: The company contributes shares of its stock to the ESOP on behalf of the employees. These contributions can be made through direct stock purchases or by allocating a portion of the company's profits to the ESOP.
  • Vesting: Employees typically need to meet certain requirements, such as a minimum number of years of service, to become fully vested in the ESOP. Vesting means that the employees gain full ownership rights to the shares over time.
  • Benefits: As the value of the company's stock increases, so does the value of the shares held in the ESOP. When employees leave the company or retire, they can sell their shares back to the company or on the open market, allowing them to realize the financial benefits of their ownership.
  • Tax advantages: ESOPs can offer certain tax advantages for both the company and the employees. Contributions made to the ESOP are tax-deductible for the company, and employees may enjoy tax benefits when they sell their shares, such as potentially deferring capital gains taxes.
  • Employee motivation and engagement: ESOPs can align the interests of employees with those of the company, as they have a direct stake in its success. This can lead to increased employee motivation, engagement, and loyalty.

What is 1042 Exchange

A Section 1042 exchange is a tax strategy that enables business owners to defer capital gains taxes by selling their company shares to an Employee Stock Ownership Plan (ESOP). This approach not only offers significant tax savings but also fosters employee ownership, contributing to long-term growth and financial benefits for both the company and its employees. To qualify for this exchange, owners must sell at least 30% of their company to an ESOP and utilize the sale proceeds to purchase Qualified Replacement Property (QRP). While this strategy has numerous advantages, it requires careful planning and professional guidance to ensure compliance with IRS regulations and a successful outcome.
  • Section 1042 exchange: a tax strategy for deferring capital gains taxes
  • Involves selling company shares to an Employee Stock Ownership Plan (ESOP)
  • Promotes employee ownership and offers potential tax savings
  • Requirements: sell at least 30% of the company to an ESOP
  • Proceeds from the sale must be used to purchase Qualified Replacement Property (QRP)
  • Capital gains taxes deferred if eligibility criteria met
  • Advantages: employee ownership, long-term growth, tax savings for company and employees
  • Drawbacks: requires careful planning and professional guidance for IRS compliance
  • Ensuring a successful exchange with proper adherence to regulations is crucial

Multi-generational wealth transitions using an ESOP

While many ways exist to plan for multi-generational ownership changes, ESOPs open a unique option to keep the family-owned businesses culture, principles and values intact, while allowing for varying amounts of liquidity.

  • Unique to an ESOP is the ability to sell percentages of the business to the employees over time.
  • The ability to structure this liquidity in stages as well as to use seller notes and warrants help to create planning opportunities for family owners.
  • Control is a key benefit for selling family members as the new owners of the stock will not be involved in management of the company.
  • The ability to gift warrants at the inception of sale to an ESOP can create tremendous value over time as warrant values grow alongside the company's stock value and are enhanced by debt reduction
Typical Techniques to consider in Multi-Generational planning:
  • Spousal Life Access Trusts (SLATs)
  • Gifts to irrevocable trusts

Location

1111 N. Northshore Dr.
Ste N160
Knoxville, TN 37919
US
Direct:
(865) 694-1031(865) 694-1031
2121 North Pearl St
Suite 500
Dallas, TX 75201
US
Direct:
(214) 661-7071(214) 661-7071

Meet Patteson ESOP Group at Morgan Stanley Private Wealth Management

About Blair Patteson

Blair joined Morgan Stanley in 2001 as a Financial Advisor. He then formed the Patteson Wealth Management Group, a team focused on delivering comprehensive advice to closely-held business owners and affluent families. In 2017, the team was inducted into Morgan Stanley’s Private Wealth Management division. Appointed to Morgan Stanley’s Private Wealth Management Advisory Council in 2021, Blair represents the interests of Private Wealth Advisors and our clients in this national forum.

Leveraging his experience with his own family's businesses, Blair has always emphasized the need for organized and thoughtful advice. Experience and focused training has equipped Blair to extend his advice to encompass more complex aspects of a client’s financial picture including business transactions, tax implications, family wealth, philanthropy, and estate planning strategies.

Blair has dedicated his professional life to helping business owners slow down, focus, and understand the options available for succession. Blair has advised families on over $9 billion of combined transaction value, as of July 2022. These transactions have included strategic sales, ESOP/1042, financial sponsor, management buyouts, succession plans, recapitalization, underwriting, distressed, buy-side, and private placements.

Blair received his B.S. degree in International Economics from Carson Newman University and his M.B.A. with a concentration in Strategy and Finance from Emory University's Goizueta School of Business. He has obtained the industry designation of CERTIFIED FINANCIAL PLANNER (CFP®) as well as Morgan Stanley designations of Senior Portfolio Management Director, Family Wealth Director, and Alternative Investments Director. Additionally, Blair is a member of the ESOP Association, and member and contributor to the Southeastern Venture Capital Association.
Securities Agent: GA, AZ, NY, MD, MA, DC, NH, CA, VA, NM, FL, CT, AL, WA, RI, PA, MO, OK, SC, NV, LA, CO, SD, NE, IL, AR, OH, KY, TX, TN, IN, DE, NC, HI; General Securities Representative; Investment Advisor Representative; Managed Futures
NMLS#: 1261877

About Christina Mosser

Christina joined the Patteson Wealth Management Group in 2013. She spent her first few years on the team as an investment analyst, spearheading all research, and was eventually elevated into a portfolio management role. She then transitioned into a role as a Private Wealth Advisor and now works alongside Blair to build tailored strategies for our clients.

Christina focuses her efforts on delivering strategic solutions to help clients meet their goals by leveraging the full resources of Morgan Stanley. This includes traditional financial planning, more complex estate and tax planning resources, as well as family governance and dynamics. Additionally, Christina helps our entrepreneur clients evaluate their strategic alternatives for exit, transition, and succession planning. She is passionate about guiding clients, helping them understand the overall financial plan from the high-level down to the details.

Christina obtained her B.S.B.A degree in Finance and Accounting from the University of Tennessee, graduating summa cum laude and obtained her MBA degree from Vanderbilt University. Christina is a Certified Exit Planning Advisor (CEPA) and has obtained the industry designation of Chartered Financial Analyst (CFA®). The CFA designation is globally recognized and attests to a charterholder’s success in a rigorous and comprehensive study program in the field of investment management and research analysis.
Securities Agent: IL, HI, CA, CT, NE, VA, PA, OH, MO, LA, AZ, NY, GA, TX, SC, OK, MA, IN, DE, CO, NH, NM, WA, NV, MD, FL, AR, AL, SD, KY, DC, TN, RI, NC; General Securities Representative; Investment Advisor Representative
NMLS#: 1629348
Wealth Management
Global Investment Office

Portfolio Insights

Insights and Outcomes

Thought Leadership for our ultra high net worth clients, which contains thought-provoking articles, authored by leading experts from Morgan Stanley Family Office Resources.
Larry Fitzgerald Jr.'s Playbook on Leadership and Values
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Larry Fitzgerald Jr.'s Playbook on Leadership and Values

The renowned NFL wide receiver shares insights on aligning your investments with your values.

Managing Significant Wealth

  • Investment Management
  • Wealth Transfer & Philanthropy
  • Cash Management & Lending
  • Family Governance & Wealth Education
  • Lifestyle Advisory
  • Business Services
Funding Climate Action: Pathways for Philanthropy
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Funding Climate Action: Pathways for Philanthropy

Share a new report in collaboration with the Aspen Institute. The report aims to help climate-oriented philanthropists explore critical issues and align their wealth management strategies with their environmental impact ambitions.

Private Wealth Management Podcast

Bringing you engaging stories and key insights surrounding the complexities associated with significant wealth, including:
  • Intergenerational Planning
  • Philanthropic Giving
  • Non-Traditional Assets
  • Managing Family Wealth
LISTEN | Passion Assets: Investing in Art
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LISTEN | Passion Assets: Investing in Art

When a passion for collecting evolves into something of considerable value, new issues are raised. Hear what the professionals have to say about the best practices and pitfalls of collecting art and collectibles.
We look forward to discussing your needs and goals, and the exceptional resources we can place at your disposal.
Certified Financial Planner Board of Standards, Inc. (CFP Board) owns the certification marks CFP®, CERTIFIED FINANCIAL PLANNER™, and CFP® (with plaque design) in the United States, which it authorizes use of by individuals who successfully complete CFP Board’s initial and ongoing certification requirements.

Certified Financial Planner Board of Standards, Inc. (CFP Board) owns the certification marks CFP®, CERTIFIED FINANCIAL PLANNER™, and CFP® (with plaque design) in the United States, which it authorizes use of by individuals who successfully complete CFP Board’s initial and ongoing certification requirements.

Morgan Stanley Smith Barney LLC does not accept appointments nor will it act as a trustee but it will provide access to trust services through an appropriate third-party corporate trustee.

Asset Allocation does not assure a profit or protect against loss in declining financial markets.

The securities/instruments, investments and investment strategies discussed on this website may not be suitable for all investors. The appropriateness of a particular investment or investment strategy will depend on an investor's individual circumstances and objectives. The views and opinions expressed on this website may not necessarily reflect those of Morgan Stanley Smith Barney LLC (“Morgan Stanley”). This website and its associated content are intended for U.S. residents only.

Morgan Stanley and its Private Wealth Advisors do not provide tax or legal advice. Visitors to this website should consult their tax advisor for matters involving taxation and tax planning and their attorney for matters involving trust and estate planning and other legal matters.

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Certified Financial Planner™ Board of Standards Inc. owns the certification marks CFP®, CERTIFIED FINANCIAL PLANNER™ and CFP® (with flame logo)® in the U.S., which it awards to individuals who successfully complete CFP® Board's initial and ongoing certification requirements.

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Investment, insurance and annuity products offered through Morgan Stanley Smith Barney LLC are: NOT FDIC INSURED | MAY LOSE VALUE | NOT BANK GUARANTEED | NOT A BANK DEPOSIT | NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Awards Disclosures
CRC 4237142 (02/2025)