Employee benefits, executive compensation and retirement plans: transactional in United States

Cleary Gottlieb Steen & Hamilton

Cleary Gottlieb Steen & Hamilton, known for its experience in complex M&A and private equity investments, remains a premier choice for advice on employee benefits, executive compensation, corporate governance, and ERISA fiduciary matters. Michael Albano, leading the New York-based team, is particularly noted for his role in high-value M&A transactions, notably advising T-Mobile on its $1.35 billion acquisition of Ka’ena Corporation. Audry Casusol assists both public and private organizations with complex compensation structures and corporate governance, alongside disclosure requirements related to executive compensation and benefits. Julia Petty offers expertise in M&A, spin-offs, and divestitures, with a focus on disclosure, governance, and shareholder outreach. Elizabeth Dyer specializes in the ERISA aspects of structured finance transactions and addresses ERISA-related concerns for private equity funds, hedge funds, and other financial instruments. The team’s depth and capabilities were further enhanced with the addition of Alan Levine in March 2023, formerly of Morrison Cohen LLP, who brings a wealth of experience in advising on compensation and benefits issues within the private equity and hedge fund sectors.

Practice head(s):

Michael Albano


Other key lawyers:

Audry Casusol; Julia Petty; Elizabeth Dyer; Alan Levine; Laura Bagarella


Testimonials

‘Very high quality.’

Key clients

Artémis


FullBeauty Brands Inc.


Hahn & Company


Johnson Controls


MBK Partners and UCK PartnersInc.


Mitsui & Co.Ltd.


Open Text Corporation


Stripe Inc.


Summit Health-CityMD


Takeda Pharmaceuticals USA


Tempur Sealy International Inc.


Thales SA


T-Mobile


TPG


Vale S.A.


Warburg Pincus


KKR


Work highlights


  • Represented T-Mobile in its $1.35 billion acquisition of Ka’ena Corporation and its subsidiaries and brands Mint Mobile, Ultra Mobile, and Plum.
  • Represented Tempur Sealy International in its acquisition of Mattress Firm Group Inc., valued at approximately $4 billion.
  • Represented Summit Health-CityMD in a cash and equity sale to VillageMD, valued at approximately $8.9 billion.

Cravath, Swaine & Moore LLP

Cravath, Swaine & Moore LLP offers expert assistance in navigating the executive compensation and benefits implications of complex corporate transactions, including issues related to succession, disclosure, ERISA, and governance. Eric Hilfers, leading the team in New York, is renowned for his expertise in executive hiring and his significant role in the M&A sector, notably in Newcrest’s A$28.8 billion acquisition of Newmont Corporation, forming the largest gold mining entity globally. Jonathan Katz delivers advice on employee agreements and incentive programs, keeping pace with regulatory changes such as clawback provisions. Amanda Hines Gold specializes in the creation and negotiation of severance packages, SEC filings disclosures, and the management of equity incentive schemes. Meanwhile, Matthew Bobby’s area of focus includes guiding clients through spin-offs, IPOs, and mergers, with particular attention to separation and executive employment contracts, and the intricacies of SEC disclosures.

Practice head(s):

Eric Hilfers


Other key lawyers:

Jonathan Katz; Amanda Hines Gold; Matthew Bobby


Key clients

ADT


Biogen


Brookfield Renewables


Johnson & Johnson


Newcrest


RWE


EchoStar Special Committee


The Snyder Family (Washington Commanders)


The Walt Disney Company


WestRock


Work highlights


  • Provided executive compensation and benefits advice to Johnson & Johnson in the separation of Kenvue.
  • Providing executive compensation and benefits advice to WestRock in its pending $20 billion combination with Smurfit Kappa.
  • Provided executive compensation and benefits advice to Newcrest in its A$28.8 billion acquisition by Newmont.

Davis Polk & Wardwell LLP

Davis Polk & Wardwell LLP continues to be a top-tier destination for clients in the corporate, financial, private equity, and hedge fund sectors seeking advice on executive compensation and employee benefits matters during significant transactions. Leading the practice, Jennifer Conway is adept at representing senior executives and management teams in employment and incentive agreement negotiations, and guides public and private entities through M&A, spin-offs, and IPOs. Kyoko Takahashi Lin works with boards, compensation committees, and individual executives on leadership transition and succession planning issues. In Washington DC, Adam Kaminsky specializes in private equity-related executive compensation matters, and addresses ERISA issues in corporate transactions. Veronica Wissel and Travis Triano contribute their expertise in compensation matters, with a focus on incentive plans and executive employment negotiations. Former practice head Jeffrey Crandall retired from partnership in January 2023 but remains with the firm as senior counsel. The team is based in New York unless otherwise stated.

Practice head(s):

Jennifer Conway


Other key lawyers:

Kyoko Takahashi Lin; Adam Kaminsky; Veronica Wissel; Travis Triano; Jeffrey Crandall


Work highlights


Debevoise & Plimpton LLP

Debevoise & Plimpton LLP’s executive compensation and employee benefits group is distinguished by its interdisciplinary approach, leveraging expertise from the firm’s M&A, capital markets, and tax practice areas to deliver ‘incredibly helpful and insightful’ advice. The team is a popular destination for asset management and private equity firms, counting the likes of Blackstone, TPG, and Clayton Dubilier & Rice as key clients. Practice chair Jonathan Lewis covers all facets of executive compensation and human capital management, particularly within public and private M&A in the private equity, healthcare, and insurance industries. Meir Katz serves a broad range of clients from private equity sponsors and their portfolio firms to corporate entities and individual executives. Franklin Mitchell advises private equity fund sponsors and employers on ERISA fiduciary issues, while Michael Snypes counsels companies, management teams, and investors on divestitures, management buyouts, securities offerings, and corporate restructurings. Based in Washington DC, Simone Hicks specializes in designing and implementing employee agreements, equity-based incentive programs, and other compensation plans. Lawrence Cagney retired from partnership at the end of 2023. Lawyers mentioned are based in New York unless otherwise stated.


Practice head(s):

Jonathan Lewis


Other key lawyers:

Meir Katz; Franklin Mitchell; Michael Snypes; Simone Hicks


Testimonials

‘The team at D&P are not only experts in their field, but also have an absolute laser focus on the client. They go above and beyond to help us understand our rights and what we should (or should not) push for. They also displayed a real humanity that’s often lost at big firms.’

‘They were incredibly helpful and insightful. They anticipated issues before they arose, which allowed us to formulate a strategic direction that resulted in me receiving my full benefits from the company.’

Key clients

Blackstone, Inc.


Clayton, Dubilier & Rice LLC


Comerica Bank


Corebridge Financial


DoubleVerify, Inc.


Elliott Management Corporation


EQT Exeter


Fortitude Re (controlled by The Carlyle Group)


HarbourVest Partners


HCA Healthcare


International Paper Company


JAB Holding Company


Johnson & Johnson


JP Morgan Asset Management


Kelso & Company


KeyBank


KKR & Co. Inc.


M&T Bank


Morgan Stanley Capital Partners


Oaktree Capital Management


Prosperity Life Insurance Company (controlled by Elliott Management Corporation)


Providence Equity Partners


Prudential Financial, Inc.


Schneider Electric Holdings, Inc.


Spirit Airlines


Stone Point Capital LLC


Sun Life Financial Inc.


TA Associates


The Carlyle Group


The Walt Disney Company


TPG Capital LLC


Warner Bros. Discovery, Inc.


Warner Music Group


Work highlights


  • Advised Spirit Airlines, Inc. on its merger with JetBlue Airways Corp., a transaction valued at $6.6 billion.
  • Advised Brookfield Reinsurance on its acquisition of Argo Group International Holdings, Ltd., a transaction valued at approximately $1.1 billion.
  • Advised Clayton, Dubilier & Rice, and TPG Capital on their acquisition of all outstanding public shares of Covetrus, representing an enterprise value of approximately $4 billion.

Kirkland & Ellis LLP

Kirkland & Ellis LLP is renowned for its strength in private equity and offers comprehensive advice on employee benefits issues such as ESOPs, retirement plans, and welfare benefit programs. The firm is celebrated for its ‘exceptional’ service quality and is adept at structuring compensation agreements for investors, CEOs, and boards of directors. Scott Price, based in New York, is reputed for his expertise in executive compensation during mergers and leveraged buyouts. In Chicago, the team includes Matthew Antinossi, who has a focus on ERISA-related areas; Alexandra Mihalas, who deals with transactional ERISA matters in acquisitions and sales by venture capital funds; and Michael Falk, who advises on qualified and non-qualified retirement plans and equity compensation. Houston’s Stephanie Jeane is sought after for advice on spin-offs, divestitures, and IPOs, complementing Stephen Jacobson’s counsel to both public and private entities, as well as private equity firms and their portfolio companies.

Other key lawyers:

Michael Falk; Scott Price; Alexandra Mihalas; Matthew Antinossi; Robert Fowler; Stephen Jacobson; Stephanie Jeane; Scott Price; Christine Matott; Rohit A. Nafday


Testimonials

‘Their work is time-sensitive and they are highly responsive and nearly always available.’

‘The quality of their work is exceptional and they have tremendous attention to detail. Alexandra Mihalas, in particular, is a wealth of information nearly as soon as a question is asked.’

Key clients

Abry Partners


Adenza


Arbor Investments


Atlas Partners


BAE Systems


Bain Capital Private Equity


Bansk Group


Blackstone


Clayton, Dubilier & Rice, LLC


Francisco Partners


Gamut Capital Management


JBT Corporation


Madison Dearborn Partners


Nielsen & Bainbridge, LLC


Paine Schwartz


Parthenon Capital


Thoma Bravo


TJC


Tornante Company


Waters Corporation


Work highlights


Latham & Watkins LLP

Latham & Watkins LLP stands out as a key advisor to corporations, private equity firms, and financial services companies, particularly in high-profile transactions that have cross-border dimensions. The firm’s notable work includes advising Tapestry, Inc. on its $8.5 billion acquisition of Capri Holdings Limited, reflecting its expansive global capabilities. Led by Larry Seymour from Los Angeles, the practice offers expertise in incentive compensation, severance, and executive programs for both public and private sector clients. In New York, Bradd Williamson is known for his deep experience with private equity funds and public companies, regularly advising on IPOs and de-SPAC transactions. Washington DC’s David T. Della Rocca and Silicon Valley’s Jay Metz are valued for their expertise in tax, corporate, and securities law related to incentive compensation agreements. Los Angeles-based Michelle Carpenter focuses on M&A and IPOs, while Austin Ozawa in New York specializes in SEC and ERISA compliance.

Practice head(s):

Larry Seymour


Other key lawyers:

Bradd Williamson; David T. Della Rocca; Michelle Carpenter; Jay Metz; Matthew Conway; Julie Crisp; Austin Ozawa


Key clients

Desktop Metal


Titan, Carlyle and Stellex


Magellan Midstream Partners


VinFast Auto Pte. Ltd


Tapestry, Inc.


Endeavor Operating Company


Corinthian Capital Group LLC; Wells Fargo Advisors; Leeds Equity Partners; Royal Bank of Canada; CVC Capital Partners Limited; Odyssey Investment Partners


ODDITY Tech Ltd. (Il Makiage)


Authentic Brands Group


Blackstone


Clearway Energy Group LLC; EngageSmart; Voyager Space; UGI Corporation; Stericycle


Leonard Green & Partners L.P.


Investors of LeanIX, GMBH


Skydance Media


Coinbase


Imago Biosciences, Inc.


Ouster


Purigen


Grail, Inc.


The Special Committee of the Board of Directors of Switch


Ocean Network Express


Savvy Gaming Group


Intuit


Digital Realty Trust, Inc


ArchiMed Group


Siemens AG


Spectaire, Inc.


Intuitive Machines, LLC


Syneos


Ironwood Pharmaceuticals


Sobi (Swedish Orphan Biovitrum AB)


Tempo Automation, Inc.


Basalt Infrastructure Partners


Work highlights


  • Advised Magellan Midstream Partners, L.P. on its sale to ONEOK, Inc.
  • Advised Grail, Inc. on its $8 billion acquisition by Illumina.
  • Advised on the $11 billion sale of Switch to DigitalBridge Investment Management and IFM.

Paul, Weiss, Rifkind, Wharton & Garrison LLP

Paul, Weiss, Rifkind, Wharton & Garrison LLP boasts a ‘strong team’ specializing in executive compensation and employee benefits, serving companies, investment funds, and individuals. The firm’s expertise covers a broad spectrum, including C-suite hires and exits, compensation disclosures, equity-based compensation plans, and ERISA issues. The group notably advised General Electric on the executive compensation and benefits facets of its division into three specialized entities in healthcare, energy, and aviation. Practice co-chair Jean McLoughlin supports a diverse clientele that includes corporate, financial, and individual clients, while fellow co-chair Lawrence Witdorchic focuses on equity compensation, non-qualified deferred compensation plans, separation agreements, and ERISA fiduciary compliance. Andrea Wahlquist Brown, who joined in May 2023 from Wachtell, Lipton, Rosen & Katz, adds depth to the bench with her expertise in M&A-related executive compensation, serving an array of clients including public companies and private equity sponsors. Meanwhile, Jarrett Hoffman advises on change in control, retention, and severance arrangements tailored to transactional needs for boards, committees, and executives. Based in Washington DC, Rebecca Coccaro specializes in advising on financing, IPOs, and ERISA matters intertwined with securities and tax law. All attorneys are based in New York unless otherwise stated.


Practice head(s):

Jean McLoughlin; Lawrence Witdorchic


Other key lawyers:

Andrea Wahlquist Brown; Jarrett Hoffman; Rebecca Coccaro


Testimonials

‘Paul Weiss has a strong team, particularly in private equity deals.’

‘Rebecca Coccaro is an excellent lawyer in this space.’

‘Amazing team. Especially helpful in our transition to a private company. Very responsive and helpful and always looking to go the extra mile.’

‘Jarrett Hoffman is fantastic with executive compensation, very practical and always creative.’

‘Rebecca Coccaro is outstanding. She is efficient while maintaining a commendable level of attention to detail. Her advice is practical and actionable. When working with her you feel supported as her commitment to your problems is evident in everything she does.’

Work highlights


Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP fields a ‘truly top-notch’ team, renowned for its expertise in public and private M&A, private equity deals, and IPOs. The group excels in advising on management equity, employment arrangements, and compensation plans, as well as corporate governance and ERISA-related matters. Heading the team, Gregory Grogan has notably represented Microsoft in its $75 billion acquisition of Activision Blizzard, and is celebrated for his work in executive retention and motivation. Jamin Koslowe specializes in equity-based incentive plans, deferred compensation, and benefits issues in spin-offs and securities offerings. Brian Robbins, at the helm of the firm’s Title I ERISA practice, is adept at negotiating employment and termination agreements for high-profile executives. Laurence Moss lends his expertise to the employee benefits aspects of leveraged buyouts, while Andrew Blau focuses on structuring employment contracts, deferred compensation schemes, and management participation in new ventures. Jeannine McSweeney is well regarded for her guidance on incentives, retirement plans, and severance agreements in the context of M&A, IPOs, and joint ventures. All lawyers mentioned are in New York.

Practice head(s):

Gregory Grogan


Other key lawyers:

Brian Robbins; Andrew Blau; Jeannine McSweeney; Erica Rozow; George Gerstein; Jamin Koslowe; Laurence Moss; David Rubinsky; Caitlin Lucey


Testimonials

‘Simpson’s ECB practice is truly top-notch.’

‘Jamin Koslowe is our go-to for all matters of executive compensation. Smart, succinct, and creative with a keen business judgment, we can ask for no more!’

Gregory Grogan is extremely client focused, highly practical and a truly excellent advisor in even the most difficult of circumstances.

Key clients

American Family Insurance


Blackstone


BMC Stock Holdings


BrightView


CBRE


Cisco


Change Healthcare


Dell Technologies


Dorman Products


GardaWorld


Hilton Grand Vacations


Hilton Worldwide


Ingersoll Rand


ITC Holdings


Johnson Controls


JPMorgan Chase


Mars, Incorporated


Mass Mutual


Mattress Firm


MB Aerospace


McKesson Corporation


Melrose Industries


Microsoft Corporation


NN, Inc.


Patricia Industries


People’s United Bank


PetSmart


SK Telecom


SunPower Corporation


Teleflex Incorporated


Toronto-Dominion Bank


TransUnion


Twitter


US Bank


Vivint Smart Home


Yahoo


Work highlights


  • Represented Microsoft Corporation in its $75 billion acquisition of Activision Blizzard.
  • Represented Portfolio Advisors in its merger with FS Investments, creating a $73 billion alternative investment firm.
  • Represented the Board of Directors of Twitter, Inc. in the acquisition by an entity wholly owned by Elon Musk, for $54.20 per share in cash in a transaction valued at approximately $44 billion.

Skadden, Arps, Slate, Meagher & Flom LLP

At Skadden, Arps, Slate, Meagher & Flom LLP, the team excels in handling complex compensation and benefits issues related to M&A, IPOs, spin-offs, and bankruptcy reorganizations, both domestically and internationally. Leading the department from New York, Erica Schohn is adept at navigating SEC regulations on executive compensation disclosure, deferred compensation tax rules, and executive compensation deductibility. Joseph Penko, also in New York, counsels private equity entities, public and private companies, and executives on various compensation and benefits schemes, including change-in-control and cash-based incentive programs. Joseph Yaffe spearheads the West Coast executive compensation and benefits practice from Palo Alto, offering seasoned advice to senior executives on diverse compensatory arrangements. Page Griffin, operating from both Palo Alto and New York, is active in M&A, IPOs, and spin-offs, with a notable role in advising Brookfield Infrastructure Partners L.P. on its $13.3 billion acquisition of Triton International Limited. Former practice head Regina Olshan retired in 2023.

Practice head(s):

Erica Schohn


Other key lawyers:

Joseph Yaffe; Page Griffin; Joseph Penko; Shalom Huber; Josh Ehrhart


Work highlights


Wachtell, Lipton, Rosen & Katz

Wachtell, Lipton, Rosen & Katz advises boards of directors and senior executives on executive compensation issues within the context of M&A, divestitures, and complex corporate transactions. The firm handles a wide range of corporate governance challenges, including those posed by shareholder activists, proxy battles, and executive succession planning. Leading the New York-based team, Jeannemarie O’Brien is acclaimed for her executive compensation and benefits expertise in transactions involving financial services firms. Adam Shapiro and David Kahan focus on M&A, corporate governance, and executive employment agreements. Michael Schobel has a broad industry reach, with significant experience in banking, finance, technology, and pharmaceuticals, including his notable role in Pfizer’s $43 billion acquisition of Seagen; he shares this broad industry expertise with Amanda Toy. Erica Bonnett offers guidance on securities law compliance, compensation disclosures, and the structuring of executive employment contracts.

Practice head(s):

Jeannemarie O’Brien


Other key lawyers:

Adam Shapiro; David Kahan; Michael Schobel; Erica Bonnett; Amanda Toy


Key clients

Pfizer


FIS


Arconic Corporation


National Instruments


Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street and Bayview Asset Management


Capri Holdings


American International Group


CIGNA


MDU Resources Group


Prologis


Adobe


PDC Energy


Sealed Air


Nasdaq


CAA


Maxar Technologies


Work highlights


Weil, Gotshal & Manges LLP

Weil, Gotshal & Manges LLP is a key player in managing the executive compensation and employee benefits dimensions of major private equity deals, M&A, fund formations, and IPOs. The firm is sought after by private equity sponsors, portfolio companies, and multinational corporations, exemplified by its counsel to Viterra shareholders, including Glencore plc, Canada Pension Plan Investment Board, and British Columbia Investment Management Corporation, in the $18 billion business combination with Bunge Ltd. Paul Wessel spearheads the practice from New York, assisting corporations, boards, private equity entities, and financial institutions with M&A and financial restructurings. Amy Rubin advises both public and private companies, along with their boards and compensation committees, on matters stemming from private equity deals, recapitalizations, and bankruptcy proceedings. Jennifer Haydel Britz focuses on equity and incentive plans, non-qualified pension plans, ERISA, and change in control agreements. Amanda Rotkel specializes in advising private equity funds and public companies on dispositions and IPOs, while Regina Readling handles executive compensation agreements’ tax, securities law, disclosure, and corporate governance aspects. Michael Nissan retired from the partnership in December 2023.


Practice head(s):

Paul Wessel


Other key lawyers:

Amy Rubin; Jennifer Haydel Britz; Amanda Rotkel; Regina Readling; Sarah Downie


Testimonials

‘The team is very customer-focused with excellent communication skills. They are available at all hours of the day and night, including weekends. Executive comp/benefits can be a very touchy topic on M&A deals and they handle it with a great deal of skill.’

‘Regina Readling and Paul Wessel are excellent. Both are knowledgeable of trends in the industry, and specifically current trends in pharmaceutical/biotech. They can distill complex topics into easy-to-understand terms and provide solid actionable advice.’

Key clients

Advent International


AIG


BCI


Blackstone


Brookfield


CPP Investments (Canada Pension Plan Investment Board)


Genstar Capital


Glencore plc


Goldman Sachs


Intermediate Capital Group


Iron Mountain Incorporated


Kainos Capital


The Kroger Company


Lee Equity Partners


Mudrick Capital Management LP


Ontario Teachers’ Pension Plan


PAI Partners


Providence Equity Partners


Prudential


PSP Investments


Sanofi S.A.


Thomas H. Lee Partners, L.P.


TPG


Viterra Ltd.


WEX Inc.


Work highlights


  • Advised The Kroger Company on its merger with Albertsons Companies, Inc..
  • Advised The Blackstone Group on its acquisition of a majority stake in New Tradition Media.
  • Advised Serta Simmons Bedding, LLC, a portfolio of Advent International, on its $315 million senior secured term and revolving facility and $100 million asset-based revolving credit facility for business operations post Chapter 11 bankruptcy proceedings.

Baker McKenzie LLP

Praised by clients as ‘the best for cross-border transactions’, Baker McKenzie LLP advises public and private entities on employee benefits, executive compensation, and equity compensation in domestic and multi-jurisdictional M&A, spin-offs, and workforce reductions. The firm serves a diverse sector range, including healthcare, manufacturing, technology, and gaming. Practice chair Barbara Klementz, based in San Francisco, is known for her expertise in implementing global incentive programs and navigating the tax implications for cross-border employee participation. San Francisco’s Denise Glagau specializes in the tax and legal aspects of employee share plans and the international expansion of equity plans during IPOs. Sinead Kelly, another San Francisco team member, focuses on the effects of corporate transactions and reorganizations on compensation structures. In Chicago, Maura Ann McBreen offers guidance to C-suite executives and employers on compensation strategies and tax-qualified retirement plans. Thomas Asmar in Palo Alto advises public and private companies, as well as private equity funds on the benefits and compensation issues that emerge from M&A and IPO activities.

Practice head(s):

Barbara Klementz


Other key lawyers:

Sinead Kelly; Denise Glagau; Maura Ann McBreen; Thomas Asmar


Testimonials

‘The are the best for cross-border transactions.’

Key clients

Ecolab


Johnson & Johnson


Abbott Laboratories


Thomson Reuters


ServiceNow Inc.


Embracer Group


Snowflake


Owensboro Grain Company


Mozilla


Cytek Biosciences


Work highlights


  • Assisted Ecolab in its agreement to acquire Purolite, a global provider of high-end ion exchange resins.
  • Assisting Johnson & Johnson with global employment, benefits, and equity compensation matters related to the spin-off of its consumer health business into Kenvue.
  • Advised Abbott Laboratories in its all-cash acquisition of Cardiovascular Systems, Inc., valued at $890 million.

Fried, Frank, Harris, Shriver & Jacobson LLP

Fried, Frank, Harris, Shriver & Jacobson LLP handles a broad spectrum of executive compensation and benefits issues from human resources to defensive strategies against takeovers and governance concerns. The firm has a strong track record in sectors like software, healthcare, pharmaceuticals, and transportation. Jeffrey Ross leads the New York-based team and focuses on complex fiduciary issues in M&A and asset management, especially concerning ERISA’s fiduciary duties and prohibited transaction regulations. Amy Blackman offers guidance to both public and private firms on executive and director compensation, addressing related securities, tax, and governance issues during regular operations and corporate deals. Andrea Pollak specializes in ERISA regulatory aspects, particularly in the setup, creation, and management of investment funds and arrangements. Jason Ertel left the firm in May 2024.

Practice head(s):

Jeffrey Ross


Other key lawyers:

Amy Blackman; Andrea Pollak


Work highlights


Hogan Lovells US LLP

Hogan Lovells US LLP stands out for its cross-border capabilities, particularly in key sectors such as life sciences, healthcare, and real estate, as well as education, consumer goods, and TMT. Co-chairing the practice from New York, Martha Steinman offers advice to boards, compensation committees, and senior executives on a range of issues, including corporate governance, disclosure requirements, securities law, and tax considerations, especially during corporate transitions and post-deal integrations. In Washington DC, fellow co-chair Carin Carithers excels in retention and motivation strategies for management and employees during M&A, including the structuring of welfare benefit and equity compensation plans. Meg McIntyre, also based in DC, advises executives and corporate clients on definitive agreements, disclosure preparations, and golden parachute tax concerns. The New York team was recently bolstered by the arrival of David Olstein in November 2023 from Stroock & Stroock & Lavan LLP, who is noted for his ‘very high level of expertise’ in ERISA fiduciary responsibilities and fund formation. Michael Frank in Silicon Valley stands out for his technology and telecom sector expertise. Kurt Lawson left the firm in November 2023.

Practice head(s):

Martha Steinman; Carin Carithers


Other key lawyers:

Michael Frank; Meg McIntyre; David Olstein


Testimonials

‘Carin Carithers is exceptional. Very smart, measured and practical. She gives me great advice.’

‘David Olstein just moved to Hogan Lovells and he has a very high level of expertise in dealing with ERISA Title I matters.’

‘David Olstein has many years of experience and is connected in the ERISA community.’

Key clients

Life Storage, Inc.


Peakstone Realty Trust


Urstadt Biddle Properties Inc.


Intel Corporation


Sovos Brands


Tevogen Bio


ASSA ABLOY AB


Marsh McLennan


Four Three Education, Inc.


Sesen Bio, Inc.


Mercedes-Benz


NBT Bancorp


Orthofix Medical Inc.


Apiom/Go1


Autodesk, Inc.


IBM


indie Semiconductor


Thermo Fisher Scientific Inc.


PVH


Work highlights


  • Represented Life Storage in its successful defense of a hostile takeover attempt and subsequent $12.7 billion friendly merger with Extra Space Storage.
  • Advised Peakstone Realty Trust, formerly known as Griffin Realty Trust, on the listing of its common shares on the New York Stock Exchange.
  • Represented Urstadt Biddle Properties Inc. in a definitive merger agreement with Regency Centers Corp., by which Regency will acquire Urstadt Biddle in an all-stock transaction valued at approximately $1.4 billion.

McDermott Will & Emery LLP

McDermott Will & Emery LLP boasts significant expertise in ESOPs, health and welfare benefits, and retirement plans, with a strong track record in the healthcare sector, as exemplified by its role advising Novant Health on the compensation and benefits elements of its new for-profit subsidiary. The practice, under Andrew Liazos’s leadership from Boston, assists private entities and compensation committees with ERISA fiduciary duties and compensation plan governance. In Dallas, the ‘brilliant’ Allison Wilkerson specializes in qualified retirement plans, including ESOPs, pension plans, and 401(k) schemes. In September 2023 the New York office was strengthened with the addition of Kate Vera from Kirkland & Ellis LLP, who advises private equity clients and their portfolio companies on executive employment contracts, incentive equity arrangements, and severance deals. Based in Chicago, Todd Solomon manages employee benefits matters in corporate deals, demonstrating extensive ERISA Title I expertise. Lisa Loesel, also in Chicago, provides advice to both private and public companies on the design and transition of employee benefits following M&A and divestitures. The team saw the departure of Judith Wethall and Erin Turley in January 2023.

Practice head(s):

Andrew Liazos


Other key lawyers:

Allison Wilkerson; Kate Vera; Todd Solomon; Lisa Loesel; Diane Morgenthaler


Testimonials

‘We’ve been impressed with McDermott’s can-do attitude, broad expertise, and cost efficiency that does not come at the expense of quality. It is clear that the firm is very devoted to growing its client relationships.’

‘Kate Vera is hands down the most commercial, technical, and empathetic executive compensation and benefits lawyer I have ever worked with. Her view of the market and ability to suggest solutions is truly exceptional.’

‘The firm promptly grasped the scope of the international aspect of our ESOP and has been able to support us as our ERISA counsel effectively. MWE’s greatest assets are its people.’

‘Allison Wilkerson is a brilliant benefits and ESOP attorney. Her guidance is consistently clear to multiple stakeholders from our organization, and she is able to keep up with an extremely rapid pace our organization operates at. It is an absolute pleasure to have Allison as our corporate ERISA counsel.’

Key clients

Bain Capital


BDO


Darden Restaurants


Evonik Industries


H.I.G. Capital


Mars


Novant Health


PGA Tour


United States Sugar Corporation


Arthur J. Gallagher & Co.


Work highlights


  • Advised the PGA Tour on the complex benefits and compensation aspects of its merger with Saudi Arabia-backed LIV Golf.
  • Managed a major transaction for BDO to transition from a partnership to a C-Corporation, impacting the accrual and access of retirement and health and welfare benefits for converted partners.
  • Assisted Prime Therapeutics with its acquisition of Magellan Rx Management from Centene Corporation for $1.35 billion.

Morgan, Lewis & Bockius LLP

Morgan, Lewis & Bockius LLP excels in advising both buyers and sellers on the complexities of benefits and executive compensation during M&A, from initial due diligence to post-deal integration. The firm is also proficient in representing senior executives in negotiations related to compensation or termination agreements in the context of corporate transactions. The group is under the leadership of Amy Pocino Kelly, based in Philadelphia, and Craig Bitman, operating from the New York office. Gary Rothstein, also in New York, has a strong background in assisting executive teams during private equity buyouts and IPOs. Austin Lilling, another New York team member, brings ERISA expertise to financial restructuring and private equity deals. In Washington DC, Patrick Rehfield focuses on executive compensation, employee benefits, and payroll tax issues related to M&A and IPOs. Meanwhile, Philadelphia’s Robert Lichtenstein represents a range of clients, including companies, executives, and management groups, in joint ventures and spin-offs. Gena Yoo, an associate in Philadelphia, is noted for her advice on fiduciary governance and compliance with ERISA’s prohibited transaction rules.


Practice head(s):

Craig Bitman; Amy Pocino Kelly


Other key lawyers:

Gary Rothstein; Austin Lilling; Patrick Rehfield; Robert Lichtenstein; Gena Yoo


Key clients

Ares Management


Ayala Pharmaceuticals


Diamond Communications


Spire Orthopedic Partners


Rue Gilt Groupe


Infinity Biologix d/b/a Sampled


GSV Acquisitions


Hostess Brands LLC


Radian Group


Work highlights


  • Assisted Spire Orthopedic Partners, a healthcare company, with various add-on M&A transactions, including post-closing employee benefit plan transition matters, plan terminations, rollovers, and mergers.
  • Represented the management of Tabula Rasa HealthCare Inc. (TRHC) in its sale to Nautic Partners LLC for $570 million.
  • Represented David Reed in his agreement to join Vedanta Ltd., an India public company, as chief executive officer of its semiconductor business.

Proskauer Rose LLP

Proskauer Rose LLP is recognized for its ‘very strong’ capabilities in advising private equity entities, portfolio companies, and corporations from various sectors on a comprehensive range of benefits and executive compensation matters. The practice is led by Seth Safra from Washington DC, who specializes in retirement, health, and welfare plans, addressing ESOPs, ERISA compliance, and severance schemes. Andrea Rattner in New York is known for her guidance on transactional issues, including equity awards, change-in-control provisions, retention strategies, and post-transaction compensation planning. Ira Bogner, also in New York, offers expertise to asset managers on ERISA fiduciary concerns related to the formation of private funds. Colleen Hart in Los Angeles is adept at designing executive compensation arrangements for private equity clients and their portfolio companies, while David Teigman, based in New York, handles executive compensation and benefits in the context of M&A, securities transactions, and senior executive agreements. Paul Hamburger retired in August 2023.

Practice head(s):

Seth Safra


Other key lawyers:

Andrea Rattner; Ira Bogner; Colleen Hart; David Teigman


Testimonials

‘Proskauer is very strong in the area of employee benefits and executive compensation. The practice works very well with their labor and employment practice.’

Key clients

Consolidated Edison, Inc.


OpSec Group


Newbury Partners


Integrated DNA Technologies


Henry Schein, Inc.


Houlihan Lokey


Church & Dwight


Morgan Stanley Capital Partners


Truist Securities, Inc., Cowen and Company, LLC and Roth Capital Partners, LLC


Portfolio Company of MGG


The Raine Group LLC


Sole Source Capital


Owl Rock Capital Corporation


Doodles LLC


Designers Axis, LLC


Patria Investments


7RIDGE Ltd.


Mosaic Dental Collective LLC


The Firmament Group


CSFC Management Company LLC (CapitalSpring)


TGL Golf Holdings LLC


AR Global, LLC


Dansons US LLC


Vesey Street Capital Partners (Vesey Street)


HealthEquity


Ascend Capital Partners Manager, LP


Willard Ahdritz


Private Credit Lenders


Work highlights


  • Advised Consolidated Edison, Inc. on the executive compensation, employee benefits, and human capital aspects of its sale of Con Edison Clean Energy Businesses, Inc. to RWE Renewables Americas, LLC.
  • Advised Patria Investments on the sale of its portfolio company ODATA to Aligned Data Centers, a hyperscale data center platform.
  • Represented CapitalSpring and its portfolio companies in transactions with an aggregate deal value of nearly $1 billion, including acquisitions of Taco Bell and McAlister’s Deli franchise businesses, Escalante’s Comida Fina, LLC, and a minority investment in Bushfire Kitchen.

Ropes & Gray LLP

Ropes & Gray LLP is renowned for its strategic advice to public companies, private equity entities, and portfolio companies on executive compensation, benefits planning, and ERISA challenges. The firm counts leading asset managers as key clients, including Invesco, TPG Capital, and Bain Capital. Co-chair Renata Ferrari, operating from Boston, is distinguished for her expertise in the life sciences, healthcare, and TMT industries, and focuses on equity awards, retirement plans, and governance issues. Allie Alperovich, fellow practice co-head in New York, specializes in transitioning employee benefits arrangements, restructuring equity compensations, and benefits planning. Joshua Lichtenstein, also in New York, deals with ERISA fiduciary concerns. In Boston, Jennifer Rikoski provides multinational companies with counsel on M&A, covering executive compensation, corporate governance, and securities law, while Jennifer Cormier specializes in senior management negotiations and executive separations.

Practice head(s):

Renata Ferrari; Allie Alperovich


Other key lawyers:

Joshua Lichtenstein; Jennifer Rikoski; Jennifer Cormier; Matt Jones


Key clients

TPG Capital


Advent International


American Industrial Partners


Bain Capital


Vertex Pharmaceuticals


TSG Consumer Partners


The TJX Companies


New York University


Berkshire Partners


Silver Lake Partners


Ginkgo Bioworks


Genstar Capital


Paratek Pharmaceuticals


Invesco Ltd.


iCapital Network


Pacific Investment Management Company


New Mountain Capital


Harvest Partners


BV Investment Partners


HarbourVest Partners


Work highlights


  • Represented Provention Bio, Inc. in its $2.9 billion sales agreement to Sanofi.
  • Represented Signify Health in its $8 billion sale to CVS Health.
  • Represented BPEA Private Equity Fund VIII in its $1.25 billion partnership with Nord Anglia Education to acquire IMG Academy from Endeavor Group Holdings.

Cooley LLP

Cooley LLP is adept in handling both the buy and sell sides of transactions for private and public companies, offering guidance on a broad spectrum of topics including ERISA, global stock plans, securities filings, and golden parachute arrangements. Barbara Mirza, co-chair of the practice based in Los Angeles, brings in-depth knowledge of compensation and benefits issues in mergers, de-SPACs, spin-offs, and sales. Fellow co-chair, Alessandra Murata, specializes in advising tech and life sciences organizations and management teams, with notable work such as advising Grindr on its SPAC merger with Tiga Acquisition Corp. The firm expanded its executive compensation and employee benefits offering to Chicago with the addition of Steve Flores in April 2023 from Winston & Strawn LLP. In New York, Nyron Persaud counsels a diverse range of clients, from emerging businesses to established public companies, particularly on IPOs and other significant corporate transactions.

Practice head(s):

Barbara Mirza; Alessandra Murata


Other key lawyers:

Steve Flores; Nyron Persaud


Testimonials

‘Steve Flores demonstrates subject matter expertise and responsiveness.’

Key clients

Absolute Software


Acelyrin


Amryt


CinCor Pharma


ContentSquare


Etsy


Grindr


Horizon Therapeutics


Huntress


Insurance Auto Auctions


Instacart


Mind Medicine (MindMed)


Nvidia


Oyster Point Pharma


Roku, Inc.


Seatgeek


Tenable


VectivBio


Vital Farms


Zoom Video Communications


Work highlights


  • Advised Horizon Therapeutics on its agreement to be acquired by Amgen for approximately $28 billion.
  • Drafted and negotiated compensation issues for Insurance Auto Auctions (IAA) in its definitive merger agreement with Ritchie Bros.
  • Advised Grindr on its definitive agreement to merge with special purpose acquisition company Tiga Acquisition Corp., resulting in Grindr becoming a publicly listed company with a post-transaction enterprise value of $2.1 billion.

Fenwick & West LLP

Primarily representing clients in the tech, biopharmaceuticals, and healthcare sectors, the ‘talented team’ at Fenwick & West LLP advises on executive compensation and benefit arrangements relating to acquisitions and public securities offerings. Silicon Valley-based Shawn Lampron spearheads the group, advising emerging growth companies, investors, and public entities on equity compensation and ERISA-related matters during transactions. In New York, Matthew Cantor offers expertise on issues such as Section 409A deferred compensation and Section 280G golden parachute payments. Elizabeth Garland, based in Santa Monica, counsels technology companies on compensation-related compliance in M&A, IPOs, and corporate governance contexts. Silicon Valley’s Marshall Mort addresses equity and executive compensation-related tax, securities, and accounting challenges, while Nancy Chen assists both start-ups and established public companies with their compensation needs.

Practice head(s):

Shawn Lampron


Other key lawyers:

Matthew Cantor; Elizabeth Garland; Marshall Mort; Nancy Chen; Gerald Audant


Testimonials

‘Their people are a great asset to Fenwick & West as they are knowledgeable, kind and explain things very well to their clients. They are extremely knowledgeable on all areas of their practice and provide practical advice.’

‘The partners are always copied on emails as well as in attendance for calls but allow the engagements to be run by associates, under guidance. In the years that I have worked with them I have seen many associates vastly improve their skill sets, increase their knowledge base and get to move on to many different types of projects and issues, and therefore move up within the firm. I am always impressed with the caliber of individuals that they hire.’

‘This Fenwick & West team has an unmatched level of knowledge and sophistication in the areas of employee benefits and compensation. They routinely help companies and executives structure retention programs and packages and help handle the largest of M&A transactions.’

Key clients

Cisco Systems


Chinook Therapeutics


BILL


Mphasis


FormSwift


Muck Rack


Ordergroove


Pardes Biosciences


Shockwave Medical


Standard AI


Twilio


The Arena Group


Graybug Vision


Databricks


Figma


Jam City


Lessen


Molekule


Remitly


Third Harmonic Bio


UserTesting


Yuge Labs


Work highlights


  • Represented Chinook Therapeutics, Inc. in its acquisition by Novartis AG for up to $3.5 billion.
  • Represented DICE Therapeutics, Inc. in its acquisition by Eli Lily and Company for $2.4 billion.
  • Represented UserTesting in its acquisition by Thoma Bravo and Sunstone Partners for $7.50 per share, in an all-cash transaction valued at approximately $1.3 billion.

Freshfields Bruckhaus Deringer LLP

Freshfields Bruckhaus Deringer LLP is recognized for its ‘excellent executive compensation practice’, advising on equity arrangements, executive employment, severance agreements, golden parachute taxes, and other aspects of employee benefits and executive compensations in transactions. The practice is co-led by Nicole Foster and Lori Goodman in New York, alongside Brandon Gantus and Sarah Ghulamhussain in Silicon Valley. Foster collaborates with the firm’s European and Asian offices to deliver cross-border executive compensation advice, while Goodman provides US benefits law guidance to international clients such as Roivant Sciences, AstraZeneca, and Ericsson. Gantus’s expertise lies in M&A and capital markets transactions, which is routinely called upon by technology and life sciences companies. Ghulamhussain, who became a partner in May 2023, specializes in compensation structuring for corporate changes, C-suite executive transitions, and succession planning. Jordan Salzman, who rejoined the New York office as counsel in September 2023, advises public companies, private equity funds, and executives.

Practice head(s):

Nicole Foster; Lori Goodman; Brandon Gantus; Sarah Ghulamhussain


Other key lawyers:

Jordan Salzman


Testimonials

‘Freshfields has an excellent executive compensation practice that is very experienced in M&A matters.’

‘Nicole Foster is an outstanding attorney. She is intelligent, creative and has a tireless work ethic. Lori Goodman is also excellent.’

‘The Freshfields team not only understood all the day-to-day issues of our equity comp programs, which included an extensive cash and equity retention program, but was also proactive in terms of identifying potential concerns and problems in advance as we implement several new programs in advance of a sale of the company. They were both thoughtful and practical and understood not just basic options, but were creative in helping us solve the concerns that we were facing.’

‘Sarah Ghulamhussain was a pleasure to work with. She was always well versed in the issues, super responsive, practical, creative and calm, cool and collected under pressure.’

Key clients

Universal Music Group


Roivant Sciences


Kite Pharma


Agilent


PhenomeX Inc (formerly Berkeley Lights)


eBay


Coupa Software Incorporated


Luminex


London Stock Exchange Group plc


Aristocrat Leisure


Ericsson


Jungheinrich AG


Schenck Process Group


Holcim Group Services Ltd


Pearson PLC


Novartis


Boxed


Work highlights


  • Advised Coupa Software Incorporated on its all-cash take-private sale with an enterprise value of $8 billion to Thoma Bravo.
  • Assisted Schenck Process Group in the sale of its food and performance materials business to Hillenbrand, Inc. for $730 million.
  • Advised Boxed in initiating voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code to execute a sale of its Spresso software business and streamline operations.

Goodwin

Goodwin stands out as a favored firm for emerging companies in the life sciences and technology sectors, as well as for private equity and investment funds, offering deep expertise in ERISA fiduciary duties alongside compensation and benefits regulations under the Internal Revenue Code. Patrick Menasco, based in Washington DC, specializes in ERISA and pension plan investments, providing advice to both national and international financial institutions. He leads the group together with James Mattus from Boston, who is skilled in structuring and implementing equity-based and incentive compensation programs for both public and private entities. In Silicon Valley, Lynda Galligan and Grace Wirth provide assistance to emerging growth clients in navigating tax and securities laws for equity-based arrangements and incentive plans. Boston’s Natascha George handles executive employment arrangements, severance obligations, and equity-based compensation arising from IPOs and business restructurings. Sarah Bock, also in Boston, advises employers and executives on change in control provisions and deferred compensation plans.

Practice head(s):

Patrick Menasco; James Mattus


Other key lawyers:

Lynda Galligan; Natascha George; Sarah Bock; Grace Wirth


Testimonials

‘Grace Wirth is very responsive and an essential member of our larger compensation and benefits team. Highly recommended.’

Key clients

Advent International


BitSight


Blueprint Medicines


Brookline Bancorp, Inc.


Circle Internet Financial, Inc.


Citrix Systems


Deliverr, Inc.


Innovium, Inc.


Intermediate Capital Group (ICG)


ThredUp Inc.


Work highlights


  • Advised TA Associates on holding additional and final closings for its flagship fund TA XV, with total limited partner commitments at its hard cap of $16.5 billion.
  • Served as counsel to Korro Bio in its definitive merger agreement to combine with Frequency Therapeutics.
  • Advised Northmark Bank on its merger with Cambridge Trust Company in an all-stock transaction valued at approximately $63 million.

Morrison Foerster

Morrison Foerster serves a diverse client base across sectors including technology, private equity, and finance, as well as healthcare, agribusiness, and consumer products. Experienced in ERISA-prohibited transactions, equity compensation plans, and retirement benefits, the group guides clients through transactions including IPOs and cross-border M&A. Domnick Bozzetti, co-leading the team from New York, offers public companies expertise in executive compensation disclosures, particularly in annual proxy statements and IPO contexts. His fellow co-chair in New York, Joshua Lerner, specializes in senior executive compensation matters, including severance packages and change in control arrangements. Of Counsels Marvin Swift and Brooke Monahan, based in Phoenix and San Francisco respectively, bring their ERISA and compensation expertise to the team, while associate Yuan Xia in Palo Alto is noted for her work with public companies, private equity funds, and startups.


Practice head(s):

Domnick Bozzetti; Joshua Lerner


Other key lawyers:

Marvin Swift; Brooke Monahan; Yuan Xia


Key clients

SoftBank Group


eBay


onsemi


Grant Thornton LLP


Southwest Gas


ARM Limited


AgroFresh Solutions


Examinetics


Aqua Capital


Main Post Partners


Work highlights


  • Advised Arm on the executive compensation aspects of its blockbuster IPO on the Nasdaq Global Select Market.
  • Advised Southwest Gas on the executive compensation aspects of transactions, including the $1.5 billion sale of MountainWest Pipelines Holding Company to Williams Companies and the spin-off of Centuri Group.
  • Advised SoftBank on the executive compensation aspects of its agreement to acquire all outstanding capital stock of Berkshire Grey.

Orrick, Herrington & Sutcliffe LLP

Orrick, Herrington & Sutcliffe LLP is lauded for its ‘deep expertise’ in a broad spectrum of matters, including compensation governance, proxy disclosure, and financings, as well as high-stakes litigation, complex plan administration, and affordable care challenges. The team has a strong track record in managing the executive compensation aspects of SPAC mergers, as demonstrated by its involvement in COVA Acquisition Corp’s $3.8 billion merger with ECARX. Led by Juliano Banuelos from San Francisco, the department aids public and mature private companies in executive compensation, fiduciary duty, and governance matters. In New York, Laura Becking specializes in global equity compensation and human resources issues for international firms. Jason Flaherty in San Francisco and Christine McCarthy in Silicon Valley are key advisors on SPAC mergers, focusing on equity compensation and post-closing employee integration.

Practice head(s):

Juliano Banuelos


Other key lawyers:

Laura Becking; Jason Flaherty; Christine McCarthy; Justin Ho


Testimonials

‘Orrick’s EBC group has deep expertise and provides practical, actionable advice.’

‘Christine McCarthy has provided quality advice and helped operationalize a compliant structure.’

‘The team is very proactive and provides actionable and practical advice that is risk-based and pragmatic. Orrick does an excellent job at training associates and has worked with me on AFAs such as flat billing rates for U.S. employment advice. They respect my budget needs and staff accordingly.’

‘Laura Becking is the best lawyer to obtain advice regarding employment compliance for international expansion. Christine McCarthy is a great problem solver for any issues regarding equity plans, executive compensation, and benefits.’

Key clients

Algolia


Bayer


Betterment


Beyond Meat


Casetext


Cisco Systems, Inc.


Convoy


COVA Acquisition Corp.


The Gap, Inc.


Getaround


Industrious Management Company


Ipsen SA


Microsoft


Mosaic ML


Nexa3D


Oracle Corporation


Williams-Sonoma


Work highlights


  • Advising Microsoft on equity compensation, including drafting SEC comments and seeking SEC approval for novel approaches toward S-8 registration statements.
  • Advised Gap, Inc. on executive transition issues and all aspects of executive compensation and public compensation disclosure.
  • Advised Betterment on all aspects of its employee compensation needs, including the design and structuring of a restricted stock unit program and a broad-based secondary transaction.

Vinson & Elkins LLP

Vinson & Elkins LLP stands out for its expertise in the oil, gas, and energy sectors, with notable clients like Harold Hamm Family LLC, Earthstone Energy Inc, and Baytex Energy Corp. The firm addresses a wide range of executive compensation and employee benefits matters, such as issues relating to tax, ERISA, securities law compliance, and corporate governance. The team is additionally skilled in representing clients before regulatory bodies such as the IRS, SEC, Department of Labor, and Pension Benefit Guaranty Corporation. The practice is spearheaded by David D’Alessandro from Houston, who focuses on the tax and securities issues arising from executive compensation arrangements, and David Peck, based in Dallas. Also in Dallas, Shane Tucker advises on compensatory and benefits packages in M&A, IPOs, and de-SPAC transactions, while Dario Mendoza caters to a diverse clientele, including REITs, private equity firms, and executives. In New York, Patricia Adams and Joo Hyun Lee assist clients with various compensation and benefits arrangements related to corporate transactions.

Practice head(s):

David D’Alessandro; David Peck


Other key lawyers:

Shane Tucker; Dario Mendoza; Patricia Adams; Joo Hyun Lee


Key clients

Focus Financial Partners, LLC


Reata Pharmaceuticals, Inc.


Denbury Inc.


Harold Hamm Family LLC


Earthstone Energy, Inc.


Brigham Minerals, Inc.


MoneyGram International, Inc.


Baytex Energy Corp.


Tap Rock Operating, LLC


PureWest Energy, LLC


Enbridge (U.S.) Inc.


Talos Energy LLC


Crowley Maritime Corporation


Vitesse Energy, LLC


Atlas Sand Company, LLC dba Atlas Energy


Ellington Financial Inc.


Prairie Operating Co.


Work highlights


  • Advised Focus Financial Partners Inc. on its definitive agreement for Clayton, Dubilier & Rice to acquire all outstanding shares at $53 per share in an all-cash transaction.
  • Advised Reata Pharmaceuticals Inc. on its definitive agreement under which Biogen Inc. has agreed to acquire Reata for $172.50 per share in cash.
  • Advised Denbury Inc. on its definitive agreement to be acquired by Exxon Mobil Corporation.

White & Case LLP

White & Case LLP guides private equity firms and private companies through exits via sales, IPOs, or dual-track processes, and assists public companies with domestic and international M&A. The firm continues to be active in cross-border mandates, notably representing Newmont Corporation in its $19.3 billion acquisition of Newcrest Mining Limited, and Aramco in its $2.65 billion acquisition of Valvoline Global Products. The global employment, compensation and benefits practice is led by Henrik Patel, a seasoned advisor to public and private entities, boards, and executives on M&A, private equity transactions, and leveraged buyouts. Tal Marnin focuses on management compensation for private equity sponsors and their portfolio companies, alongside executive-level issues. Victoria Rosamond offers expertise in cross-border transactions, ERISA fiduciary compliance, and the tax and securities laws related to benefits. All mentioned attorneys operate from the New York office.

Practice head(s):

Henrik Patel


Other key lawyers:

Tal Marnin; Victoria Rosamond; Samantha Rozell


Key clients

EchoStar Corporation


Newmont Corporation


NRG Energy, Inc.


Altria Group, Inc.


Aramco


Magnum Opus Acquisition Limited


Occidental Petroleum


EnCap Investments L.P.


Inflection Point Acquisition Corp.


I Squared Capital


Kelsian Group Limited


Elementis Plc


Elevance Health


Ardurra Group, Inc.


Cobepa SA


Pernod Ricard SA


CION Investment Corporation


DRT Holdings, LLC


OnPoint Group, LLC


Quad-C Management, Inc.


Work highlights


  • Represented EchoStar Corporation in its all-stock merger with Dish Network Corporation at a fixed exchange ratio.
  • Represented Newmont Corporation in its $19.3 billion acquisition of Newcrest Mining Limited, by way of an Australian scheme of arrangement.
  • Represented NRG Energy, Inc. in its $5.2 billion all-cash acquisition of Vivint Smart Home, Inc., inclusive of the assumption of VVNT’s debt.

Willkie Farr & Gallagher LLP

Willkie Farr & Gallagher LLP frequently advises private equity sponsors, investment funds, and boards of directors on employee benefits, executive compensation, and ERISA aspects within corporate transactions. The firm has a notable track record in the insurance sector, exemplified by its role in advising Alleghany on its $11.6 billion acquisition by Berkshire Hathaway. Practice co-head Michael Katz, based in New York, is experienced in equity awards, the tax consequences of golden parachutes, and the liabilities associated with employee benefits in contexts such as leveraged buyouts, spin-offs, and corporate restructurings. Also in New York, fellow practice leader Jordan Messinger counsels public and private entities, boards, and compensation committees on a range of compensation and benefits issues, including those related to tax, securities law, and corporate governance. Rose Ohanesian, another New York-based attorney, deals with Section 280G parachute payment matters, employee tender offers, and the establishment of ongoing equity programs. In Washington DC, Alexander Ryan focuses on ERISA Title I issues, while San Francisco’s Scott Thompson offers expertise in complex equity and incentive compensation agreements.

Practice head(s):

Michael Katz; Jordan Messinger


Other key lawyers:

Rose Ohanesian; Alexander Ryan; Scott Thompson


Testimonials

‘Jordan Messinger is a strong and busy lawyer with a broad range of expertise.’

‘Jordan Messinger’s responsiveness and creativity make him the shining star of the Willkie Employment Law practice.’

‘Jordan Messinger is a gem of a lawyer. He is responsive, efficient, and creative in enabling me to make a proper business decision.’

‘Alexander Ryan is an outstanding Title I attorney. ’

‘They understand our business and our approach, leading to realistic advice in line with our philosophies. Response and turnaround time are timely and highly detailed. Proactive advice on adjacent scenarios has led to valuable actions and decisions.’

‘Absolute measure to work with. Knows the material inside out and how it applies to our environment. Clearly working for the success of our business with recommendations to help us improve even in non-acute situations. Response time is swift.

‘I have complete trust in Willkie, not just for expert legal and commercial counsel but because I know they have my best personal interests at heart.’

‘Scott Thompson is a fabulous partner. I feel like the relationship goes far beyond counsel/client and that makes for a priceless partnership.’

Key clients

Franklin Resources, Inc. (d/b/a Franklin Templeton)


Franchise Group, Inc. CEO Brian Kahn


CommerceHub


Carrix, Inc.


Alleghany Corporation


Warburg Pincus


Fresh Express Incorporated


Insight Partners


CMA CGM


Accedian


EG Acquisition


Fidelis Insurance Holdings Limited (FIHL)


Japan Post Insurance


SCOR


FFL Partners


Standard Real Estate Investments, LP,


Arevia Power


Work highlights


  • Advised Franklin Templeton on the acquisition of Putnam Investments and strategic partnership with Power Corporation of Canada and Great-West Lifeco.
  • Represented Franchise Group CEO Brian Kahn in a $2.6 billion take-private transaction.
  • Represented CommerceHub, a portfolio company of Insight Partners, in its acquisition of ChannelAdvisor Corporation.

Baker Botts L.L.P.

Baker Botts L.L.P. is renowned for its ‘sophisticated, practical advice’ on all aspects of compensation and employee benefit plans under the Internal Revenue Code and ERISA. The firm tackles emerging issues such as pay-versus-performance disclosure, clawback provisions, and non-compete clauses. New York-based Robin Melman, at the helm of the practice, addresses corporate governance matters, disclosure requirements, and tax implications associated with management transitions and transaction negotiations. Jason Loden in Dallas offers his expertise in qualified retirement plans, non-qualified deferred compensation plans, and welfare benefit schemes, and Houston’s Gail Stewart is well-versed in equity-based incentive plans, golden parachute arrangements, and designing executive compensation programs. Meanwhile, Katie Birnhak in New York advises both public and private firms on various executive compensation matters.

Practice head(s):

Robin Melman; Stephen Marcus


Other key lawyers:

Jason Loden; Gail Stewart; David Schiller; Gabriela Alvarez; Katie Birnhak


Testimonials

‘Fantastic close-knit team, who provides sophisticated, practical advice and is extremely client-friendly and service-oriented.’

‘We’ve worked very closely with Robin Melman and Katie Birnhak. Top-notch employment compensation team.’

‘Robin Melman is a strong lawyer in this field.’

Key clients

Acacia Research Corporation


Atlanta Braves Holdings, Inc.


BKV Corporation


Bristow Group Inc.


Cactus, Inc.


CenterPoint Energy, Inc.


ConocoPhillips


Coterra Energy Inc. (formerly Cabot Oil & Gas Corporation)


CTF Development, Inc.


Eagle Materials Inc.


Enlink Midstream, LLC / Enlink Midstream Partners, LP


GCI Liberty, Inc.


Governance Committee of Veritex Holdings


Hines Interests Limited Partnership


IBEW-NECA Southwestern Health & Benefit Fund


Insperity


Jones Energy II, Inc.


Liberty Broadband Corporation


Liberty Latin America


Liberty Media Corporation


Liberty TripAdvisor Holdings


Martin Resource Management Corporation


Murphy Exploration & Production Company


Museum of Fine Arts, Houston


Noble Corporation PLC


Novacap


Occidental Petroleum Corporation


Oceaneering International, Inc.


Qurate Retail, Inc.


RWE Trading Americas Inc.


Schlumberger Limited


Southern Company Gas


Southern Methodist University


Summit Midstream Partners, LP


Sunnova Energy Corporation


Westlake Chemical Corporation


WW International, Inc.


Zix Corporation


Work highlights


  • Worked with BKV Corporation to design and implement equity and executive compensation arrangements in anticipation of going public.
  • Represented Hibernia Energy III, LLC in its $2.25 billion sale of Midland Basin assets to Civitas Resource.
  • Acted as executive compensation counsel to Atlanta Braves Holdings, Inc.

Cadwalader, Wickersham & Taft LLP

Cadwalader, Wickersham & Taft LLP offers advice on a comprehensive array of executive compensation and benefits issues, encompassing change in control, retention agreements, and equity-based compensation programs, as well as retirement plans, ERISA matters, and plan terminations. James Frazier, operating from the New York office, specializes in ERISA fiduciary standards and prohibited transaction provisions, serving notable financial services clients such as Morgan Stanley, Barclays, and Wells Fargo. In Washington DC, Michael Bergmann offers expertise to public and private organizations on executive compensation and employee benefit arrangements related to mergers and acquisitions.

Practice head(s):

James Frazier; Michael Bergmann


Key clients

AngioDynamics, Inc.


Barclays


BlackRock


Howard Hughes Holdings Inc.


Integrated Whale Media Investments


Morgan Stanley


Politan Capital Management


Société Générale


Wellington Management Company


Wells Fargo


Work highlights


  • Advised Hong Kong-based Integrated Whale Media Investments on its pending sale of majority ownership in Forbes Global Media Holdings to an investor group led by Austin Russell.
  • Representing multiple large banks in the US and UK in ongoing Fund Finance transactions, including subscription credit facilities involving private equity funds and loans to hedge funds of funds.
  • Advised Politan Capital Management, a New York-based investment advisor, on its victory in a proxy contest with Masimo.

DLA Piper LLP (US)

With a ‘global reach on employment law topics’, DLA Piper LLP (US) guides clients through the complexities of both domestic and international transactions, addressing key issues including change in control, retention agreements, and ERISA compliance. Leading the practice from Washington DC, Rita Patel offers advice on various regulatory frameworks, including ERISA, Section 409A, and Section 280G. Julia Kovacs in DC focuses on executive compensation, deferred compensation, and employee benefits concerns that emerge in the context of M&A, while San Diego-based Michelle Lara assists entities ranging from startups to large public companies with spin-offs, IPOs, and other significant corporate dealings. In Chicago, Richard Ashley brings his expertise to ERISA Title I issues, executive compensation matters, and ESOPs.

Practice head(s):

Rita Patel


Other key lawyers:

Julia Kovacs; Michelle Lara; Richard Ashley; Ute Krudewagen


Testimonials

‘DLA Piper has a global reach on employment law topics. As a multinational company, this is really helpful, so that we have a one-stop firm that we can go to. They coordinate with local counsel and provide project management in that regard.’

‘Ute Krudewagen understands our industry and the issues we deal with in other jurisdictions. She is very responsive and also efficient with time and fees.’

Key clients

Bowlero Corporation


Venetian Resort Las Vegas


Goya Foods, Inc.


HC Salon Holdings Inc.


Mozilla Corporation


Stripe, Inc.


Quibi


Payoneer, Inc.


Money.net Holdings, Inc.


MC Credit Partners LP


Work highlights


  • Represented Philip Morris Products in its majority ownership of Swedish Match.
  • Represented Komatsu in a few complex transactions valued at over $1.8 billion.
  • Represented Woven Capital, the corporate venture capital arm of Toyota, as an investor in the Series C financing of Foretellix.

Gibson, Dunn & Crutcher LLP

Gibson, Dunn & Crutcher LLP's compensation and benefits expertise is routinely called upon by companies, boards of directors, and fund managers in acquisitions and ERISA-related matters. The practice is under the joint leadership of Sean Feller in Los Angeles, who specializes in the tax, ERISA, corporate, and securities law dimensions of incentive compensation plans, and Dallas-based Krista Hanvey, who is experienced in health and welfare benefit plans, retirement plan compliance, and providing transactional support. In Palo Alto, Stephen Fackler offers his expertise in corporate governance, ESOPs, and deferred compensation plans.

Practice head(s):

Sean Feller; Krista Hanvey


Other key lawyers:

Stephen Fackler


Key clients

Amazon.com


Patterson-UTI Energy


AT&T


CenterOak Partners


Diamondback Energy


Daikin Applied Americas / Daikin Comfort Technologies North America


Excelerate Energy


Heska


Kelso & Company


Platinum Equity and Solenis


Mesquite Energy


Salesforce.com


Welltower


Treehouse Foods


Primoris Services


Percussion Petroleum Operating II


Merck


York Space Systems


Work highlights


Jones Day

Jones Day manages benefit plans and executive compensation arrangements for acquisitions, dispositions, and joint ventures, bringing ‘extensive market knowledge’ to the table. The practice is jointly led by Miguel Eaton in Washington DC and Eric Mosier in New York, with Mosier experienced in advising private equity funds on leveraged buyouts, equity incentive plans, and employee benefit programs post-transaction. Patricia Eschbach-Hall in Cleveland offers expertise in a variety of areas, including deferred compensation plans, qualified retirement plans, and change in control agreements. Laura Bigler, also in Cleveland, specializes in compliance with the Internal Revenue Code and ERISA. In Washington, Kevin Noble counsels employers, fiduciaries, and service providers, and Miami-based Justin Walters advises on equity compensation matters.

Practice head(s):

Miguel Eaton; Eric Mosier


Other key lawyers:

Patricia Eschbach-Hall; Laura Bigler; Kevin Noble; Justin Walters


Testimonials

‘Leading technical capability and extensive market knowledge.’

Key clients

OGE Energy Corporation


Avient Corporation


VSE Corporation


Parker Hannifin Corporation


The Timken Company


The Aaron’s Company, Inc.


Work highlights


Kramer Levin Naftalis & Frankel LLP

Kramer Levin Naftalis & Frankel LLP specializes in the negotiation and implementation of executive compensation plans and employee benefits for middle-market M&A as well as complex restructurings. Marissa Holob supports both public and private companies through transactions and advises hedge funds and private equity funds on compliance with ERISA regulations. Holob spearheads the New York-based team with Robert Holtzman, who offers advice to asset management firms and private equity entities, along with their portfolio companies, on employment issues related to corporate transactions. Special counsel Avram Cahn brings expertise in executive compensation arrangements, including equity and golden parachute issues, while Sumaya Ullah Restagno focuses on negotiating transaction documents and managing post-closing benefits-related matters.

Practice head(s):

Marissa Holob; Robert Holtzman


Other key lawyers:

Avram Cahn; Sumaya Ullah Restagno


Key clients

Parent Ad Hoc Claimant Group in LATAM Airlines Bankruptcy


BlackRock


Focus Financial Partners


Onboard Partners LLC


Allied Benefit Systems, LLC


Global Industrial Company


PureStar


Work highlights


  • Represented BlackRock in its equity investment in Human Interest, a 401(k) provider for small- and medium-sized businesses.

Mayer Brown

Mayer Brown advises a wide array of US and multinational corporations on employee benefits and executive compensation, covering areas such as compliance, transactions, and litigation. The group, led by Maureen Gorman from Palo Alto, has a notable presence in the insurance industry, serving clients such as Somerset Reinsurance, Assured Guarantee, and Prudential Financial. Debra Hoffman has significant experience in ERISA matters and employee benefits plans, while Ryan Liebl is particularly experienced in advising companies and individual executives in the context of cross-border deals. Stephanie Vasconcellos focuses on employee benefits and executive compensation issues arising from corporate transactions involving both public and private entities. All attorneys are based in Chicago unless otherwise stated.

Practice head(s):

Maureen Gorman


Other key lawyers:

Debra Hoffman; Ryan Liebl; Stephanie Vasconcellos


Key clients

Brookfield Infrastructure Partners


Canadian Imperial Bank of Commerce


Caterpillar


Cushman & Wakefield


Envestnet


HSBC


State Farm Insurance


Tenneco


The Jordan Company


Yum! Brands, Inc.


Work highlights


  • Represented Engie in the $1 billion acquisition of Broad Reach Power LLC from the private equity funds EnCap Energy Transition and Apollo Infrastructure.
  • Represented Somerset Reinsurance in its sale of a controlling interest to Aquarian Holdings LLC.
  • Represented Fosun International Limited in the sale of AmeriTrust Group, Inc. to Accident Fund Insurance Company of America, a subsidiary of Blue Cross Blue Shield of Michigan.

McGuireWoods LLP

McGuireWoods LLP manages employee-related aspects in business acquisitions and dispositions, including the termination, integration, and spin-off of benefit plans. Gerald Thomas leads the firm’s wider tax and employee benefits department from Atlanta, while Charlotte-based Taylor Wedge French co-chairs the employee benefits and executive compensation division, advising clients in the pharmaceutical, financial services, and industrial sectors on stock and asset purchases. In Richmond, Robert Cipolla assists clients with the integration of employee benefit plans post-corporate transactions, while Robert Wynne offers expertise in both equity and non-equity-based incentive schemes. Carolyn Trenda, operating from Chicago, supports clients in restructuring retiree medical programs and consolidating employee benefit plans. In Charlotte, Allison Tanner offers her experience in navigating ERISA and Internal Revenue Code issues.

Practice head(s):

Gerald Thomas; Tayler Wedge French


Other key lawyers:

Robert Cipolla; Robert Wynne; Carolyn Trenda; Allison Tanner; Katie Rak


 


Key clients

Dominion Energy Services, Inc.


L3 Harris Technologies, Inc.


Perspecta, Inc.


Direct Energy (Centrica US Holdings, Inc.) – NRG Energy


Latticework Capital Management, LLC


Trinity Private Equity Group


eLearning Brothers, LLC


Navient Solutions, LLC


Rising Point Capital


Carolina Foods, Inc.


ExlService Holdings, Inc.


Work highlights


  • Represented Latticework Capital Management, LLC, a Texas-based private equity firm, in its acquisition of Catalina Research Institute, a premier independent clinical trials center.
  • Advised Trinity Private Equity Group on a $38 million investment in eLearning Brothers, LLC and on the subsequent acquisitions of Trivantis and Edulence.
  • Represented Cimarron Healthcare Capital, a Salt Lake City-based private equity firm, in its acquisitions of Forward Healthcare and Frontpoint Health.

Paul Hastings LLP

Paul Hastings LLP assists clients in navigating IPOs and M&A, focusing on investment fund structuring, fiduciary duty compliance, and ERISA-related concerns. The practice is under the joint leadership of Stephen Harris, Dan Stellenberg, and Eric Keller. Harris, operating from Los Angeles, is experienced in advising on golden parachute cut-back provisions and ERISA pension funding requirements. Palo Alto-based Stellenberg brings his expertise to advising both public and private entities on the tax, accounting, corporate, and securities law aspects of compensation and benefits programs. Meanwhile, Keller, located in Washington DC, counsels on executive-level issues. New York lawyer Jason Ertel, formerly of Fried, Frank, Harris, Shriver & Jacobson LLP, joined the team in May 2024.

Practice head(s):

Stephen Harris; Eric Keller; Dan Stellenberg


Other key lawyers:

Jason Ertel


Key clients

Nuveen


Significant Financial Institution


Cortec Group


SD Biosensor and SJL Partners


Symphony Technology Group


STG Partners


PartnersAdmin LLC


Clarion Capital


Paramount Global, Warner Bros. Discovery, and The CW Network


Sony Corporation of America


Ford Motor Company


E. & J. Gallo Winery


Francisco Partners


Vector Capital


LogMeIn


Work highlights


  • Advised Nuveen in the acquisition of a portfolio of assets from Omni Holding Company.
  • Advised Cortec Group on the sale of a majority interest in Groundworks to KKR.
  • Advised SD Biosensor and SJL Partners on benefits and compensation matters in the acquisition of Meridian Bioscience Inc. for $1.53 billion.

WilmerHale

WilmerHale advises buyers, sellers, and debtors in M&A, with a particular focus on defined benefit plans and multi-employer withdrawal liabilities. The firm has a strong track record with biotech clients, representing companies including Solid Biosciences, Decibel Therapeutics, and Akouos. Boston-based Kim Wethly chairs the tax department and deals with executive compensation-related tax, corporate securities, and accounting issues. Amy Null, also in Boston, guides financial industry service providers through ERISA and employee benefit plan regulations. In Washington DC, Ciara Baker specializes in advising public and private corporate clients on equity compensation, non-qualified deferred compensation plans, and change in control agreements.

Practice head(s):

Kim Wethly


Other key lawyers:

Amy Null; Ciara Baker


Key clients

Analog Devices


Revvity (FKA PerkinElmer)


Akouos, Inc.


Sierra Space Corporation


Danaher Corporation


Decibel Therapeutics, Inc.


CARISMA Therapeutics, Inc.


Security Benefit Corporation


Casella Waste Systems


Stirista LLC


SDC Capital Partners


Solid Biosciences Inc.


Blue Apron


Lookout, Inc.


Benu Networks, Inc.


Dept. US Holding Inc.


SecZetta


Editas Medicine, Inc.


Work highlights


Winston & Strawn LLP

The ‘phenomenal’ Winston & Strawn LLP provides a comprehensive suite of employee benefits and executive compensation services, encompassing public company reporting, advice on qualified retirement plans and Title I investments, and international human resources-related issues. The practice is co-led by Scott Landau, who specializes in representing private equity clients and public companies in both US and international transactions, and Chicago’s Joseph Adams, who focuses on how M&A, divestitures, and spin-offs influence executive compensation, employee benefit plans, and individual executive agreements. Maria Kenny, dealing with issues including severance agreements, equity arrangements, and non-qualified retirement plans, along with Jennifer Stadler, who handles the employee benefits components of securities transactions, are key members of the team. All attorneys are based in New York unless otherwise stated.

Practice head(s):

Scott Landau; Joseph Adams


Other key lawyers:

Maria Kenny; Jennifer Stadler; Caitlin Baranowski


Testimonials

‘The Winston team is phenomenal. They provide awesome perspective and are extremely reliable. Many lawyers have a tough time translating complicated topics into “layman’s terms” but this team is amazing at that. They are super efficient and also just great people overall.’

‘I can rely on them 100%. Scott Landau and his entire team are amazing.’

Key clients

Argand Partners


Brookfield Asset Management


Century Park Capital Partners


Court Square Capital Partners


Danfoss


Eos Partners


Gartner, Inc.


GenNx360 Capital Partners


Hudson Hill Capital


The Jordan Company


Lear Corporation


PwC


Revelstoke Capital Partners


TreeHouse Foods


Thomas Publishing Company


Vistria Group, LP


Water Street Healthcare Partners


Work highlights


  • Represented TPG Global in its acquisition of Angelo Gordon, handling all employee benefits and executive compensation aspects of the transaction.
  • Represented KeHE Distributors in its acquisition of DPI Specialty Foods, managing all executive compensation, incentive equity, and employee benefits matters.
  • Represented Chart Industries, Inc., in its acquisition of Howden and the sale of Roots, and provided counsel regarding its equity incentive program to retain the key management team post-closing.

ArentFox Schiff

ArentFox Schiff assists clients with navigating the effects of M&A on benefit plans. The group is co-led by Quana Jew in Washington DC, who brings extensive knowledge in areas such as employee stock ownership plans, executive incentives, and health and welfare benefit programs for employees, and New York’s Mamta Shah, who counsels public and private entities on matters related to qualified employee benefit plans, non-deferred compensation schemes, and severance arrangements. In Chicago, Brian Friederich, who was promoted to partner in January 2024, focuses on advising on ERISA compliance, onboarding and separation protocols, and on addressing benefits issues in the context of mergers.

Practice head(s):

Quana Jew; Mamta Shah


Other key lawyers:

Brian Friederich; Lauralyn Bengel


Key clients

Monsanto Company/Bayer Corporation


Carl Zeiss, Inc.


Choice Hotels International


TruGolf, Inc


Kimball International


First Mid Bancshares, Inc.


Cresset Asset Management, LLC


Tuthill Corporation


Snap-on Incorporated


Draper James LLC


Kindeva Drug Delivery


Work highlights


  • Provided pre- and post-transaction employee benefits assistance to Choice in its acquisition of the franchise business and operations of Radisson Hotels America for $675 million.
  • Advised Monsanto on the impact on benefits arrangements of various mergers and acquisitions.
  • Advised Carl Zeiss on the buying and selling of various business units, including recommendations on maintaining or integrating existing plans of the target into the parent’s structure.

Bracewell LLP

Bracewell LLP boasts a strong presence in the oil and gas and energy sectors, notably representing Phillips 66 in the $3.8 billion all-cash acquisition of DCP Midstream LP’s publicly held common units. The team’s expertise encompasses stock exchange rules related to compensation, employment transfers, and deferred compensation schemes. Co-leading the practice from Houston, Scott Sanders focuses on analyzing and structuring employee benefit plans within corporate transactions, covering due diligence, change in control provisions, and the negotiation of transaction documents. Fellow Houston-based co-chair Matthew Grunert advises public companies, private equity funds, and their portfolio companies on benefits liabilities allocation, 280G golden parachute issues, and the management of compensation following transaction closure.

Practice head(s):

Matthew Grunert; Scott Sanders


Other key lawyers:

Amy Halevy


Testimonials

‘Amy Halevy is an expert in her area of practice. She provides practical advice and makes herself available at any time.’

Matthew Grunert is our go-to labor and employment lawyer. He is very knowledgeable and client focused. He communicates the legal structure very clearly and he is creative when we need solutions.

Matthew Grunert: Creative; experienced; good judgement.

Key clients

Allegiance Bancshares, Inc.


Avista Corporation


Cactus, Inc


Calpine Corporation


Enduro Composites, Inc.


Glacier Oil & Gas Corp


Phillips 66


Prosperity Bancshares, Inc.


Public utility company


Sable Offshore


Underwriters For Darden Restaurants, Inc.’s


UTEX Industries, Inc.


Work highlights


  • Represented Allegiance Bancshares, Inc. in all employee benefits considerations in its merger with CBTX, Inc., parent company of CommunityBank of Texas.

Hunton Andrews Kurth LLP

Hunton Andrews Kurth LLP supports both public and private companies with the employee benefits and executive compensation facets of transactions, focusing on due diligence, negotiating representations, and ensuring post-transaction contractual and regulatory compliance. Anthony Eppert, co-leading the practice from Austin, focuses on executive compensation, employee benefits, and ESOPs, addressing associated tax, securities, and corporate governance concerns. In Washington DC, fellow practice head Jessica Agostinho offers expertise in tax-qualified retirement plans, ERISA compliance, and the due diligence of employee benefit plan documentation. Counsel Michelle Lewis, also based in DC, focuses on health and welfare plans, qualified retirement plans, and executive deferred compensation plans. Former co-head Scott Austin retired in October 2023.

Practice head(s):

Anthony Eppert; Jessica Agostinho


Other key lawyers:

Michelle Lewis; Tyler Richardson; Jordan Latham


Key clients

Alkami Technology, Inc.


Commercial Metals Company


Darden Restaurants, Inc.


Divcon EMS Austin, LLC


DTE Energy Company


ESW Parent, Inc.


Finance of America Companies Inc.


MV Transportation, Inc.


Neiman Marcus Group


NuStar Energy


Oncor Electric Delivery Company


Smithfield Foods, Inc.


Spirit of Texas Bancshares, Inc.


Sunlight Financial LLC


Texas Children’s Hospital


Texas Instruments


Utica Mutual Insurance Company


Valero Energy Company


Vistra Corp


Work highlights


  • Advised the Saratoga Foods Specialty division of Smithfield Foods, Inc. in its $587.5 million sale to Solina Group Holding.
  • Advised on the sale of Finance of America Companies’ title insurance subsidiaries, Boston National Title and Agent’s National Title, to a subsidiary of Essent Group Ltd.
  • Advised Darden Restaurants, Inc. in the acquisition of Ruth’s Hospitality Group, Inc., valued at $715 million.

Linklaters LLP

Leveraging its extensive global network, Linklaters LLP stands out for its advice on cross-border transactions within the financial services, technology, and industrial sectors. Andrew L. Gaines oversees the New York-based practice, offering expertise on the employee benefits and executive compensation dimensions of corporate transactions and bankruptcies, and advising private fund sponsors on ERISA Title I issues. The team was strengthened in September 2023 with the arrival of senior counsel Janet Lee from Goldman Sachs, who brings experience in stock incentives, retirement plans, and transactional due diligence. Senior counsel Craig Spenner assists asset managers, banks, and private equity funds with ERISA’s fiduciary regulations and prohibited transaction rules.

Practice head(s):

Andrew L. Gaines


Other key lawyers:

Janet Lee; Craig Spenner


Testimonials

They are really switched on.

Key clients

Brookfield Asset Management


Getir


Rothschild & Co. SCA


Storm Energia Inc.


FD Technologies plc


ID Funds Manager LLC


Arrival


Schaeffler


Thermo Fisher Scientific


GENFIT SA


Emirates Telecommunications Group Company PJSC ETISALAT


Work highlights


  • Advised Brookfield Asset Management on executive compensation and employee benefits in its £4 billion offer for HomeServe plc.
  • Advised the HR and Legal teams of Rothschild on the tax treatment of the tender offer for US employee partners and adjustments to employee awards under the company’s equity plans due to the going private transaction.

Pillsbury Winthrop Shaw Pittman LLP

Pillsbury Winthrop Shaw Pittman, LLP advises on domestic and global benefits and compensation issues associated with spin-offs, mergers, and equity investments. The firm’s tax department is overseen by Nora Burke in New York, with Jessica Lutrin leading the executive compensation and benefits division from Austin. Peter Hunt, based in New York, advises on broad-based pension and 401(k) plans. In Los Angeles, Mark Jones offers expertise in cross-border equity matters, particularly for foreign companies looking to extend stock options to US employees. Christine Richardson, located in San Francisco, focuses her practice on the retail, e-commerce, and consumer brands sectors. 2023 saw the departures of Cindy Schlaefer, who retired, and Jonathan Ocker, who joined Orrick, Herrington & Sutcliffe LLP.

Practice head(s):

Nora Burke, Jessica Lutrin


Other key lawyers:

Peter Hunt; Mark Jones; Christine Richardson; Colleen


Key clients

AT&T


CalPERS


Chevron Corporation


Clearwater Paper Company


Cisco Systems


Estée Lauder Companies, The


Fujitsu Corporation


Guitar Center


Incyte


Invitae Corporation


JUUL


Lucid Motors


Pacific Gas & Electric Company


Southern California Permanente Medical Group


Wilbur-Ellis Holdings, Inc.


Victaulic


Work highlights


Reed Smith LLP

Particularly active in the healthcare, technology and finance spaces, Reed Smith LLP addresses executive compensation and employee benefits issues arising from cross-border transactions, de-SPAC mergers, and corporate restructurings. In Pittsburgh, Matthew Mohn co-chairs the group with Allison Sizemore, who focuses on legal compliance across various areas, including qualified retirement plans, ERISA fiduciary responsibilities, and multi-employer plan challenges. Also based in Pittsburgh, Jennifer Gardner advises both buyers and sellers on the review and transition of employee benefit plans during transactions. New York’s Ian Sherwin routinely acts for private equity sponsors and their portfolio companies, demonstrating significant experience in phantom stock plans and 409A compliance. Daniel McClain, also in New York, brings expertise in navigating M&A and corporate restructuring processes to the table.

Practice head(s):

Matthew Mohn, Allison Sizemore


Other key lawyers:

Jennifer Gardner; Ian Sherwin; Daniel McClain


Testimonials

‘The practice is remarkably interconnected on a domestic and international scale, which means there are many efficiencies and a high standard of work.’

‘The partners are exceptionally practical, transparent on fees, and quick to cut to the heart of a matter and help identify best solutions.’

Work highlights