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

Cleary Gottlieb Steen & Hamilton

Representing a large and diverse group of global public and private companies, as well as private equity sponsors, Cleary Gottlieb Steen & Hamilton advises clients on the most complex executive compensation and employee benefits matters, including those arising from public and private M&A transactions, private equity deals, spin-offs, IPOs, divestitures, carve-outs, bankruptcies, and restructurings. Under the leadership of Michael Albano, the practice also handles governance matters, advising on executive and director succession planning, independent investigations, shareholder engagement and compensation, as well as environmental, social, and governance issues. Albano brings over two decades of experience and focuses on the most complex matters in the market, addressing the commercial, tax, ERISA, and governance considerations of each transaction and client. He is supported by the 'exceptional' Julia Petty, who is well-versed in domestic and cross-border transactions and advises on disclosure, governance, and shareholder engagement matters, particularly in connection with change-of-control transactions, shareholder activism, and other significant corporate events. Elizabeth Dyer is also a key member of the practice, advising clients on complex ERISA-related matters. All mentioned individuals are based in the firm's New York office.

Responsables de la pratique:

Michael Albano


Autres avocats clés:

Julia Petty; Elizabeth Dyer; Alan Levine; Amanda Toy


Les références

‘Cleary Gottlieb’s HR practice stands out among its peers. They have a deep knowledge base of HR related topics including equity, benefits, compensation and employee retention. Every deal is unique and they are able to assess the situation and provide elegant solutions. ’

‘Julia Petty is exceptional. She is able to not only develop elegant HR related solutions, she is also able to clearly articulate the solutions to both the buyer and seller. She is responsive and a great communicator. A true gem.’

‘High quality, practical, user-friendly.’

Principaux clients

Avail Infrastructure Solutions


Baker Hughes


General Mills


GSK


Keurig Dr Pepper


Levi Strauss & Co.


Medtronic


Roquette


Sofidel


Solventum


SpartanNash


Surescripts


Synopsys


T-Mobile


Warburg Pincus


Principaux dossiers


  • Advising Baker Hughes on executive compensation and employee benefits work in relation to pending all-cash $13.6 billion acquisition of Chart Industries.
  • Representing GSK in its up to $2 billion acquisition Boston Pharmaceuticals’ lead asset efimosfermin alfa and related executive compensation and employee benefits work.
  • Representing Medtronic in the pending separation of its diabetes business into a new standalone public company, MiniMed, and related executive compensation and employee benefits work.

Cravath, Swaine & Moore LLP

The New York-based team at Cravath, Swaine & Moore LLP focuses on executive compensation and benefits issues arising in complex corporate transactions. It assists clients in analyzing the associated legal and financial risks, negotiating all executive compensation and benefits aspects of transactions, developing succession arrangements and other compensation and benefits plans, and navigating the related securities, disclosure, corporate governance, tax, ERISA, and accounting considerations. The practice is led by Eric Hilfers, described by clients as ‘remarkable to work with’, focuses on executive compensation and employee benefits matters in connection with mergers and acquisitions and other business transactions. In addition to handling executive compensation matters, Jonathan Katz also oversees a range of human resources-related issues and ensures compliance with securities laws. Matthew Bobby  is also a key member of the practice. Amanda Hines Gold has departed the team.

Responsables de la pratique:

Eric Hilfers


Autres avocats clés:

Jonathan Katz; Matthew Bobby


Les références

‘This team integrates all the different elements of employee benefits, executive compensation, and retirement plans seamlessly to provide world class strategic and tactical advice.’

‘Eric Hilfers is remarkable to work with, pulls in the entire firm and then also reflects on his time in M&A into employee benefits, executive compensation, and retirement plans related advice. Just unparalleled.’

Principaux clients

Aquarion Water Authority


Bridge Investment Group


Endeavor


Frontier


Johnson & Johnson


Kenvue


Occidental Petroleum


Paramount


PepsiCo


The Walt Disney Company


Wiz


Principaux dossiers


  • Advised on executive compensation and benefits to the special committee of the board of directors of Paramount Global in connection with Paramount’s $28billion merger with Skydance.
  • Advising on executive compensation and benefits to Frontier Communications Parent, Inc. in connection with its pending $20billion acquisition by Verizon Communications Inc.
  • Advising on executive compensation and benefits to Kenvue in connection with its pending $48.7 acquisition by Kimberly Clark.

Davis Polk & Wardwell LLP

Davis Polk & Wardwell LLP advises public and private companies, financial institutions, and private capital clients on a broad range of employment benefits and executive compensation issues related to complex transactions, including mergers and acquisitions, private equity investments, recapitalisations, spin-offs, restructurings and bankruptcies, IPOs, as well as joint ventures and sophisticated commercial arrangements. Under the leadership of Jennifer Conway, the practice is also regarded for its work on corporate governance matters, senior executive recruitment, and the design and implementation of equity-based retention and other incentive compensation programmes. Conway brings over two decades of experience, focusing on executive compensation and employee benefits matters related to mergers and acquisitions, spin-offs, and IPOs. Kyoko Takahashi Lin manages employment agreements, deferred compensation, and severance plans, while Adam Kaminsky focuses on private equity deals and portfolio company compensation matters. Veronica Wissel advises clients on the ERISA considerations involved in the investment and management of pension plan assets in private funds, as well as other investment products and structures. While Kaminsky is based in Washington, DC, the other practitioners referenced are based in New York.

Responsables de la pratique:

Jennifer Conway


Autres avocats clés:

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


Principaux clients

AIG


Air Transport Services Group


Airbus SE


American Industrial Partners


BlackRock


Block


Comcast


CoreWeave


Emerson Electric


Endo


Ferrero


First Eagle Investments


Intra-Cellular Therapies


Klarna


Leidos


Rent the Runway


Spirit Airlines


Summit Materials


Sycamore Partners


TPG


Principaux dossiers


  • Advised Sycamore Partners on its $23.7 billion acquisition of Walgreens Boots Alliance, in relation to executive compensation issues stemming from the transition from public company equity to interests in a private equity portfolio company.
  • Advising Comcast Corporation on executive compensation aspects of its creation of a new publicly traded company called Versant, comprising a portfolio of NBCUniversal’s cable television networks, including USA Network, CNBC, MSNBC, Oxygen, E!, SYFY and Golf Channel, as well as Fandango, Rotten Tomatoes, GolfNow and SportsEngine.
  • Advised Intra-Cellular Therapies on its $14.6 billion acquisition by Johnson & Johnson, ensuring that the management and key employees were able to maintain their high-performance culture during the interim period and that they were fairly integrated into the acquiring entity.

Debevoise & Plimpton LLP

Debevoise & Plimpton LLP‘s employee benefits and executive compensation practice is a core component of the firm’s interdisciplinary client teams, working closely with its M&A, leveraged finance, capital markets, insurance, banking, and tax practices to deliver well-coordinated and commercially focused advice tailored to each client’s unique objectives. The team has deep experience in the private equity industry, with substantial knowledge of compensation, employment, corporate governance, ERISA, and securities laws, and regularly assists clients in assessing human capital and liability considerations in connection with complex M&A transactions. The New York-based practice head, Jonathan Lewis, oversees all aspects of executive compensation and the strategic deployment of human capital, with a particular focus on the private equity, healthcare, and insurance sectors. He is supported by Franklin Mitchell in New York, who advises on disclosure and governance matters, negotiates executive compensation arrangements, and counsels on the executive compensation and employee benefits aspects of mergers and acquisitions. In Washington DC, Simone Hicks focuses on a broad range of executive compensation and employee benefits issues, including the benefits and tax considerations that arise in both public and private M&A transactions.

Responsables de la pratique:

Jonathan Lewis


Autres avocats clés:

Frank Mitchell; Simone Hicks


Les références

‘They provided extremely high-level, timely and accurate advice throughout the entire process of a recent transaction. Their experience and legal acumen helped us immensely when faced with certain difficult decisions which required quick assessment and response. They always provided sound advice in these circumstances.’

‘We can’t say enough about partner Jonathan Lewis. We had the ideal legal mind to perform research on federal requirements and the entire team worked hard to finalize out agreement.’

Principaux clients

American Express


Blackstone, Inc.


Brookfield Reinsurance


Comerica Bank


DoubleVerify, Inc.


Elliott Management Corporation


EQT Exeter


Everest Group


Guardian Life Insurance Company


HarbourVest Partners


HCA Healthcare


International Paper Company


Johnson & Johnson


JP Morgan Asset Management


Meiji Yasuda Life Insurance Company


MetLife, Inc.


Morgan Stanley Capital Partners


Nuveen


Oaktree Capital Management


Principal Financial Group


Providence Equity Partners


Prudential Financial, Inc.


Resolution Life


Schneider Electric Holdings, Inc.


Spirit Airlines


StanCorp Financial Group


Stone Point Capital LLC


Sun Life Financial Inc.


TA Associates


The Carlyle Group


The Walt Disney Company


Teachers Insurance and Annuity Association of America (TIAA)


TPG Capital LLC


Verizon Communications


Warner Bros. Discovery, Inc.


Warner Music Group


Windstream Holdings, Inc.


Principaux dossiers


  • Advising  Verizon Communications in its $20 billion acquisition of Frontier Communications Parent, managing the treatment of equity compensation and legacy senior executive arrangements, senior executive succession, benefit plan integration and synergy realization.
  • Advising Resolution Life in the acquisition of 100% of its shares by Nippon Life Insurance Company at a valuation of $10.6 billion, managing changes in the management team and post-closing management incentive program.
  • Advising Accession Risk Management Group in its $9.8 billion sale to Brown & Brown, managing securities law and tax issues in connection with the management’s equity holdings related to complex package of indemnification and escrow provisions.

Kirkland & Ellis LLP

Kirkland & Ellis LLP supports public and private companies, as well as private equity funds, through employee benefits issues arising in a wide variety of corporate transactions, including mergers, acquisitions, carve-outs, and divestitures. The practice also manages restructuring matters related to qualified and non-qualified retirement plans, ESOPs, multi-employer plans, and health and welfare benefit plans. Austin and New York-based Scott Price represents high-profile executives and management teams in negotiating employment and incentive arrangements, alongside equity arrangements, deferred compensation, severance, and other executive programs. Michael Falk is well-versed in qualified and non-qualified retirement plans, Code Section 409A, Code Section 280G, and the compensation aspects of mergers and acquisitions, while Alexandra Mihalas focuses on transactional ERISA matters for private and public companies, with a focus on acquisitions and sales by private equity funds. Both Falk and Mihalas are based in the firm's Chicago office.

Autres avocats clés:

Scott Price; Michael Falk; Alexandra Mihalas


Latham & Watkins

Working closely with the firm’s corporate M&A, capital markets, and banking teams, Latham & Watkins’s ‘incredibly knowledgeable’ executive compensation, employment, and benefits practice advises public and private companies of all sizes on the full spectrum of executive compensation and related matters. The team handles complex tax and securities law issues, counsels on ERISA, and advises on benefit plan considerations in outsourcing transactions, as well as employment and benefits litigation. The practice is jointly led by Larry Seymour in Los Angeles and James Metz in Silicon Valley, with Seymour representing public and private clients in equity-based incentive arrangements, severance packages, and transaction-related incentives, and Metz focuses on navigating intricate tax, securities, and corporate law considerations. In Washington DC, David Della Rocca brings significant experience in addressing compensation and benefits issues arising in mergers and acquisitions, initial public offerings, and spin-offs. Based in New York, Bradd Williamson and Austin Ozawa advise private and public companies on the executive compensation, employment, and benefits aspects of corporate transactions, with Ozawa also providing counsel on SEC and ERISA compliance.

Responsables de la pratique:

Larry Seymour; James Metz


Autres avocats clés:

David Della Rocca; Bradd Williamson; Austin Ozawa; Ben Rosemergy


Les références

‘Terrific group with broad market knowledge and deep resources.’

‘James Metz is highly valued as long-term trusted advisor.’

‘This team is incredibly knowledgeable, has a depth of experience that is difficult to replicate and has a practical perspective that it brings to every matter. The team is also very responsive and a pleasure to work with.’

Principaux clients

CyberArk


Cox Enterprises


Herc Holdings


Torch Clean Energy


Alico


Coinbase


Compass Minerals


DXC Technology


Novanta


PowerMarket


Shift4 Payments


Tapestry


Bridgepoint Advisers Limited


Leeds Equity Partners


Consonance Capital Partners


CVC Capital Partners


Leonard Green Partners


Macquarie


Odyssey Investment Partners


The Sterling Group


GFL Environmental


Charlesbank Capital Partners


Siemens Corporation


Hyatt Hotels Corporation


Brookfield Asset Management


Haveli Investments


Live Nation


e.l.f. Beauty


Cadence


Skydance Media


Anglo American


EQT / CPP Investments / Nord Anglia Education


Nippon Life Insurance Company


TPG Tech


Principaux dossiers


  • Advised on employment benefits and executive compensation aspects of Anglo American’s announced merger of equals with Teck Resources to form the Anglo Teck group ($53.5 billion).
  • Advised on employment benefits and executive compensation aspects of Cox Communications’ definitive agreement to combine with Charter Communications, Inc. ($34.5 billion).
  • Advised on employment benefits and executive compensation aspects of CyberArk’s sale to Palo Alto Networks ($25 billion).

Paul, Weiss, Rifkind, Wharton & Garrison LLP

Paul, Weiss, Rifkind, Wharton & Garrison LLP assists private and public companies, private equity, hedge and other investment funds, and plan sponsors on wide range of complex executive compensation and employee benefits matters, such as creating, negotiating, and modifying executive incentives and change-of-control arrangements, and addressing issues that arise in connection with the assumption of, or the failure to assume, benefit plans and other employee obligations. New York-based Jean McLoughlin and Lawrence Witdorchic co-head the practice, with McLoughlin focusing on the negotiation of employment incentives and compensation, including management equity arrangements and the related tax and securities implications, and Witdorchic managing executive compensation and employee benefits features of mergers, acquisitions, takeovers, dispositions, and IPOs. New-York based Andrea Wahlquist Brown is a key contact for the representation of public companies in strategic mergers and spin-offs, as well as in initial public offerings. Jarrett Hoffman has left the firm.

Responsables de la pratique:

Jean McLoughlin; Lawrence Witdorchic


Autres avocats clés:

Andrea Wahlquist Brown; Matthew Friestedt; Rebecca Coccaro; Christopher Gonnella


Principaux clients

23andMe


3G Capital


Apollo Global Movement


Aptiv


Carrier Global Corporation


Chevron


Crown Castle


Dana Incorporated


Eaton Corporation


Envestnet


General Mills


IBM


IonQ


Kraft Heinz


Madison Dearborn


Novolex


Qualcomm


OXO


RXO


Verve Therapeutics


Principaux dossiers


Ropes & Gray LLP

Working alongside the firm's transactional practices, Ropes & Gray LLP plays a central role in negotiating the executive compensation and employee benefits components of transactions, from signing through closing and beyond, and leads the implementation process, including plan set-ups, spin-offs, and terminations. The practice also negotiates and drafts executive employment and severance arrangements and is involved in shaping and negotiating transaction and transaction-related documentation to ensure alignment between commercial objectives and workforce strategy. Boston-based Renata Ferrari and New York-based Allie Alperovich jointly head the practice, with Ferrari advising on broad spectrum of executive compensation matters, including equity-based incentive plans, deferred compensation arrangements, and severance programs, and Alperovich focusing on the executive compensation and employee benefits aspects of mergers and acquisitions, while also advising companies and individual executives on ongoing compensation planning and governance matters. Danna Kivell, in New York, and Jennifer Rikoski Whitney, in Boston, represent clients in compensation and benefits issues arising in the context of mergers and acquisitions. Joshua Lichtenstein is a name to note for ERISA matters, particularly in relation to issues that have emerged or gained prominence in recent years. He is based in New York.

Responsables de la pratique:

Renata Ferrari; Allie Alperovich


Autres avocats clés:

Danna Kivell; Josh Lichtenstein; Jenny Whitney


Principaux clients

Nippon Steel


NIQ Global Intelligence


Evident


Commonwealth Financial Network


Coalesce Capital


Genstar Capital LLC


Patient Square Capital


GI Manager


Aimbridge Hospitality


New Mountain Capital


H-Food Holdings, LLC


Bain Capital


Welsh, Carson, Anderson & Stowe


Trive Capital


Loop Payments


Carlyle AlpInvest


Hooters of America, LLC


Principaux dossiers


Simpson Thacher & Bartlett LLP

With expertise in the private equity sector, Simpson Thacher & Bartlett LLP‘s New York-based compensation and benefits practice brings extensive experience across a broad range of matters, including the structuring and negotiation of sophisticated management equity, employment, and incentive compensation arrangements, and advises on all compensation and benefits aspects of acquisitions and divestitures, as well as public offerings of private equity portfolio companies, serving clients in New York and across the United States. Practice head Gregory Grogan focuses on executive retention and incentive arrangements in the context of M&A transactions and IPOs, while Andrew Blau manages executive compensation and benefits programmes, implementing key executive employment agreements, management incentive plans, and equity arrangements throughout the full corporate lifecycle. Jeannine McSweeney is a notable practitioner for compensation and benefits matters such as equity- and cash-based incentive plans, deferred compensation arrangements, retirement plans, and severance agreements, with particular experience advising on these issues in connection with mergers and acquisitions and joint ventures. Brian Robbins has retired in 2025.

Responsables de la pratique:

Gregory Grogan


Autres avocats clés:

Andrew Blau; Jeannine McSweeney; David Rubinsky


Les références

‘Deep experience in both public company and private equity owned companies. Very patient explaining difficult employee compensation issues in deals where management is rolling over their interest.’

‘David Rubinsky: Deep experience, patient with clients and firm but polite with adversaries. Engaging person as well.’

Principaux clients

ACGO


Alight, Inc.


Bayview Asset Management


Beacon Roofing Supply


Blackstone


Blackstone Real Estate


Blue Yonder


Brookfield Asset Management


BPEA Private Equity Fund VIII


Bumble


Circana


DigitalBridge


GardaWorld


Goldman Sachs


Grant Thornton


Herc Holdings


Hilton Grand Vacations


Hilton Worldwide


Karuna Therapeutics, Inc.


KKR


Mattress Firm


Microsoft Corporation


New Mountain Capital


Paramount Global


Radius Recycling


Silver Lake Partners


SiriusXM Holdings Inc.


Sixth Street


Software AG


Stone Point Capital LLC


TIH Insurance Aggregator, L.P.


Wells Fargo


Yahoo


Principaux dossiers


  • Advised on executive compensation and benefits aspects of Paramount Global’s $28 billion merger with Skydance Media.
  • Advised on executive compensation and benefits aspects of Silver Lake Partners’ $13 billion acquisition of Endeavor Group.
  • Advised on executive compensation and benefits aspects of Beacon Roofing Supply’s $11 billion acquisition by QXO.

Wachtell, Lipton, Rosen & Katz

Wachtell, Lipton, Rosen & Katz advises boards and senior executives on high-stakes issues facing public and private companies, drawing on deep experience in executive compensation, domestic and cross-border M&A, acquisitions, divestitures, and other complex transactions. The practice also manages corporate governance challenges, including executive succession, proxy contests, and shareholder activism. Practice head Jeannemarie O’Brien has extensive experience in executive compensation and employee benefits aspects of transactions, with a particular focus on transactions involving financial services institutions. She is supported by Adam Shapiro and Michael Schobel, who are key contacts for employee compensation and benefits matters across mergers and acquisitions and other transactions. All are based in the firm’s New York office. Jarrett Hoffman has joined the firm.

Responsables de la pratique:

Jeannemarie O’Brien


Autres avocats clés:

Adam Shapiro; Michael Schobel; Jarrett Hoffman


Principaux clients

Salesforce


Teck Resources


Becton Dickinson


Lionsgate


Norfolk Southern


Synovus


Huntington Bancshares


OpenAI


PNC


Global Payments


Dayforce


TEGNA


Charter Communications


Principaux dossiers


  • Advised Norfolk Southern on its $250 billion combination with Union Pacific to form the first American transcontinental railroad.
  • Advised Teck Resources on its $69 billion merger of equals with Anglo American.
  • Advised Becton Dickinson in the $17.5 billion combination of its Biosciences & Diagnostic Solutions Business with Waters Corporation through a Reverse Morris Trust.

Weil, Gotshal & Manges LLP

Weil, Gotshal & Manges LLP continues to advise large multinational corporations and their boards of directors, as well as private equity sponsors and their public and private portfolio companies, on a wide range of compensation and employee benefits matters, with particular focus on compensation and benefits aspects of strategic acquisitions, mergers, and divestitures, as well as fund formations, IPOs and other financing transactions, and bankruptcy and restructuring proceedings. Practice head Paul Wessel concentrates on employee benefits and executive compensation issues arising in M&A and financial restructurings, while also providing counsel on ERISA matters, pension investments, and fiduciary responsibilities. He is supported by Jennifer Haydel Britz, who advises clients on the implementation and management of severance arrangements, change-in-control agreements, and non-qualified deferred compensation plans, and Amanda Rotkel, who brings expertise in complex equity-based compensation programs for public companies, domestic and international private equity sponsors, and their portfolio companies. All noted individuals are based in New York.

Responsables de la pratique:

Paul Wessel


Autres avocats clés:

Jennifer Haydel Britz; Amanda Rotkel


Principaux clients

Advent International, L.P.


American Securities LLC


Avolon Holdings Limited


Bell Canada


Canada Pension Plan Investment Board


Clarience Technologies, LLC


Clayton, Dubilier & Rice, LLC


Corvex Management, LP


Cove Hill Partners, L.P.


Dun & Bradstreet Holdings, Inc.


Foundation Building Materials, LLC


Genstar Capital


Goldman Sachs


The Home Depot, Inc.


Iodine Software


Iron Mountain Incorporated


L’Oreal USA, Inc.


PSG Equity L.L.C.


Sanofi S.A.


Sunoco LP


Wells Fargo


Xplor Technologies, LLC


Principaux dossiers


  • Advised on executive compensation and employee benefits aspects of Sanofi S.A.’s tender offer to acquire Blueprint Medicines Corporation, for an equity value of $9.5 billion including potential CVR payments.
  • Advised on executive compensation and employee benefits aspects of Sunoco LP’s approximately $9.1 billion acquisition of Parkland Corporation.
  • Advised on executive compensation and employee benefits aspects of Foundation Building Materials, LLC’s $8.8 billion sale to Lowe’s Companies, Inc.

Freshfields

Noted for its ‘truly global coordination and multidisciplinary approach’, Freshfields oversees the employee benefits and executive compensation components of major corporate transactions, and manages structuring equity arrangements, negotiating employment and severance agreements, addressing golden parachute tax issues under Section 280G, and managing deferred compensation matters under Section 409A. Nicole Foster and Lori Goodman, based in New York, and Sarah Ghulamhussain and Heather Brookfield, based in Silicon Valley, jointly lead the practice, focusing on the executive compensation and benefits aspects of mergers and acquisitions, securities offerings, initial public offerings, liquidity programs, and other complex business transactions. Their work is strengthened by New York-based Jordan Salzman, who brings extensive experience in governance matters, securities law, and compensation disclosure, advising employers and executives on the negotiation and implementation of employment, severance, retention, and change-in-control arrangements.

Responsables de la pratique:

Nicole Foster; Lori Goodman; Sarah Ghulamhussain; Heather Brookfield


Autres avocats clés:

Jordan Salzman


Les références

‘Freshfields’ executive compensation and benefits practice is distinguished by its deep integration with complex transactions, governance matters, and cross-border work. The team is particularly strong where compensation issues intersect with M&A, IPOs, restructurings, and shareholder scrutiny, and clients benefit from its ability to navigate technically complex and high-stakes matters with a strong commercial lens.’

‘Freshfields stands out for its truly global coordination and multidisciplinary approach. The team works seamlessly across jurisdictions and collaborates closely with corporate, litigation, and regulatory colleagues, allowing clients to receive consistent, integrated advice rather than siloed compensation guidance.’

‘Heather Brookfield is an exceptional practitioner. She has a calm, authoritative style that inspires confidence, and she is especially effective in navigating sensitive compensation and governance issues where commercial, legal, and reputational considerations intersect. Her judgment and approach make her a trusted advisor not only to clients, but also to other counsel working alongside her.’

Principaux clients

Google


Sanofi


Merck


Lowes


Sonoco Products Company


Cencora


Suzano


Zuora


Allwyn International AG


Standard Biotools


Special Committee of the Board of Directors of PropertyGuru


Crowdstrike


eBay


Salesforce


The Yokohama Rubber Company, Limited


Japan Tobacco


Capellla Space


Principaux dossiers


  • Advising on executive compensation and employee benefits aspects of Google’s pending $32 billion acquisition of Wiz.
  • Advising on executive compensation and employee benefits aspects of Merck’s $10 billion acquisition of Verona Pharma plc.
  • Advising on executive compensation and employee benefits aspects of CrowdStrike’s acquisition of Adaptive Shield.

Fried, Frank, Harris, Shriver & Jacobson LLP

Fried, Frank, Harris, Shriver & Jacobson LLP handles the full spectrum of executive compensation and employee benefits matters, including human resources issues, ERISA, federal income tax, and securities law considerations, particularly in connection with mergers, acquisitions, restructurings, and public offerings. Practice head Jeffrey Ross focuses on complex fiduciary issues arising in asset management transactions, with particular emphasis on the application of ERISA’s fiduciary and prohibited transaction rules to the structuring, operation, and administration of private investment funds and investment management arrangements. He is supported by Amy Blackman, who counsels on executive and director compensation and employee benefits programmes in the context of ongoing corporate operations, and Andrea Pollak, who manages ERISA regulatory matters relating to the structuring, formation, and operation of investment funds and management platforms. All mentioned individuals are based in New York.

Responsables de la pratique:

Jeffrey Ross


Autres avocats clés:

Amy Blackman; Andrea Pollak


Les références

‘The team is commercial and thoughtful in their handling of sophisticated ERISA questions. They work with large multi-sector financial firms and understand the practical and operational aspects of ERISA compliance and are proactive in advising with those aspects in mind.’

‘Jeff Ross is a premier ERISA lawyer who gives thoughtful and practical advice taking into account his many years of working with large financial firms and senior executives and on large global transactions.’

Principaux clients

HPS Investment Partners


Bally’s


Soho House


Enviri


Event Capital Strategies


RedBird Capital Partners


Hyve Group


New Mountain Capital


Stella Point Capital


Principaux dossiers


Gibson, Dunn & Crutcher LLP

Managing a broad spectrum of executive compensation and employee benefits matters, Gibson, Dunn & Crutcher LLP helps clients with equity compensation arrangements, executive and director pay structures, retirement and deferred compensation plans, and health, welfare, and fringe benefit programmes. It also represents clients in ERISA litigation and counsels management teams on compensation and benefits issues arising in business restructuring transactions. Los Angeles-based Sean Feller and Dallas-based Krista Hanvey jointly lead the practice, with Feller advising companies, boards of directors, and management teams on executive compensation and employee benefits arising in mergers and acquisitions, and Hanvey bringing expertise in the implementation of public and private equity compensation and employee stock purchase plans. Ekaterina Napalkova, based in New York, is a key contact for human capital, compensation, and employee benefits matters arising in mergers and acquisitions, restructurings, IPOs, and spin-offs. In Washington DC, Michael Collins' practice spans the full range of tax, ERISA, accounting, corporate, and securities law issues relating to equity compensation arrangements, retirement and deferred compensation plans, and executive employment agreements.

Responsables de la pratique:

Sean Feller; Krista Hanvey


Autres avocats clés:

Kate Napalkova; Michael Collins


Principaux clients

Essential Utilities


Blackstone Infrastructure


Elliott Investment Management


L Catterton


SES S.A.


Algonquin Power & Utilities


Lonestar Funds


Veritas Capital


AT&T


C&S Wholesale Grocers


Diversified Energy


PepsiCo


Platinum Equity Advisors, LLC and Butterfly Equity Partners


Investcorp


Gilead Sciences


The Kraft Heinz Company


Principaux dossiers


  • Advised on all employee benefits and executive compensation aspects of Essential Utilities’ $40 billion merger with American Water Works.
  • Advised on all employee benefits and executive compensation aspects of Blackstone Infrastructure’s $5.65 billion acquisition of Safe Harbor Marinas.
  • Advised on all employee benefits and executive compensation aspects of AT&T’s $5.75 billion acquisition of substantially all of Lumen’s Mass Markets fiber business.

Hogan Lovells US LLP

Relied upon by boards of directors, compensation committees, and both public and private companies, Hogan Lovells US LLP handles complex executive compensation, employee benefits, and ERISA fiduciary matters, with notable experience in the life sciences and healthcare, technology, real estate, finance, hospitality, and sports industries. Its services cover executive and incentive compensation, equity and global equity programs, health and welfare plans, ERISA fiduciary and investment matters, as well as compensation and benefits considerations in mergers, acquisitions, spin-offs, joint ventures, and initial public offerings. Martha Steinman, based in New York, and Carin Carithers, based in Washington DC, co-head the practice, with Steiman supporting clients through employee benefits matters arising in mergers, acquisitions, and divestitures, and providing guidance on post-closing transition issues. Carithers collaborates closely with the firm’s Corporate & Finance practice and clients’ human resources to ensure that executive, employee, and employee benefits matters are thoroughly evaluated and effectively negotiated throughout the transaction. Clients recognize the New York-based David Olstein for his deep expertise in ERISA matters.

Responsables de la pratique:

Martha Steinman; Carin Carithers


Autres avocats clés:

Michael Frank; Margaret McIntyre; David Olstein


Les références

‘David Olstein has skills and experience advising clients investing ERISA funds on a wide variety of investments, ranging from funds to direct company investments, venture capital to private equity, and both foreign and international.’

‘Excellent customer service coupled with strong technical expertise. Not afraid to give their opinion and analysis. The individuals mirror the excellent customer service and technical skill of the teams.’ 

‘Market leader in executive compensation.’

Principaux dossiers


  • Advised on the executive compensation and employee benefits aspects of Thermo Fisher Scientific’s approximately US$4 billion acquisition of the Purification & Filtration business of Solventum.
  • Advised on the executive compensation and employee benefits aspects of Playa Hotels & Resorts N.V.’s approximately US$2.6 billion sale to Hyatt Hotels Corporation.
  • Advised on the executive compensation and employee benefits aspects of Salesforce’s US$1.9 billion acquisition of Own Company and its acquisition of Zoomin Software Ltd.

McDermott Will & Schulte

McDermott Will & Schulte leads M&A transactions involving complex benefits matters, including benefits-related risk assessment during due diligence, post-transaction benefits planning, and the integration of cohesive employee benefits programs, with particular experience advising on benefits issues in healthcare M&A transactions. Under the leadership of Boston-based Andrew Liazos, the practice advises on retirement plan matters, including defined benefit and defined contribution arrangements, and handles issues ranging from severance negotiations to tax and securities compliance. Clients note Allison Wilkerson, based in Dallas, and Erin Turley, based in Washington DC, for their market knowledge, with Wilkerson focusing on ERISA matters and ESOPs, and Turley overseeing the full lifecycle of employee benefits, including compliance for pension, profit-sharing, 401(k), and ESOP plans. Ian Levin in New York is a key contact in relation to executive compensation and employee benefits issues arising in mergers and acquisitions, initial public offerings, and joint ventures.

Responsables de la pratique:

Andrew Liazos


Autres avocats clés:

Ian Levin; Todd Solomon; Erin Turley; Allison Wilkerson


Les références

‘Highly expert and practical in a complex and challenging field. Know the players well on all sides of the plan and its enforcement.’

‘Todd Solomon has a good sense of humor, very fast response time, and is highly relational.’

‘MW&S is the premier ESOP law firm in the country, and the firm itself has a broad range of expertise in related disciplines.’

‘Allison Wilkerson and Erin Turley are at the top of their profession. They are knowledgeable, highly accessible, and a pleasure to work with.’

‘Their practice is unique in the areas that they focus on – multiemployer plans and withdrawal liability being the most prominent and unique for big law.’

Principaux clients

AS Birch Grove LP


Axia


Border States Industries


Declaration Partners / CP Group


Discover Financial Services


FilmRise


H.I.G. Capital


MAP Communications


MGG Investment Group


Mill Point Capital


National Express Management


Soros Fund Management


Principaux dossiers


  • Advising Discover Financial Services on the executive compensation and employee benefit aspects of its landmark $35.3 billion acquisition by Capital One.
  • Advising BDO on the formation of its $1.4 billion ESOP, including associated restructuring and governance mechanics.
  • Advising Axia on its transition from a large ESOP structure to full acquisition by Huron Consulting Group, including pre-closing restructuring.

Morgan, Lewis & Bockius LLP

Led by New York-based Craig Bitman and Chicago-based Daniel Salemi, Morgan, Lewis & Bockius LLP delivers comprehensive services covering the development, maintenance, and compliance of employee benefit and executive compensation plans and programs, including retirement, health, and welfare plans, deferred compensation, and equity compensation plans. Bitman manages all aspects of employee benefits and executive compensation matters, while Salemi supports clients in a wide range of issues related to retirement plans, health and welfare plans, fiduciary governance, benefit plan investments, and deferred and equity-based compensation arrangements. Gena Yoo, based in Philadelphia, is a key contact for employee benefit plan sponsors and administrators, advising on prohibited transaction rules under ERISA, and negotiation of investment-related agreements for private equity, hedge, and collective investment funds.

Responsables de la pratique:

Craig Bitman; Dan Salemi


Autres avocats clés:

Gena Yoo


Principaux dossiers


Morrison Foerster

Morrison Foerster oversees employee benefits and executive compensation aspects of high-profile mergers and acquisitions, financing, and capital market transactions, and advises clients on due diligence, transaction bonuses, retention plans, equity award treatment, and negotiation of compensation and benefits terms. Rachel Faye Smith heads the practice from the firm’s Boston office, specializing in ERISA and employee benefits, advising on both mergers and acquisitions and the regulatory requirements governing benefit plan operations. Crescent Moran Chasteen, also in Boston, is highly experienced in all aspects of executive compensation, including tax, securities, and accounting matters, with a focus on equity-based programs, employment, retention, severance, and change-in-control arrangements. New York-based Domnick Bozzetti and Joshua Lerner manage compensation and benefits aspects of corporate transactions, including mergers, spin-offs, and initial public offerings. Yuan Xia in Palo Alto is also a key member of the team.

Responsables de la pratique:

Rachel Faye Smith


Autres avocats clés:

Domnick Bozzetti; Joshua Lerner; Yuan Xia; Crescent Moran Chasteen


Principaux clients

BlackBerry Limited


Brooklyn Artificial Intelligence, Inc.


BusBot Inc.


Capital Properties Services, LLC


Cardiovascular Associates of America LLC


Epic Staffing Group


Fannie Mae


Infineon Technologies AG


Mariotto Resolutions, Inc.


Palo Alto Networks


Paramount Global


RB Global, Inc.


Rivian Automotive


Sachem Capital Corp.


SoftBank Group


Principaux dossiers


Proskauer Rose LLP

Proskauer Rose LLP serves as employee benefits counsel to major companies and pension funds, advising on high-value pension and savings plans, executive compensation, and health and welfare matters, as well as pension and benefits aspects of large corporate transactions and leadership transitions. Washington DC-based practice head Seth Safra maintains a full practice advising clients on compensation and benefits in corporate transactions, as well as the day-to-day design and administration of benefit plans and executive compensation programs. He is supported by Andrea Rattner and David Teigman, based in New York, with Rattner managing all types of equity awards, change-in-control, and golden parachute tax issues, and Teigman handling executive compensation and benefit aspects of mergers and acquisitions, securities offerings, and executive employment relationships. The Los Angeles-based Colleen Hart is a key contact for structuring executive compensation programs for private equity firms and their portfolio companies.

Responsables de la pratique:

Seth Safra


Autres avocats clés:

Andrea Rattner; Colleen Hart; David Teigman


Les références

‘One of the top overall departments.’


Principaux clients

Artemis Real Estate Partners


Ascend Capital Partners


Church & Dwight Co., Inc.


Fortress Credit Corp


Trading Technologies International, Inc.


CapitalSpring


Trivest


DigitalBridge and DataBank Holdings Ltd.


Los Angeles Organizing Committee for the Olympic and Paralympic Games 2028


QSC, LLC


Principaux dossiers


  • Advising Ascend Capital Partners and its portfolio companies on various medical practice acquisitions and compensation arrangements.
  • Advised on executive compensation and employee benefit aspects of Aranda Principal Strategies, STORY3 Capital Partners, and Nexus Capital Management’s growth recapitalization for Rent the Runway, Inc.
  • Advised on executive compensation and employee benefit aspects of Church & Dwight Co., Inc.’s acquisition of the Touchland® brand.

Skadden, Arps, Slate, Meagher & Flom LLP

The New York-based practice at Skadden, Arps, Slate, Meagher & Flom LLP assists public and private companies, management teams, boards of directors, and executives on the full spectrum of employee compensation matters. This includes issues related to tax, securities, bankruptcy, corporate governance, and ERISA claims, as well as counsel on a wide range of executive compensation arrangements and all types of stock- and cash-based plans. Practice lead Erica Schohn focuses on compensation and benefits aspects of national and cross-border corporate transactions, including mergers and acquisitions, public offerings, bankruptcy reorganizations, and carve-out deals. She is supported by Joseph Penko, who serves as a key contact for executive employment and severance agreements, retention and change-in-control plans, and cash- and equity-based incentive programs. Joseph Yaffe retired in January 2026.

Responsables de la pratique:

Erica Schohn


Autres avocats clés:

Joseph Penko


Principaux clients

Union Pacific Corporation


FedEx Corporation


CI Financial Corp.


CC Capital Partners


Berry Global Group, Inc.


Mars, Inc.


Intel Corporation


Acrisure, LLC


ServiceNow, Inc.


Crypto.com


Getty Images Holdings, Inc.


Scopely, Inc.


Caesars Entertainment, Inc.


JAB Holding Company


Hut 8 Corp.


American Bitcoin


Spirit AeroSystems, Inc.


Bitfarms Ltd.


James Hardie Industries plc


Vimeo, Inc.


DESRI, Inc.


Principaux dossiers


  • Advising Union Pacific Corporation on compensation and benefits aspects of its $85 billion acquisition of Norfolk Southern Corporation.
  • Advised CI Financial Corp. and its U.S.-based wealth management and asset manager affiliate Corient in compensation and benefits aspects of its going-private acquisition by an affiliate of Mubadala Capital.
  • Advising FedEx on compensation and benefits aspects of the planned spin-off of FedEx Freight to create two public companies.

A&O Shearman

The New York-based practice at A&O Shearman offers comprehensive transactional advice to clients engaged in M&A and other corporate deals, covering structural analysis and due diligence, treatment of equity compensation, onboarding of management teams, and post-closing integration and execution. Brian Jebb and John Cannon jointly lead the practice, with each bringing extensive experience helping global employers with employment law, compensation and employee benefits, as well as tax and ERISA matters. Doreen Lilienfeld and Melisa Brower lead the design and implementation of employment arrangements, equity and cash-based incentive plans, and retention programs.

Responsables de la pratique:

Brian Jebb; John Cannon


Autres avocats clés:

Doreen Lilienfeld; Melisa Brower


Les références

‘The key strength of the practice is John Cannon. He is practical, pragmatic, and knows executive compensation very well.’

‘Practical, know well the market, think outside the box, can provide flexible solutions to complex matters.’

Principaux clients

Genmab


Macquarie Asset Management


American Axle & Manufacturing


MetLife Investment Management


LPL Financial Holdings Inc.


Liberty Global Ltd.


Boston Scientific Corporation


DoorDash


Greif Inc.


TELUS Corporation


Boomi, LP


CSW Industrials, Inc.


STMicroelectronics


Thomson Reuters


Baker McKenzie

Baker McKenzie manages domestic and international employee benefits, executive compensation, equity compensation, as well as the benefits and compensation aspects of major cross-border business transformations. This encompasses mergers and acquisitions, spin-offs, reorganizations, mass redundancies, and post-acquisition integrations. Practice head Barbara Klementz helps companies implement equity and other incentive programs globally and manages the treatment of these programs in corporate transactions. She is supported by Denise Glagau, who handles tax and legal matters for global share and incentive plans, and Sinead Kelly, who advises on designing, administering, and governing executive and director compensation arrangements, including equity and incentive programs. All mentioned individuals are based in San Francisco.

Responsables de la pratique:

Barbara Klementz


Autres avocats clés:

Denise Glagau; Sinead Kelly; Thomas Asmar; Lindsay Minnis


Les références

‘Baker’s compensation practice is truly global. They have deep expertise in what seems like every country, and where they don’t personally have an office in a country, they have reliable contacts who are incredibly responsive. Their team is thoughtful and creative, and they are practical with advice – presenting the conservative and most compliant approaches, but also working with their clients to come to a conclusion that mitigates risk but works from a business perspective as well. ’

‘Barbara Klementz and Lindsay Minnis are the primary partners on our account, and we’re very satisfied with their work. They provide practical and thoughtful guidance and are always available for assistance.’

Principaux clients

Intel Corporation


Lundbeck


Honeywell


Acuity Brands


Baker Hughes


Seiko Epson


BlastOne International


Uniphore


Instacart


Calera Capital


Principaux dossiers


  • Advised on the employee benefits and executive compensation aspects of Intel Corporation’s sale of its NAND memory business and Dalian, China memory manufacturing facility to Seoul-based SK hynix for a total of USD 9 billion.
  • Advised on the employee benefits and executive compensation aspects of H. Lundbeck’s USD 2.6 billion acquisition of Longboard Pharmaceuticals, Inc.
  • Advised on the employee benefits and executive compensation aspects of Honeywell’s USD 2.16 billion acquisition of Sundyne.

Cooley LLP

Cooley LLP handles complex executive compensation and employee benefits matters throughout the corporate lifecycle, bringing deep experience on both the buy-side and sell-side of private and public company transactions, including private equity deals, mergers and acquisitions, and IPOs. The practice is led by Barbara Mirza, based in Los Angeles, who is a key contact to prepare companies for the transition from private to public and guide them through the compensation-related aspects of the IPO process. Palo Alto-based Alessandra Murata handles executive compensation and benefits for clients in technology, life sciences, private equity, and REIT sectors; Washington DC-based Michael Bergmann advises on employment, severance, and cash- and equity-based incentive compensation; and Nyron Persaud in New York focuses on executive compensation and benefits in high-stakes corporate transactions and governance challenges.

Responsables de la pratique:

Barbara Mirza


Autres avocats clés:

Alessandra Murata; Michael Bergmann; Nyron Persaud


Principaux clients

Rubrik


Snowflake


Longboard Pharmaceuticals


C3.ai


NVIDIA


Uber


Zoom


Sweetgreen


Biomarin


Procore


Principaux dossiers


  • Advised on employment benefits and executive compensation aspects of Longboard Pharmaceuticals’ $2.6 billion sale to Lundbeck.
  • Advised on employment benefits and executive compensation aspects of Avid Bioservices’ definitive merger agreement to be acquired by funds managed by GHO Capital Partners and Ampersand Capital Partners in an all-cash transaction valued at approximately $1.1 billion.
  • Advised on employment benefits and executive compensation aspects of VNGR Beverage’s $1.95 billion acquisition by PepsiCo (Nasdaq: PEP).

Fenwick & West LLP

Fenwick & West LLP advises clients on equity plans, executive compensation, and other employment benefits aspects of mergers and acquisitions, public offerings, onboarding, and terminations, as well as compensation-related corporate governance and disclosure mandates. Practice head Shawn Lampron covers the full range of equity and cash compensation matters, including stock options, restricted stock units, deferred compensation, fringe benefits, and employment and severance agreements. Marshall Mort and Nancy Chen are key contacts for handling tax, securities, and employment issues related to equity compensation and for designing plans and arrangements for stock options, restricted stock units, and deferred compensation programs. All the mentioned individuals are based in Silicon Valley.

Responsables de la pratique:

Shawn Lampron


Autres avocats clés:

Marshall Mort; Nancy Chen


Principaux clients

ACELYRIN, Inc.


Aliada Therapeutics


Automattic


Bridge Ventures


Cisco Systems


Coinbase


Dragos


GeneDX


Gusto


Neon


Niantic


Redfin


Robinhood


SkyKick


Smartsheet


Stripe


Wiz


Wonder


Principaux dossiers


  • Advised on employee benefits and executive benefits aspects of Smartsheet’s $8.4 billion acquisition by funds managed by Blackstone and Vista Equity Partners.
  • Advised on employee benefits and executive benefits aspects of Redfin’s $1.75 billion acquisition by Rocket Companies.
  • Advised on employee benefits and executive benefits aspects of Wiz’ pending $32 billion acquisition by Google.

Goodwin

Goodwin advises on the full range of compensation and benefits matters, integrating tax, accounting, corporate governance, and securities law, as well as all facets of ERISA fiduciary matters. This includes addressing compensation and benefits aspects of financings, mergers and acquisitions, IPOs, and proxy disclosures. Silicon Valley-based Cisco Palao-Ricketts and Boston-based James Mattus co-head the practice, with Palao-Ricketts supporting start-ups, emerging companies, and public companies in compensation and employee benefits matters. Lynda Galligan, based in Silicon Valley, focuses on tax and securities law aspects of equity-based arrangements; Boston-based Natascha George manages executive employment and consulting arrangements, severance matters, and equity compensation plans in both routine operations and transactions; and Alexandra Denniston in Boston assists with SEC reporting requirements related to executive compensation.

Responsables de la pratique:

Cisco Palao-Ricketts; James Mattus


Autres avocats clés:

Lynda Galligan; Natascha George; Alexandra Denniston; James Oh; Andy Barton


Les références

‘Responsive and willing to come up with creative solutions. James Oh and Andy Barton work together as an excellent team.’

Principaux clients

LoveFrom


Melio


Applied Intuition


Arlington Capital / BlueHalo


Blueprint Medicines


MeridianLink, Inc.


SpringWorks Therapeutics


Nonantum Capital Partners


WisdomTree


HarborOne Bancorp


Visible Body


Predibase


Sionna Therapeutics


The Chemours Company


2seventy bio


Retina Consultants of America


Webster Equity Partners


Novo Holdings A/S


Superhuman Labs, Inc.


Principaux dossiers


  • Advised on executive compensation and employee benefits aspects of Melio’s acquisition by Xero Limited for $2.5 billion.
  • Advised on executive compensation and employee benefits aspects of Blueprint Medicines Corporation’s acquisition by Sanofi for $9.5 billion.
  • Advised on executive compensation and employee benefits aspects of Retina Consultants of America and Webster Equity Partners’ sale of RCA to Cencora.

Orrick, Herrington & Sutcliffe

Orrick, Herrington & Sutcliffe‘s practice assists public and private companies, boards of directors, as well as individual executives in a wide range of compensation and benefits mandates, managing compensation governance and proxy disclosure, financings, high-stakes litigation, complex plan administration and investment matters, and compliance with federal and state corporate, securities, and tax laws. Practice head Juliano Banuelos, based in San Francisco, is well-versed in executive compensation matters and related fiduciary duty and governance issues. San Francisco-based Jason Flaherty focuses on the taxation of executive and equity compensation arrangements, including severance and executive employment agreements, while in Silicon Valley, Michael Wiesner handles compensation and benefits matters in both day-to-day business operations and transactions, such as mergers and acquisitions.

Responsables de la pratique:

Juliano Banuelos


Autres avocats clés:

Jason Flaherty; Michael Wiesner; Taylor Ball


Principaux clients

SAP


Workday


Gap


Keysight Technologies


Williams-Sonoma


Twist Biosciences


Neptune Insurance


Coda


Betterment


Weights & Biases


Deel


Luminar Technologies


Netdocuments


Principaux dossiers


  • Advised on executive compensation and employee benefits aspects of Workday, Inc’s definitive agreement to acquire Sana, a Swedish AI company, and Paradox, an American recruiting software.
  • Advised on executive compensation and employee benefits aspects of Neptune Insurance Holdings Inc’s initial public offering for the sale of 18,421,053 shares of its Class A common stock by certain selling stockholders, including Bregal Sagemount and FTV Capital.
  • Advised on executive compensation and employee benefits aspects of Weights & Biases’s acquisition by CoreWeave for a reported US$1.7 billion.

Vinson & Elkins LLP

Vinson & Elkins LLP provides comprehensive advice across the full range of executive compensation and benefits matters, covering both business transactions and day-to-day plan administration. The practice advises on executive compensation, securities law, corporate governance, retirement plans, and health and welfare benefits. Based in both Houston and Dallas, David D’Alessandro and Dallas-based David Peck jointly lead the practice, with D’Alessandro focusing on the tax and securities issues arising from executive compensation arrangements. Patricia Adams and Joo Hyun Lee, both based in New York, manage a broad range of compensation and benefits arrangements, with particular focus on these matters arising in mergers and acquisitions, joint ventures, and initial public offerings.

Responsables de la pratique:

David D’Alessandro; David Peck


Autres avocats clés:

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


Les références

‘They do not take a cookie-cutter approach to service, but base deliverables on the needs of the client.’

‘David D’Allesandro is the best executive and employment benefits attorney I have met. He stands out in every facet, but particularly in the challenging circumstances.’

Principaux clients

Plains All American Pipeline, L.P.


Sitio Royalties Corp.


Blackstone Inc.


Vital Energy, Inc.


Baytex Energy Corp.


Western Midstream Partners, LP


EnCap Investments L.P.


EQT Corporation


Brookfield Infrastructure Partners L.P.


New Fortress Energy Inc.


Apollo Global Management, Inc.


Cantor Fitzgerald, L.P.


Accelerate Investment Partners, LLC


Plains All American Pipeline, L.P.


QEP Partners, LP


Rausch Coleman Companies, LLC


White & Case LLP

The New York-based team at White & Case LLP advises on the full spectrum of employment, compensation, and benefits matters, spanning advisory, transactional, contentious, and non-contentious work, including executive pay, incentive structures, employee transfers, and complex multi-jurisdictional redundancies and restructurings. Henrik Patel is recognized for managing complex compensation and benefits challenges, both in day-to-day operations and within high-stakes corporate transactions. Sasha Belinkie joined from Paul, Weiss, Rifkind, Wharton & Garrison LLP in February 2025 and focuses on executive compensation and benefits matters in mergers and acquisitions, spinoffs, and divestitures. Tal Marnin is a key adviser to private equity sponsors and their portfolio companies, structuring management compensation in corporate transactions and navigating sensitive executive compensation and benefits matters.

Responsables de la pratique:

Tal Marnin; Robin Melman


Autres avocats clés:

Sasha Belinkie; Henrik Patel


Les références

‘Our experience with this practice was exceptional. What stood out most was the team’s ability to lead all parties through complex, high-stakes situations where urgency and conflicting priorities among multiple stakeholders were present. They brought structure and clarity to complexity while maintaining momentum and focus under pressure. »

‘The team demonstrated remarkable diplomacy and influencing skills, navigating differing perspectives with tact and credibility while keeping matters moving toward resolution. Their approach to problem-solving was thoughtful and creative, allowing them to identify practical paths forward even when traditional solutions were constrained by time or competing interests.’

‘Sasha Belinkie demonstrated an extraordinary work ethic and an exceptional command of detail and execution. She maintained real-time awareness of status, dependencies, and outstanding items, ensuring precise coordination and follow-through at every stage. It is rare to encounter someone who pairs this level of operational rigor and task management with equally strong judgment and interpersonal effectiveness.’

Principaux clients

Calpine Corporation


NRG Energy, Inc


Liberty Broadband Corporation


Shutterstock, Inc.


EchoStar


Elevance Health, Inc.


Nomura Holdings America Inc.


Mitsubishi Electric Corporation


Toyota Tsusho Corporation


Mediaocean


Alvogen


Haveli Investment Management LLC


Nordic Capital


Dominus Capital


We Soda Ltd


Jersey Mike’s Subs


AGIC Capital


Linden Capital


Lakeshore Recycling Systems


Principaux dossiers


Willkie Farr & Gallagher LLP

Willkie Farr & Gallagher LLP oversees all aspects of executive compensation and employee benefits programs, both in day-to-day operations and in corporate transactions, advising on the compensation and benefits dimensions of corporate transactions, financings, as well as on compliance with ERISA, including fiduciary duties and prohibited transactions. New York-based practice heads, Michael Katz and Jordan Messinger, counsel on executive compensation and employee benefits issues arising from strategic mergers, leveraged buyouts, spin-offs, restructurings, and other acquisitions and divestitures. Rose Ohanesian, in New York, leads the negotiation, structuring, and implementation of employment and severance agreements, along with equity and cash-based incentive programs, while in Washington DC, Alexander Ryan serves as key adviser on ERISA Title I matters.

Responsables de la pratique:

Michael Katz; Jordan Messinger


Autres avocats clés:

Rose Ohanesian; Alexander Ryan


Les références

‘Their executive compensation practice is exceptional and consistently a pleasure to work with. The team has a great sense of the market and provides real-time advice. Willkie distinguishes itself by having a best-in-class team, everyone seems eager to help, and brings a productive mindset to each task.’

‘I have worked closely with two partners, Jordan Messinger and Rose Ohanesian, and both are terrific. Jordan Messinger is by far the best executive compensation lawyer that I have worked with. It is great to know Willkie has a deep bench. Rose Ohanesian was very proactive and a great thought partner when designing a complex incentive plan with one of our clients.’

‘Very strong M & A benefits practice; Very strong ERISA practice as it applies to the financial services industry.’

Principaux clients

The Interpublic Group of Companies


Insight Partners and its portfolio companies


Warburg Pincus


Gainline Capital Partners


Bluestar Alliance LLC


Atlas Holdings


Platinum Equity


Aquiline Capital Partners LP


Novacap


Genstar Capital


Recognize Partners


Rumble


Karman Holdings Inc.


Title Resources Group


VSS Capital Partners


The Colt Group


Shamrock Capital


LS Power Group


Fidelis Insurance Holdings Limited


Principaux dossiers


  • Advised on executive compensation and employee benefits of Dotmatics’ $5.1 billion sale to Siemens AG.
  • Advised on executive compensation and employee benefits of The Interpublic Group of Companies’ acquisition by Omnicom in a stock-for-stock transaction valued at approximately $13.5 billion.
  • Advised on executive compensation and employee benefits of Platinum Equity’s initial public offerings of two of its portfolio companies, McGraw-Hill and Ingram Micro Holding Corporation.

Baker Botts L.L.P.

Baker Botts L.L.P. has extensive experience advising on executive compensation and employee benefits issues arising from corporate transactions and ERISA-governed plans, with a focus on the energy and private equity sectors. The practice is led from Dallas by Jason Loden and Stephen Marcus, with Loden managing the implementation of employee benefit plans, including qualified retirement, nonqualified deferred compensation, equity incentives, and welfare plans. In Houston, Gail Stewart advises on the design and management of executive compensation arrangements and negotiates employment and severance agreements for senior executives at public and private companies, while the Dallas-based David Schiller handles employee benefit aspects of mergers and acquisitions, IPOs, credit agreements, and private placements.

Responsables de la pratique:

Jason Loden; Stephen Marcus


Autres avocats clés:

Gail Stewart; David Schiller


Les références

‘Baker Botts’ knowledge and expertise in executive compensation is unmatched. We know we can rely on them for even the most complex situations.’

‘Gail Stewart stands out for her combination of sharp legal judgment and practical, business-first advice. She is exceptionally responsive, anticipates issues before they become problems, and communicates clearly, especially on complex or high-stakes matters. We’ve consistently valued her credibility, calm leadership under pressure, and her ability to align the legal strategy with our goals while keeping timelines and risk in check.’ 

Principaux clients

BKV Corporation


Bristow Group Inc.


Cactus, Inc.


CenterPoint Energy, Inc.


ConocoPhillips


Coterra Energy


Eagle Materials Inc.


Enlink Midstream, LLC


Governance Committee of Veritex Holdings


Helix Energy Solutions Group, Inc.


Hines Interests Limited Partnership


IBEW-NECA Southwestern Health & Benefit Fund


Insperity


Liberty Broadband Corporation


Liberty Latin America


Liberty Media Corporation


Liberty TripAdvisor Holdings


Macquarie Capital Investment Holdings In


Martin Resource Management Corporation


Murphy Exploration & Production Company


Noble Corporation PLC


Occidental Petroleum Corporation


Oceaneering International, Inc.


Pipe Fitters Local 211 Welfare Trust


Qurate Retail, Inc.


RWE Trading Americas Inc.


Schlumberger Limited


Southern Company Gas


Southern Methodist University


Sunnova Energy Corporation


United Employee Benefit Fund


Western Midstream Holdings LLC


Westlake Chemical Corporation


WW International, Inc.


Principaux dossiers


  • Advised Schlumberger on employee benefits matters, including plan design, compliance, and litigation involving retirement, medical, and disability plans.
  • Advised Coterra Energy Inc. with Self-Funded Medical Plan, Welfare and Cafeteria Plans, Health Savings Account Plan, and 401(k) Plan mergers and compliance matters.
  • Advised Oceaneering International, Inc. on mergers and transaction support, advising on 401(k) plan compliance, SECURE Act amendments, and self-correction procedures.

Cadwalader, Wickersham & Taft LLP

Navigating the complexities of managing workforce relationships and employee benefit plans, Cadwalader, Wickersham & Taft LLP represents public and private companies, hedge funds, boards of directors, and individual executives on a wide range of issues affecting compensation and benefits matters, with focus on managing financial services' regulatory and transactional ERISA matters. James Frazier and Andrew O’Brien jointly lead the practice from the firm's New York office. Frazier counsels clients on the application of ERISA's fiduciary standards and prohibited transaction provisions aspects of transactional and regulatory matters, while O'Brien manages executive compensation and employee benefits in connection to strategic mergers and acquisitions, leveraged buyouts, and other business transactions.

Responsables de la pratique:

James Frazier; Andrew O’Brien


Les références

‘Jamie Frazier’s familiarity with the firm, business, and obviously ERISA. He remains vital with respect to his views on market and competitor positions on novel legal issues or proposed approaches.’

DLA Piper LLP (US)

From IPOs and international expansions to take-private transactions and long-term private ownership strategies, DLA Piper LLP (US) navigates complex executive compensation and equity incentive issues across a wide range of transactions to helping clients achieve their strategic objectives. Practice head Rita Patel, based in Washington DC, continues to focus on complex corporate transactions, advising clients on regulatory frameworks such as ERISA, Section 409A, and 280G. Washington DC-based Keith Ranta manages executive compensation aspects of IPOs, such as employment and severance agreements, while San Diego-based Michelle Lara counsels on stock options and other equity-based incentive plans.

Responsables de la pratique:

Rita Patel


Autres avocats clés:

Keith Everett Ranta; Michelle Lara; Jason Veit; Dean Fealk


Les références

‘Quite simply, they are the best in the business. I work primarily with Dean Fealk, whom I find to be an exceptional lawyer. Knowledgeable about many areas of law with deep expertise in international matters. My go to lawyer whenever I need results.’

‘DLA is very responsive to our needs and takes time to understand our business and what the in-house team needs.’

‘The team provides practical, actionable advice in an easy to understand manner. They are very responsive and have gone above and beyond on matters where we need to move quickly. Their practicality, responsiveness, and ability to explain and distill complex compensation matters.’

Principaux clients

City Office REIT, Inc.


Ripple Labs, Inc.


Qualcomm Incorporated


Accel-KKR


Frontenac Company, LLC


Chicago Red Stars


Alimera Sciences, Inc.


Hewlett Packard


Keystone Capital Management, L.P.


Analog Devices, Inc.


Principaux dossiers


  • Advised City Office REIT, Inc. on the employee benefits and executive compensation aspects of its agreement to be taken private by MCME Carell Holdings for approximately US$1.1 billion.
  • Represented Ripple Labs in multiple share buybacks over the past twelve months through the rollout of tender offers.
  • Represented Qualcomm in equity compensation and tax qualified retirement plan issues related to the acquisitions of Edge Impulse and MovianAI Artificial Intelligence.

Herbert Smith Freehills Kramer

In June 2025, Kramer Levin merged with Herbert Smith Freehills to form Herbert Smith Freehills Kramer, whose executive compensation and employee benefits practice advises on a broad spectrum of compensation and benefits matters, including related plan design, management, and compliance, with a particular focus on domestic and cross-border corporate transactions such as mergers, acquisitions, and restructurings. The practice is co-led by Marissa Holob and Robert Holtzman, both based in the firm’s New York office. Holob manages employee benefits and executive compensation aspects of corporate transactions, including mergers, acquisitions, and restructurings, while Holzman is noted as a key contact for employers needing counsel on employment law and executive compensation matters. Sumaya Ullah Restagno in New York is also a key member of the team.

Responsables de la pratique:

Marissa Holob; Robert Holtzman


Autres avocats clés:

Sumaya Ullah Restagno


Principaux clients

Alliant Insurance Services


Del Monte Foods Corporation II Inc.


Focus Financial Partners


CRC Group


Hiscox Ltd.


A-Mark Precious Metals, Inc.


ATRI Insurance Services


BlackRock


SitusAMC


Curriculum Associates, LLC


ARC Excess & Surplus


Principaux dossiers


  • Advised on employee benefits and executive compensation aspects of Alliant Insurance Services’ $25 billion equity recap, involving a new equity raise, a tender offer to existing equity holders, and a CFIUS filing.
  • Advised on employee benefits and executive compensation aspects of Del Monte Foods Corporation II Inc.’s US Bankruptcy Court proceeding and related value-maximizing sale process as part of an overall strategic restructuring.
  • Advised on employee benefits and executive compensation aspects of Focus Financial Partners’ hub firm Focus Partners Wealth’s acquisition of Churchill Management Corporation.

Linklaters LLP

The New York-based executive compensation, employee benefits, and ERISA practice at Linklaters LLP manages executive compensation arrangements, ERISA fiduciary matters, and complex domestic and cross-border public and private acquisitions, joint ventures, spin-offs, and restructurings. Andrew Gaines leads the practice, bringing more than three decades of experience advising employers on all aspects of executive compensation and employee benefits plans, including their treatment in corporate transactions and bankruptcy proceedings. He is supported by Janet Lee, who advises private equity and hedge fund sponsors on structuring investment products and services for ERISA plan investors, and by Maddy Hayes, who concentrates on complex executive compensation and employee benefits issues arising in public and private mergers and acquisitions, as well as fund and capital markets transactions.

Responsables de la pratique:

Andrew Gaines


Autres avocats clés:

Janet Lee; Maddy Hayes


Les références

‘Andrew Gaines – subject matter expert, authority, pragmatism, commerciality. Maddy Hayes – day to day lead, engagement, energy, speed of response Janet Lee – breadth of experience, commerciality.’

‘Deep, textured expertise on transactional remuneration, Board and Executive Reward negotiation, and strategy. ’

‘Andrew Gaines and Maddy Hayes are excellent team players – viewed as an extension of our inhouse team. Fast and responsive; always ready to give a view on direction and validate internal thinking. ’

Principaux clients

Rio Tinto


Dow


Volkswagen AG


Spirent Communications


Aperam


Tate and Lyle


Desjardins


Mace


BASF SE


Principaux dossiers


  • Advised on employee benefits and executive compensation of Rio Tinto’s US$6.7bn acquisition of Arcadium Lithium.
  • Advised on employee benefits and executive compensation of Dow’s US$6bn joint venture with Macquarie to create Diamond Infrastructure Solutions.
  • Advised on employee benefits and executive compensation of Volkswagen AG’s US$5bn investment and 50-50 joint venture with Rivian.

McGuireWoods LLP

McGuireWoods LLP advises private and public companies across the manufacturing, automotive, chemicals, food production, transportation, and technology sectors on complex compensation and benefits issues arising in mergers and acquisitions, IPOs, and other governance-driven transactions. The practice is jointly led by Gerald Thomas, based in Atlanta, and Taylor French, based in Charlotte, with French bringing experience in drafting and negotiating employee benefits aspects of corporate finance transactions. Richmond-based Robert Wynne is key contact for equity- and non-equity-based incentive arrangements, non-qualified deferred compensation, and tax-qualified retirement matters.

Responsables de la pratique:

Gerald Thomas; Taylor French


Autres avocats clés:

Robert Wynne


Principaux clients

Dominion Energy Services, Inc.


L3 Harris Technologies, Inc.


Perspecta, Inc.


Latticework Capital Management, LLC


Trinity Private Equity Group


eLearning Brothers, LLC


Navient Solutions, LLC


Rising Point Capital


Carolina Foods, Inc.


ExlService Holdings, Inc.


Principaux dossiers


  • Represented Latticework Capital Management, LCC in its acquisition of Cataline Research Institute, handling review of employee benefit plans and executive compensation arrangements.
  • Represented Cimarron Healthcare Capital, in its acquisition of Forward Healthcare and Frontpoint Health, handling the review of employee benefit plans and executive compensation arrangement.

Paul Hastings LLP

Advising public and private companies, boards of directors, private equity sponsors, and management teams, Paul Hastings LLP handles complex compensation, governance, and employee benefits matters. Practice head based in the firm’s New York office, Jason Ertel, is key name in relation to managing executive compensation and corporate governance aspects of acquisitions, employment negotiations, and incentive plan structuring, including deferred compensation under Sections 409A and 457A, the golden parachute rules under Section 280G, and SEC disclosure requirements. In Palo Alto, Dan Stellenberg provides strategic guidance on employment restructurings, public company disclosure requirements, and pay regulations.

Responsables de la pratique:

Jason Ertel


Autres avocats clés:

Dan Stellenberg


Les références

‘Incredibly responsive and creative. Very knowledgeable regarding cutting edge strategies and market trends.’

‘Dan Stellenberg is excellent. Knows executive compensation practices in Silcon Valley inside and out.’

‘This practice stands out for its practical, judgment-driven approach rather than a cookie-cutter legal model. The team combines deep employment law expertise with a strong understanding of real-world business constraints, delivering clear, actionable guidance tailored to the client’s role and context. The practice’s strengths show up in how it operates day to day: efficient communication, continuity of counsel, and advice that reflects how modern enterprises and high-growth organizations actually function.’

‘Dan Stellenberg brings a clear understanding of how executives, consultants, and organizations actually operate, and he tailors his advice accordingly rather than defaulting to generic positions. I’ve valued his clarity, responsiveness, and ability to quickly identify what truly matters versus what doesn’t.’ 


Principaux clients

Pactiv Evergreen


Caithness Energy


Genesis Energy


Heidrick & Struggles


Artemis Real Estate Partners


Smithfield Foods


Amentum


SiriusPoint


Carlyle


Cellebrite


Captiv8


Pennant Group


Vantage Discovery


Forcepoint


Principaux dossiers


  • Advised on employee benefits and executive compensation aspects of Pactiv Evergreen Inc.’s $6.7 billion merger with Novolex.
  • Advised on employee benefits and executive compensation aspects of Caithness Energy’s $3.8 billion sale of its Moxie Freedom Energy Center and, alongside BlackRock, its Guernsey Power Station in Ohio to Talen Energy Corporation.
  • Advised on employee benefits and executive compensation aspects of Franchie Group’s $2.4 billion restructurings.

WilmerHale

Representing employers, executives, and benefits industry service providers, WilmerHale manages a broad range of employee benefits, executive compensation, and ERISA matters, defending employers in ERISA class actions, advising on SEC disclosure considerations, and structuring innovative retirement plan advisory products for financial institutions and securities industry clients. Boston-based Kimberly Wethly and Washington DC-based Ciara Baker co-head the practice. Wethly is well-versed in all aspects of executive compensation, including applicable tax, corporate securities, and accounting issues, and Baker focuses on transaction-specific executive and equity compensation mandates. In New York, Amanda Albert manages ERISA, tax, and governance issues arising in the implementation and operation of employee benefit and executive compensation plans.

Responsables de la pratique:

Kimberly Wethly; Ciara Baker


Autres avocats clés:

Amanda Albert


Principaux clients

Nordstrom, Inc.


TechTarget Inc.


Flo Health


Climb Bio, Inc.


Seaport Therapeutics


Mural Oncology


Accuidity Capital Management


Apellis Pharmaceuticals


Circle Internet Group


Dasera


Dedrone


Kalaris Therapeutics


Magnet Biomedicine


Navient


Telix Pharmaceuticals


Winston Taylor

Providing comprehensive counsel on employee benefits and executive compensation matters across industries and jurisdictions, the New York-based practice at Winston Taylor offers end-to-end capabilities spanning public company reporting and executive compensation aspects of M&A and lending transactional support, qualified retirement plans, and ERISA Title I investment advice. The practice head Scott Landau focuses on representing private equity clients and public companies in domestic and cross-border acquisitions, divestitures, and restructurings. Maria Kenny manages internal policy reviews, structuring equity and non-equity incentives, and ERISA compliance, while Jennifer Stadler assists public company clients with executive compensation disclosure requirements.

Responsables de la pratique:

Scott Landau


Autres avocats clés:

Maria Kenny; Jennifer Stadler; Jessica Diedrich


Principaux dossiers


  • Advised on executive compensation and benefits of Chart Industries’ $13.6 billion acquisition by Baker Hughes.
  • Advised on compensation and benefits matters in GHOST Lifestyles’ $1.65 billion sale to Keurig Dr. Pepper.
  • Advised on benefits and compensation in Court Squares’ $1.1 billion sale of ADSG to Cardinal Health.

ArentFox Schiff

ArentFox Schiff counsels on the full spectrum of employee benefit plans and programs for a broad range of employers, benefit plans, plan fiduciaries, regularly assisting employers and third-party administrators in resolving interpretive and administrative issues relating to their benefit plans. Chicago-based Brian Friederich co-heads the firm's employee benefits and executive compensation work, overseeing the implementation of retirement plans, equity incentive programs, and executive employment agreements. In New York, co-head Mamta Shah drives the benefits and compensation strategy for corporate acquisitions, leading due diligence and negotiations on mergers and divestitures across industries including manufacturing, technology, agriculture, and financial services.

Responsables de la pratique:

Brian Friederich; Mamta Shah


Principaux clients

Lone Star Paving


Wise Music Group


American Skating Entertainment Centers, LLC


Sutil Group


Clearwater Security and Compliance


Principaux dossiers


  • Represented American Skating Entertainment Centers, LLC on its strategic partnership with Seidler Equity Partners, advising on all employee benefits purchase agreement and diligence aspects of the transaction.
  • Advised on all aspects of employee benefits and compensation diligence of Lone Star Paving and Construction Partners, Inc.’s acquisition of Asphalt Inc., LLC.
  • Advised Clearwater Security and Compliance in its sale to Sunstone Partners, handling on all employee benefits provisions in the purchase agreement including preparation of Section 280G analysis.

Bracewell LLP

Whether advising on mergers and acquisitions, joint ventures, divestitures, or restructurings, Bracewell LLP integrates benefits and ERISA planning into overall deal strategy and execution. Under the leadership of Houston-based Matthew Grunert, the practice spans the full range of arrangements, from qualified plans such as 401(k)s, ESOPs, pension and cash balance plans to nonqualified compensation structures, golden parachute arrangements, and executive retention programs. Grunert is well-versed in executive compensation and employee benefits aspects in corporate transactions such as mergers, acquisition, divestitures, spin-offs, and joint ventures.

Responsables de la pratique:

Matthew Grunert


Principaux clients

Calpine Corporation


Avista Corporation


Kinder Morgan, Inc.


Rockland Capital, LLC


NRG Energy, Inc.


Crescent Energy Company


Boardwalk Pipeline Partners, LP


Phillips 66


TG Natural Resources LLC


Principaux dossiers


  • Represented Calpine Corporation in aspects of employee benefits in connection with Calpine’s sale to Constellation Energy Corporation for $26.6 billion.
  • Advised Avista Corporation in drafting the company’s 2025 proxy statement, preparing the compensation and discussion analysis, or CD&A section, and other sections related to compensation and benefits.
  • Represented Kinder Morgan, Inc. in aspects of employee benefits and executive compensation in connection with Kinder Morgan’s subsidiary Hiland Partners Holdings LLC’s $640 million acquisition of OE2 North Holdings LLC.

Mayer Brown

Mayer Brown focuses on advancing the human resources and compliance objectives of major companies and financial institutions in the U.S. and abroad, regularly assisting corporate and public plan sponsors on all aspects of ERISA compliance, including reviews of plan governance and administrative practices, the selection and monitoring of investment options, managers, independent fiduciaries, and service providers, and the negotiation of related service agreements. Practice head Maureen Gorman, based in Palo Alto, advises on tax and benefit issues in both domestic and international contexts, while Stephanie Vasconcellos in Chicago drafts, negotiates, and counsels on employment and severance agreements.

Responsables de la pratique:

Maureen Gorman


Autres avocats clés:

Stephanie Vasconcellos


Les références

‘Mayer Brown delivers integrated expertise in employee benefits, executive compensation, and retirement plans, ensuring seamless handling of complex issues during transactions. Their proactive approach identifies liabilities early, structures plans to mitigate post-close exposure, and provides strategic counsel on retention packages and equity plans to secure key talent.’

‘Stephanie Vasconcellos stands out as a strategic thought leader who consistently delivers exceptional value through collaboration and insight. Her ability to orchestrate cross-practice teams integrating corporate, tax, benefits, and employment expertise.  She works as a true partner throughout the transaction, providing proactive guidance and aligning strategies to achieve deal objectives.’

Principaux clients

Mitsubishi Corporation


Nippon Life Insurance Company


Marubeni Corporation


Seer Capital Management


The Boeing Company


The Doctors Company


Unilever PLC


GATX Corporation


Principaux dossiers


  • Advised on employee benefits and executive compensation of Mitsubishi Corporation’s acquisition of a 30 percent interest in the Copper World LLC, a $1.4 billion copper mine project owned by Hudbay Minerals Inc., for a total consideration of $600 million, consisting of $420 million as consideration for equity interest and $180 million as matching contribution which will be allocated toward development costs.
  • Advised on employee benefits and compensation of Nippon Life Insurance Company’s $8.2 billion acquisition of Resolution Life Group Holding LP.
  • Advised on employee benefits and executive compensation of The Boeing Company’s $439 million sale of certain assets and sites of the Spirit AeroSystems Holdings, Inc.

Milbank

Milbank‘s New York-based executive compensation and employee benefits practice helps clients through complex corporate transactions and restructurings, from public company M&A and spin-offs to IPOs and private equity deals, while navigating the connected tax, regulatory, and governance frameworks. Manan Shah and Joel Krasnow co-head the practice, with Shah managing a wide spectrum of executive compensation and employee benefits, with particular strength in transactional contexts. Kelly Bartley is a key name to note for design and implementation of compensation and benefit programs, such as employment agreements, change-in-control arrangements, and cash- and equity-based incentive plans.

Responsables de la pratique:

Manan Shah; Joel Krasnow


Autres avocats clés:

Kelly Bartley


Principaux clients

United States Steel Corporation (“U. S. Steel”)


H&E Equipment Services, Inc.


AMSURG


Blackstone Credit & Insurance (“BXCI”)


Intralot S.A.


AustralianSuper


GOL Linhas Aéreas Inteligentes S.A.


Saavi Energía S.à r.l.


Edgio, Inc.


One Equity Partners (“OEP”)


United States Steel Corporation (“U. S. Steel”)


H&E Equipment Services, Inc.


AMSURG


Blackstone Credit & Insurance (“BXCI”)


Intralot S.A.


AustralianSuper


GOL Linhas Aéreas Inteligentes S.A.


Saavi Energía S.à r.l.


Edgio, Inc.


One Equity Partners (“OEP”)


Principaux dossiers


  • Advised United States Steel Corporation on executive compensation and employee benefits matters on its historic partnership with Nippon Steel Corporation and completed the $14.9 billion transaction contemplated by their merger agreement.
  • Advised the five co-owners of Colonial Enterprises on executive compensation and employee benefits matters, in connection with the recently completed sale of 100% of their shares in Colonial Enterprises, which holds the Colonial Pipeline, to Brookfield Infrastructure Partners L.P. and its institutional partners.
  • Advised H&E Equipment Services, Inc. on executive compensation and employee benefits matters in connection with its previously announced acquisition by Herc Holdings Inc.

Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

Under the leadership of Benjamin Ferrucci, based in Boston, and Michael Arnold, based in New York, Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. represents public and private companies, business executives, and senior investment professionals in employee benefits and compensation aspects of private equity financing, venture capital investments, mergers and acquisitions, as well as other corporate transactions. Clients benefit from Ferruci's comprehensive ERISA and tax law expertise, while Anne Bruno is noted as a key contact for the design, implementation, and management of equity plans, deferred compensation, as well as employment and change-in-control agreements.

Responsables de la pratique:

Benjamin Ferrucci; Michael Arnold


Autres avocats clés:

Anne Bruno; Andrew Bernstein; Tom Pagliarini


Principaux clients

Charlesbank Capital Partners


Elicio Therapeutics


Fulgent Genetics


Gradiant Corporation


Hyperfine, Inc.


Immunome


Monomoy Capital Partners


Myriad Genetics


Nfinite Nanotechnology


QIAGEN


Sera Prognostics


Standard BioTools


Third Wave Recovery Systems LLC


Principaux dossiers


  • Advised SeQureDx of Waltham, MA on executive compensation and employee benefit matters in its sale to MaxCyte of Rockville, MD.
  • Represented Standard BioTools in its merger with Sengenics, including with respect to compensation related integration matters.
  • Represented Eagle Leasing Company it its acquisition by Rent-A-Container, a portfolio company of Kinderhook Industries, LLC. Mintz’s team handled all aspects of executive compensation and benefits.

Pillsbury Winthrop Shaw Pittman LLP

Pillsbury Winthrop Shaw Pittman LLP's practice structures, negotiates, and implements compensation and benefits aspects of mergers, spin-offs, carve-outs, IPOs, and across-border acquisitions, while managing ERISA, tax, securities, and fiduciary matters. Austin and New York-based Jessica Lutrin and New York-based Nora Burke jointly lead the practice, with Lutrin assisting both public and private, domestic and international, clients across sectors on compensation and benefits issues arising in corporate transactions. In Los Angeles, Mark Jones is a key contact for compensation and equity matters for public companies.

Responsables de la pratique:

Jessica Lutrin; Nora Burke


Autres avocats clés:

Mark Jones


Principaux clients

Spin Master


HealthQuest Capital


The Raine Group


Horizon Infusions


Lumenci, Inc.


ACON Investments


Integral Federal


Verance Capital


Harmonia Holdings


Qualer, Inc.


Ventura Foods


EMCORE


Kiteworks


Clearwater Paper Corporation


TD SYNNEX


Fortune 50 Energy Company


IQVIA


Momentus Capital


SiteOwl


Principaux dossiers


  • Advised the Delaware Attorney General on executive compensation, governance and nonprofit-oversight matters in OpenAI’s landmark restructuring from a nonprofit to a public-benefit corporation.
  • Advised Clearwater Paper Corporation on executive-compensation and benefits integration in connection with its $1.06 billion sale of its tissue business to Sofidel America Corporation, including post-closing workforce harmonization and plan governance.
  • Advised Ventura Foods on its acquisition of DYMA Brands, leading all executive-compensation and benefits diligence, multi-employer-plan risk assessment and integration of benefit arrangements; recognized as the U.S. Mid-Market Deal of the Year.

Sidley Austin LLP

Sidley Austin LLP advises on complex executive and incentive compensation, retirement, welfare, and other benefits matters, with a focus on recruiting, retaining, and maximizing the productivity of clients’ key talent. The practice addresses both day-to-day employee benefits and executive compensation issues and those arising in mergers and acquisitions, financing transactions, joint ventures, IPOs, and restructurings. Corey Perry, based in Chicago, and Amy M. Rubin, based in New York, co-head the practice, with Perry focusing on executive compensation disclosure rules under the federal securities laws, and Rubin counseling on employee benefits and executive compensation in the context of private equity transactions, strategic mergers, and ongoing company operations.

Responsables de la pratique:

Corey Perry; Amy Rubin


Autres avocats clés:

Lauren Gallagher


Principaux clients

Accelerant Holdings


Advanced Power U.S. Holdings Inc.


Apollo Global Management


Arthur J. Gallagher & Co.


Aspen Insurance Holdings Limited


Beacon Roofing Supply Inc.


Clearlake Capital Group L.P.


Conn’s Inc.


Flowco Holdings Inc.


Global Container International (Wafra Inc.)


Independence Contract Drilling, Inc.


Mastercard


MIP VI Holdings II, LLC


SoHo House & Co., Inc.


Spire Inc.


Starwood Property Trust, Inc.


Venerable Holdings, Inc.


Warner Music Group


Principaux dossiers