Thomas counsels companies in a variety of industries on the design and implementation of compensation arrangements, including employment agreements, equity compensation plans, incentive compensation, deferred compensation, severance agreements and change-in-control arrangements.
Thomas advises clients on tax, securities and corporate governance law issues as they relate to executive compensation and employee benefit arrangements. He also counsels clients on golden parachute payments, the limits on the deductibility of executive compensation, the tax rules regarding nonqualified deferred compensation, executive compensation disclosure and reporting for proxy statements and other securities filings, and pension and welfare plan matters.
He writes and speaks frequently on legal developments of importance to his clients, including topics impacting corporate officers and directors.
Representative Legal Matters
Prior to joining the Firm, Thomas advised on the following transactions:
Airbnb in its acquisition of Hotel Tonight
CBRE in its USD 1.5 billion acquisition of the Global Workplace Solutions business from Johnson Controls
DoorDash in its USD 410 million acquisition of the Caviar business from Square
Entertainment Partners in its acquisition by TPG Capital
Esterline Technologies in its USD 4 billion acquisition by TransDigm Group
Interactive Data Corporation, together with Silver Lake Partners and Warburg Pincus, in the USD 5.2 billion sale of Interactive Data Corporation to Interncontinental Exchange, Inc.
KKR in multiple transactions, including its acquisition of Air Medical Group and investment in Arbor Pharmaceuticals
PayPal in its USD 2.2 billion acquisition of iZettle AB (publ)
SolarCity Corporation in its USD 2.6 billion acquisition by Tesla Motors
Tessera Technologies in its USD 850 million acquisition by DTS
- California~United States
Co-author, "SEC Adopts Final Rules to Modernize Regulation S-K Disclosure", Baker McKenzie InsightPlus, September 2020
Author, "SEC Adds New Human Capital Disclosure Requirement to Regulation S-K", The Compensation Connection, September 2020
Co-author, "Top 5 U.S. executive compensation issues for cross-border M&A transactions," Baker McKenzie, 28 May 2020
Author, "Considering Human Capital Management In Proxy Disclosures," Law360, 24 February 2020
Author, "Retention Bonus Program Considerations in M&A Transactions," Daily Journal, 22 October 2019