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About Matthew

Matt Grunert advises clients on a broad range of compensation and employee benefits matters for public and closely-held companies, as well as private equity funds and portfolio companies.  He has vast experience counseling clients with the design, implementation and on-going operation of Section 409A non-qualified deferred compensation plans and equity compensation arrangements, including stock options, restricted stock, phantom stock, Section 162(m) grandfathering issues and partnership profits interests.  Matt also regularly counsels both companies and executives with the negotiation and drafting of executive compensation arrangements, including employment agreements, retention and severance agreements and change-in-control arrangements.   

Matt is heavily involved in counseling clients on the executive compensation and employee benefits matters in corporate transactions such as mergers, acquisitions, divestitures, spin-offs and joint ventures, including allocation of benefits liabilities, 280G golden parachute matters and post-closing compensation and benefits administration.  He also works with clients with credit and financing arrangements, as well as capital markets transactions, including representing issuers and underwriters in IPOs, follow-on equity offerings and debt offerings.

Matt advises clients with respect to the application of NYSE and NASDAQ listing rules and corporate and securities laws to compensation, including proxy and other public disclosures, Section 16 and various corporate governance matters.  In addition, Matt works with clients on compensation matters relevant to proxy advisory firms such as ISS.    

He also works with clients on the design, implementation, maintenance, merging and termination of defined contribution plans, defined benefit plans and health and welfare plans and has represented clients with respect thereto before various governmental agencies, including the Internal Revenue Service, the Department of Labor and the Pension Benefit Guaranty Corporation.

Experience

Recent Notable Matters

Master limited partnership (MLP) — $2.2 billion “drop-down” transaction in which the MLP acquired the remained 68.43 percent membership interest in a distributor of motor fuels and 100 percent interest in a legacy retail business*

Private oil and gas company — private placement of equity securities representing an initial capital commitment of $525 million*

Public bank — public offering of subordinated notes in the reopening of the existing series of such notes*

Automated lending services provider — compensation and benefits matters related to $40 million sale of minority equity interest*

Medical device company — compensation and benefits matters related to $130 million sale of the company*

Private equity firm — acquisition of an assured dealer business that owns or leases more than 200 non-operated, independently franchises retail gas stations*

Upstream MLP — conversion from a public limited liability company to a public limited partnership. The transaction was the first of its kind*

North American subsidiary of global oil services company — compensation and benefits matters related to sale of certain subsidiaries*

Private equity firm — US-Canada cross-border credit facility with respect to a joint venture*

Industrial construction company — $195 million sale to global oil services company*

Credentials

Education

New York University School of Law,
LL.M., Taxation
2005
Southern Methodist University Dedman School of Law,
J.D.
2004
Order of the Coif
Trinity University,
B.A.
1998

Bar Admissions

Texas

Affiliations

Houston Bar Association
National Association of Stock Plan Professionals
Society for Corporate Governance

News

Insights

Noteworthy

Noteworthy

The Legal 500 United States
Executive Compensation and Retirement Plans, 2018
SMU Computer Law Review and Technology Journal
Technology Director