Speaker Biographies

Donna Anderson

Donna Anderson
Vice President and Head of Global Corporate Governance
T. Rowe Price Associates

Donna F. Anderson is Vice President and Global Corporate Governance Analyst for T. Rowe Price. In this role, Ms. Anderson chairs the firm's Proxy Committee and leads the firm's engagement efforts with portfolio companies. She is also a member of the Valuation Committee and for 2017 serves as Chair of the firm's Women's Roundtable leadership initiative.

Before joining T. Rowe Price in 2007, Ms. Anderson was Director of Equity Research for Invesco Funds in Houston.

Ms. Anderson is a CFA Charterholder and a member of the CFA Institute and the Baltimore CFA Society. In addition, she serves on the Advisory Boards of the Council of Institutional Investors and the Weinberg Center for Corporate Governance at the University of Delaware.

Amy Bilbija

Amy Bilbija
Managing Director
Strategic Governance Advisors

Amy Bilbija is a Managing Director at Strategic Governance Advisors, and focuses on working with corporate leaders to maximize the effectiveness of their activist preparedness and defense, shareholder engagement program, investor relations protocols and governance & compensation matters.

Prior to joining SGA, Ms. Bilbija was a Managing Director at Evercore, a leading independent investment bank, in its corporate advisory practice where she was instrumental in establishing the firm's defense practice. While at Evercore, she advised corporations on evaluating vulnerabilities and alternatives for addressing weaknesses, shareholder engagement, and corporate governance.

Ms. Bilbija has amassed over 20 years of experience providing advice to both Board of Directors and Senior Management in public companies of all sizes in the broad areas of shareholder engagement and communication, governance policy and best practices, and activist defense strategy. She ran West Coast operations for MacKenzie Partners, with a substantive focus on proxy contest defense, mergers-and-acquisitions, corporate governance, compensation programs, and evolving polices at institutions and proxy advisory firms; the New York Stock Exchange, providing legal and corporate governance advisory services to both the domestic and international listings departments and responsible for rendering interpretive guidance on all aspects of the NYSE Listed Company Manual; and was an attorney with the Securities and Exchange Commission.

Ms. Bilbija has a J.D. from New York Law School and an M.B.A., M.S. and B.A. from the University of Miami.

Marian Block

Marian Block
VP & Associate General Counsel
Lockheed Martin Corporation

Marian Block is Vice President and Associate General Counsel for Lockheed Martin Corporation in Bethesda, Maryland with expertise in corporate governance, executive compensation and securities law. Areas of legal responsibility include providing support to the Board of Directors and managing the corporate secretary function as well as providing legal advice to management on corporate governance, subsidiary governance, mergers, acquisitions, divestitures, SEC reporting and other securities law compliance matters, investor engagement on governance, executive compensation, joint ventures, antitrust, employee benefits, corporate finance, risk management, and contracts. Ms. Block joined the legal department of Martin Marietta Corporation, one of the predecessors to Lockheed Martin Corporation in 1990.


Glenn Booraem Glenn Booraem
Principal & Fund Controller
Vanguard Group

Glenn Booraem is a Principal of the Vanguard Group, Inc. and the Controller of each of the Vanguard Funds. He has worked for Vanguard since 1989, where he currently leads the firm's corporate governance program covering more than 8,000 companies worldwide. Mr. Booraem is a periodic speaker on governance to industry groups, and has served on the New York Stock Exchange's Proxy Working Group and Commission on Corporate Governance. In addition to governance-related duties, he is responsible for fund accounting, administration and compliance services for the Vanguard Funds. Glenn is a graduate of Temple University in Philadelphia, PA.



Mark Borges Mark Borges

Mark Borges is a principal with Compensia, Inc., a management consulting firm providing executive compensation advisory services to compensation committees and senior management of knowledge-based companies. From April 2003 until September 2007, he was a principal for Mercer in the firm’s Washington Resource Group in Washington, DC. Previously, Mr. Borges was a Special Counsel in the Office of Rulemaking, Division of Corporation Finance with the United States Securities and Exchange Commission. Before that, he was General Counsel for ShareData, Inc. Mr. Borges practiced law with the firms of Ware & Friedenrich (now DLA Piper) from 1987 to 1992 and Pillsbury, Madison & Sutro (now Pillsbury Winthrop) from 1982 to 1987. From 1981 to 1982, he served as law clerk to the Honorable Marion T. Bennett of the United States Court of Claims in Washington, DC.

Mr. Borges is the author of SEC Executive Compensation Disclosure Rules, first published in June 2008 by the American Bar Association, and a co-author of the Lynn, Borges & Romanek Executive Compensation Disclosure Treatise and Reporting Guide. He is also an Adjunct Professor at the Georgetown University Law Center, teaching a course of the securities law aspects of executive compensation.

A California native, Mr. Borges graduated from Humboldt State University in 1976. He received his J.D. from Santa Clara University in 1979 and an L.L.M. in Taxation from New York University in 1981. He is a member of the American Bar Association.

Brian Breheny Brian Breheny
Skadden, Arps, Slate, Meagher & Flom LLP

A partner of Skadden Arps, Brian Breheny concentrates his practice in the areas of mergers and acquisitions, corporate governance, and general corporate and securities matters. Since joining Skadden, Mr. Breheny has advised numerous clients on a full range of SEC compliance and corporate governance matters, including advising clients on compliance with the provisions of the Dodd-Frank Act, the SEC's tender offer rules and regulations and the federal proxy rules.

Prior to joining Skadden in 2010, Mr. Breheny held a number of leadership positions in the Division of Corporation Finance at the U.S. Securities and Exchange Commission. He began as chief of the SEC's Office of Mergers and Acquisitions in July 2003, and in November 2007 he became deputy director, legal and regulatory policy.

In his position as chief of the Office of Mergers and Acquisitions, Mr. Breheny oversaw the legal and technical aspects of the administration of the Securities Act of 1933 as it related to tender offers and mergers; the proxy, beneficial ownership reporting, tender offer and going-private provisions of the Securities Exchange Act of 1934; and the rules, regulations, forms and procedures promulgated to implement these statutory provisions. As deputy director, he was a member of the senior staff of the commission with responsibility for the division's legal and regulatory policy support offices (chief counsel, chief accountant, mergers and acquisitions, international corporate finance, rulemaking, small business policy and enforcement liaison).

During his tenure at the SEC, Mr. Breheny assisted the commission with its consideration of significant rule amendments in a number of areas including shareholder director nominations, tender offers, beneficial ownership reporting, electronic delivery of proxy materials, electronic shareholder forums, short sale disclosure, and proxy voting and shareholder communications.

Before joining the SEC, Mr. Breheny worked at another international law firm in its New York and London offices. During his previous seven years in private practice, he advised clients engaged in a broad range of merger and acquisition transactions, securities issuances, private equity investments, banking and public financings, fund formations and corporate reorganizations. Mr. Breheny began his career as a certified public accountant with KPMG LLP.

Mr. Breheny has lectured extensively on topics such as mergers and acquisitions, corporate governance and the federal proxy rules and shareholder voting. He has served as an adjunct securities law faculty member at the Georgetown University Law Center and Howard University School of Law. Mr. Breheny was recognized by the National Association of Corporate Directors as part of its Directorship 100, an annual list that identifies the most influential people in the boardroom community. He also was selected for inclusion in Chambers USA: America's Leading Lawyers for Business 2013 and The International Who's Who of Corporate Governance Lawyers 2013.

Jesse Brill Jesse Brill
Chair, NASPP and CompensationStandards.com
Publisher, Executive Press

Jesse Brill is recognized as one of the country's leading authorities on insiders' transactions and compensation planning for executives. Mr. Brill is the Publisher-Editor of the nationally acclaimed newsletters The Corporate Counsel and The Corporate Executive, which he has been publishing for over 35 years. His publishing company, Executive Press, also publishes Peter Romeo and Alan Dye's Publications (The Section 16 Treatise and Reporting Guide, The Section 16 Forms and Filings Handbook, The Comprehensive Section 16 Deskbook, and Section 16 Updates newsletter), Compensation Standards newsletter, and Lynn Borges & Romanek's Executive Compensation Disclosure Treatise and Reporting Guide. In addition, Brill's organization is responsible for the highly acclaimed websites, TheCorporateCounsel.net, Section16.net, DealLawyers.com, and CompensationStandards.com.

Mr. Brill is also founder and Chair of the National Association of Stock Plan Professionals. He received his law degree from Yale Law School.

Sydney Carlock Sydney Carlock
Associate Vice President

Sydney Carlock is an Associate Vice President at ISS and a senior member of the US compensation research team, where she works on compensation policy development and analysis relating to say-on-pay, golden parachutes, equity plans, and shareholder compensation proposals in the financial sector.

Prior to joining ISS in 2014, she was a member of the internal executive compensation team at Capital One Financial in McLean VA and worked as a consultant for the executive compensation consultancy DolmatConnell & Partners in Waltham MA. She received her undergraduate degree in Mathematics from Oberlin College (B.A., 2006).

Ning Chiu Ning Chiu
Davis Polk & Wardwell

Ning Chiu is counsel in the Capital Markets Group, with an emphasis on corporate governance and SEC regulations for public companies. She regularly advises major companies on board-related issues, including director independence, securities law compliance, proxy disclosure, shareholder proposals, and the impact of proxy advisory services. Her practice also focuses on new developments and changing best practices in governance matters. She has represented both issuers and underwriters on a number of significant securities transactions, including one of the largest IPOs in U.S. history and advising newly public companies. Her clients have included Aetna, CVS Caremark, General Electric Company, Marsh & McLennan and Morgan Stanley.


Meredith Cross Meredith Cross

Meredith Cross is a partner in the Transactional and Securities Departments and a member of the Corporate Practice. Ms. Cross rejoined the firm in 2013, after having served as Director of the Division of Corporation Finance of the US Securities and Exchange Commission since 2009. Representing clients in corporate and securities matters, she has experience with the full range of issues faced by public and private companies in capital raising and public reporting.

Ms. Cross's practice is primarily focused on advising public companies and underwriters on corporate finance securities law matters, including disclosure and other requirements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as the requirements under the Sarbanes-Oxley Act and the Dodd- Frank Wall Street Reform and Consumer Protection Act. She serves as issuer's counsel and underwriters' counsel in public and private offerings of debt and equity securities.

While serving as the Director of the Division of Corporation Finance of the SEC, Ms. Cross led the Division's efforts to implement both the Dodd-Frank Act and the Jumpstart Our Business Startups (JOBS) Act. Under her leadership, the Division recommended close to 60 rulemaking releases to the Commission, including those relating to say-on-pay, conflict minerals, proxy access, compensation committees and compensation advisers, asset-backed securities, and the new regulatory regime for derivatives. Ms. Cross also guided the Division's pragmatic response to numerous issues relating to the IPO "on-ramp" provisions of the JOBS Act. During her tenure, Ms. Cross testified before Congress numerous times on a broad range of issues including corporate governance, capital formation, risk retention in asset-backed securities offerings, executive compensation oversight, and agency management and budget.

Before first joining WilmerHale in 1998, Ms. Cross served as Deputy Director of the SEC's Division of Corporation Finance. During her prior SEC tenure, she was involved with a number of corporate finance rulemakings, including changes to shelf registration, electronic delivery of prospectuses and other information to investors, the plain English initiatives, limited partnership roll-up rules, and small issue exemptions from registration and reporting. Before becoming Deputy Director, Ms. Cross served as Associate Director of the Division's sections on International Corporate Finance and Small Business. In the international area, she played a key role in the ongoing development of international disclosure and accounting standards for use in cross-border offerings. Ms. Cross also previously served as the Division's Chief Counsel. As Chief Counsel, she was responsible for no-action letters and legal interpretations in the Division on a wide range of matters, including Rule 144, Section 16, registration of employee benefit plans and exemptions from registration and reporting.

Howard Dicker Howard Dicker
Weil Gotshal & Manges

Howard Dicker is a partner in the Public Company Advisory Group of Weil, Gotshal & Manges LLP in New York. He advises numerous companies regarding securities law issues, disclosure and compliance matters as well as on executive compensation and corporate governance. He has had a diverse corporate practice, including mergers and acquisitions, financings, securities offerings, venture capital investments and restructurings. Mr. Dicker is a member of Weil's Financial Regulatory Reform Working Group.

Mr. Dicker is also active in various bar associations and committees and speaks and writes on a variety of topics in corporate and securities law. He is Chair of the Securities Regulation Committee of the Business Law Section of the New York State Bar Association. He also is Vice Chair of the Subcommittee on Employee Benefits and Executive Compensation of the Committee on Federal Regulation of Securities, Section of Business Law, American Bar Association. Mr. Dicker's publications include: "The SEC's New Disclosure Requirements Explained" in the International Financial Law Review (October 2006 corporate governance supplement); and "Executive Compensation and Corporate Governance," Chapter 3 in A Practical Guide to SEC Proxy and Compensation Rules, 3rd Edition (2005 Supplement), published by Aspen.

Prior to joining Weil in 1989, Mr. Dicker was an auditor and tax consultant at Price Waterhouse in New York. There, he focused on broker-dealers in securities and commodities. He is licensed as a certified public accountant.

Mr. Dicker received his Bachelor of Science degree in 1983 from the Wharton School of the University of Pennsylvania, where he majored in both finance and accounting. He then received a Master of Science degree in accounting in 1984 from the State University of New York at Albany. In 1989, he received his Juris Doctor degree with honors from The George Washington University Law School.

Marty Dunn Marty Dunn
Morrison & Foerster

Marty Dunn is a partner in Morrison & Foerster's Washington, DC office and a member of the Capital Markets Practice. Prior to joining Morrison & Foerster, he spent 20 years in various positions at the US Securities and Exchange Commission (SEC), most recently as Deputy Director, and former Acting Director, of the Division of Corporation Finance. As Deputy Director, he supervised that Division's Offices of Chief Counsel, Chief Accountant, Mergers and Acquisitions, International Corporate Finance, Rulemaking, Small Business, and Enforcement Liaison.

Marty is one of the writers for The Corporate Counsel and is the recipient of these awards: SEC Capital Markets Award (2001, 2002, 2006); SEC Regulatory Simplification Award (2005); SEC Law and Policy Award (2000, 2004); SEC Chairman's Award for Excellence (2000); Federal Bar Association's Philip A. Loomis, Jr. Award (1998); SEC Chairman's Plain English Award (1998); SEC Supervisory Excellence Award (1995); Chambers USA (2009, 2010, 2011) Leading Individual in Securities Regulation: Advisory; Chambers USA (2009, 2010, 2011) Leading Individual in Securities Regulation

While at the SEC, Marty was responsible for a wide range of rulemakings, including:

  • Proxy Access Proposals (2007)
  • Regulation D Proposed Modernization (2007)
  • Form D Proposed Electronic Requirements (2007)
  • Smaller Reporting Company Proposed Disclosure System (2007)
  • Rule 144 Proposed Simplification (2007)
  • Form S-3 Proposed Expansion (2007)
  • Section 12(g) Proposed Exemption for Options (2007)
  • Foreign Private Issuer Deregistration (2007)
  • Internet Availability of Proxy Materials (2007)
  • Tender Offer Best Price Rules (2006)
  • Shell Company Rules (2005)
  • Securities Offering Reform (2005)
  • Section 12(d) Modernization (2005)
  • Nominating Committee Disclosure (2003)
  • Regulation G (Non-GAAP Financials) (2003)
  • Exemption for Standardized Options (2002)
  • Householding of Proxy Materials (2000)
  • Financial Statements for Guarantors (2000)
  • Rule 504 Amendments (1999)
  • Plain English Disclosure Requirements (1998)
  • Rule 144 Amendments (1997)
  • Additional Small Business Initiatives (1993)
  • Small Business Initiatives (1992)

Alan Dye Alan Dye
Hogan Lovells

Alan Dye's practice is focused on advising public companies and their boards of directors regarding compliance with the federal securities laws, particularly SEC reporting requirements, annual meeting and proxy-related issues, executive compensation disclosures, and insider trading restrictions. Alan also counsels public companies on corporate governance practices, compliance with the listing standards of the national stock exchanges, and state fiduciary duty law. He also regularly advises clients regarding beneficial ownership reporting requirements, and he assists clients in developing strategies for defending against claims arising under the insider reporting and short-swing profit provisions of the securities laws.

Following law school, Alan was appointed to serve as a law clerk for The Honorable Ellsworth A. Van Graafeiland of the U.S. Court of Appeals for the Second Circuit. Upon completing his clerkship in 1979, he entered private practice in Atlanta, where he was engaged primarily in securities and other commercial litigation. In 1982, Alan joined the staff of the Securities and Exchange Commission, where he served for two years in the Division of Corporation Finance and then for two years as special counsel to the Chairman of the agency. He left the commission to join Hogan & Hartson in 1986.

Alan is a frequent lecturer at professional seminars and is a former adjunct professor at the Georgetown University Law Center. Alan is an active member of the American Bar Association and formerly chaired the Administrative Law Section's Committee on Securities Commodities and Exchanges. He also serves on the Financial Industry Regulatory Authority's National Adjudicatory Council, which is FINRA's appellate adjudicatory body for professional disciplinary matters and other adjudicated matters. He has written extensively on various issues under the federal securities laws, including his co-authorship (with Hogan Lovells partner Peter J. Romeo) of the Section 16 Treatise and Reporting Guide (Executive Press), the Section 16 Deskbook (Executive Press) and the Section 16 Forms and Filings Handbook (Executive Press). Alan also moderates a discussion forum on Section16.net, a Web site devoted to developments under and compliance with Section 16 of the Securities Exchange Act of 1934. Alan Dye and Peter Romeo are characterized in Chambers USA 2010 as "world experts on section 16 of the Securities Exchange Act." They are among a group of only 10 securities lawyers in the U.S. highlighted in Chambers USA 2010 for their advisory work.

Michelle Edkins Michelle Edkins
Managing Director, Global Head of Corporate Governance & Responsible Investment

Michelle Edkins is a Managing Director at BlackRock and Head of its Corporate Governance and Responsible Investment team of 20 specialists based in five key regions internationally. Michelle is responsible for the team’s engagement and proxy voting activities in relation to the companies in which BlackRock invests on behalf of clients. She is an active participant in the public corporate governance debate and regularly speaks and writes on the importance of good stewardship for company performance. She is a member of the Board of Governors of the International Corporate Governance Network and of the Investment Committees of the Association of British Insurers and of Eumedion in the Netherlands.

Prior to joining BlackRock in 2009, Michelle was for four years Managing Director at Governance for Owners, an independent partnership offering products that support responsible long-term share ownership. She started her corporate governance career in 1997 at Hermes Pensions Management, where she spent eight years, initially as the head of the corporate governance team and thereafter as Director of Institutional Relations. An economist by training, Michelle previously worked for New Zealand’s central bank and the British High Commission in Wellington.

Peggy Foran Peggy Foran
Chief Governance Officer, Senior Vice President and Corporate Secretary

Ms. Foran is Chief Governance Officer, Senior Vice President and Corporate Secretary of Prudential Financial, Inc. She has been a corporate governance leader throughout her career at Sara Lee Corporation, Pfizer, Inc. and J.P. Morgan & Co., Inc. She is admitted to the New York, Illinois, Pennsylvania, and New Jersey (In-house) Bars. Ms. Foran is a director on the board of Occidental Petroleum Corporation and Chairperson of its Executive Compensation Committee. She is also a member of its Corporate Governance, Nominating and Social Responsibility Committee. She previously served on the Board of Directors of The MONY Group Inc. and MONY Life Insurance Company. Her many contributions to the Society of Corporate Secretaries and Governance Professionals is evidenced by her leadership roles as former Chairman, former director, former Chair of the Securities Law Committee, and former Treasurer.

Her proactive shareholder outreach and thought leadership on key governance issues has earned her global recognition as a leader in corporate governance. She has been recognized as one of the Most Influential People in Corporate Governance by Directorship Magazine for five consecutive years. In 2011, she was identified by Treasury and Risk Magazine as one of the Most Influential People in Finance. In 2013, Corporate Secretary Magazine named Ms. Foran "Governance Professional of the Year". In 2015, Ms. Foran received the Linda Quinn Lifetime Achievement Award from TheCorporateCounsel.net.

Ms. Foran received her B.A., magna cum laude, and J. D. degrees from the University of Notre Dame.

David Fredrickson
Chief Counsel
Division of Corporation Finance US Securities and Exchange Commission

David Fredrickson is the Chief Counsel and Associate Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission. He oversees the work of the Division's Office of Chief Counsel and Office of Capital Markets Trends and is responsible for providing legal and policy advice.

Mr. Fredrickson previously served as an assistant general counsel of the SEC, advising the Division and the Commission on implementation of numerous rulemakings, including rules to implement the Sarbanes-Oxley Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act, and the Jumpstart Our Business Startups (JOBS) Act. Before joining the Office of General Counsel, Mr. Fredrickson was an enforcement attorney in the SEC’s San Francisco Regional Office. Prior to that, he was in private law practice, where he specialized in commercial and civil litigation.

Mr. Fredrickson received a BA from the University of California at Berkeley and a law degree from Georgetown University.

Stacey Geer Stacey Geer
Executive Vice President, Deputy General Counsel, Chief Governance Officer & Corporate Secretary

Ms. Geer is the Executive Vice President, Deputy General Counsel, Chief Governance Officer and Corporate Secretary of Primerica. She joined Primerica in February 2010 as Senior Vice President, Associate General Counsel and Assistant Corporate Secretary. Primerica completed its initial public offering in April 2010, and was previously a subsidiary of Citigroup Inc. Ms. Geer was Deputy General Counsel and Assistant Secretary of Mueller Water Products, Inc. from April 2007 to February 2011 and, before that, she was the Chief Securities Counsel of BellSouth Corporation from July 2001 to March 2007. Prior to Joining BellSouth, Ms. Geer was a partner at King & Spalding in Atlanta, Georgia.

Ms. Geer currently serves as the Chair of the Small and Mid-Cap Companies Committee of the Society of Corporate Secretaries and Governance Professionals, and is the former Treasurer and a former member of the Board of Directors of the Society. She also serves as a member of the Securities Law Committee. She was a finalist for Corporate Secretary Magazine's 2011 Governance Professional of the Year award. She has served as a member of Broadridge's Independent Steering Committee since February 2012. Ms. Geer obtained her J.D. degree from the UCLA School of Law and was admitted to the Georgia bar in 1992. She received a B.S.E. from Wharton School of the University of Pennsylvania in 1988.

Keir Gumbs Keir Gumbs
Covington & Burling

Keir Gumbs is a partner with Covington & Burling LLP in Washington, DC. He advises public and private companies, non-profit organizations, institutional investors and other clients in corporate, corporate governance, securities regulation, and transactional matters. Mr. Gumbs' clients include small, medium and large cap companies, non-profit organizations, public pension funds, and other institutional investors. He is widely recognized as a "go-to" expert for a variety of securities law matters, including with respect to the Dodd-Frank Act and related rulemakings.

Mr. Gumbs' career includes six years of service with the SEC, where, immediately prior to joining Covington & Burling in 2005, he served as Counsel to SEC Commissioner Roel C. Campos. In that position, he advised the Commissioner on a variety of matters arising under federal securities law with an emphasis on corporate finance issues under the Securities Act of 1933, issuer reporting obligations under the Securities Exchange Act of 1934, corporate governance developments and SEC enforcement actions. Prior to serving as Counsel to Commissioner Campos, Mr. Gumbs spent five years as a staff attorney and later a Special Counsel in the Office of Chief Counsel in the SEC's Division of Corporation Finance.

Honors include:

  • Most Influential Black Lawyers - Savoy Magazine (2015)
  • Who's Who Legal, Corporate - M&A and Governance (2015)
  • National Law Journal, "D.C. Rising Star" (2014)
  • Washington DC Super Lawyers, Securities & Corporate Finance (2014-2015)
  • "Trailblazers Under 40" by the National Bar Association (2014)
  • Chambers USA - America's Leading Business Lawyers, Securities: Regulation: Advisory (2012-2015)
  • "2011 Rising Star of Corporate Governance" by the Millstein Center for Corporate Governance and Performance
  • Selected as one of the "People to Watch" in the National Association of Corporate Directors 2011 and 2012 "Directorship 100"

Mr. Gumbs is a frequent author and speaker on matters affecting public companies and investors. He has authored or co-authored several leading publications about securities law topics, including BNA's Corporate Practice Series Portfolio entitled "Shareholder Proposals," and two chapters, entitled "E-Proxy, Electronic Communications and Voting" and "The Shareholder Proposal Process," respectively, in the treatise entitled "A Practical Guide to SEC Proxy and Compensation Rules." Mr. Gumbs has published articles in a number of leading securities and governance publications, such as Insights, Corporate Governance Advisor, Westlaw Business Currents, and BNA's Corporate Counsel Weekly while he also is frequently called upon by national publications for expert insight into current developments in federal securities law.

Keith Higgins Keith Higgins
Chair, Corporate & Securities Department
Ropes & Gray

Keith Higgins is a member of Ropes & Gray's corporate department and chair of the securities & governance practice. Keith rejoined the firm in 2017, after having served as Director of Corporation Finance at the U. S. Securities & Exchange Commission since 2013. While in that role, Keith led the Division's implementation of significant rulemaking under the Dodd-Frank Wall Street Reform and Consumer Protection Act, Jumpstart Our Business Startups Act (JOBS Act), and Fixing America's Surface Transportation Act (FAST Act). He also led the Division's Disclosure Effectiveness project and oversaw the issuance of significant interpretive guidance to companies and investors under the federal securities laws.

Prior to serving at the SEC, Keith had for more than 30 years been counseling public companies in securities offerings, mergers and acquisitions, compliance and corporate governance. Keith advises companies, their boards, and investors on matters with the SEC, including disclosure and financial statements, no-action letters, as well as SEC enforcement actions and related internal investigations.

While in private practice, Keith was recognized by Chambers, Best Lawyers, and other publications as a leading corporate and M&A lawyer in Massachusetts and nationwide.

Valerie Valerie Ho
Director of Compensation
AvalonBay Communities

Valerie is the Director of Compensation at AvalonBay Communities, an S&P 500 company focusing on REIT. She has over 18 years of compensation experience. At AvalonBay, she is in charge of broad based compensation and executive compensation matters. Prior to joining AvalonBay, she was at ICF International where she managed executive and equity compensation programs and was the subject matter expert in the development of board materials for the Compensation Committee meetings. Valerie was also the Vice President of Compensation Research Operations at ISS Governance Services for almost a decade. At ISS, Valerie developed and implemented compensation voting policies for over 3,000 U.S. companies. She engaged with institutional investors to provide guidance on policy application and proxy voting, and explained ISS's compensation policies, such as management say on pay proposals and ISS's proprietary equity model. She also interfaced with senior executives and board members to discuss contentious executive compensation issues and equity plan proposals. Valerie also worked at Freddie Mac and Mercer HR Consulting.

Valerie has a BA in Economics from the University of Michigan and an MBA from George Washington University. She is a Certified Equity Professional with the CEP Institute and is a Certified Compensation Professional with the WorldatWork Organization.

Beth Ising Beth Ising
Gibson Dunn & Crutcher

Beth Ising is a partner in Gibson Dunn's Washington, D.C. office and Co-Chair of the firm's Securities Regulation and Corporate Governance practice group. She also is a member of the firm's Hostile M&A and Shareholder Activism team and Financial Institutions practice group. She advises clients, including public companies and their boards of directors, on corporate governance, securities law and regulatory matters and executive compensation best practices and disclosures. Representative matters include advising on Securities and Exchange Commission reporting requirements, board processes and evaluations, shareholder proposals, proxy disclosures on governance and compensation matters, director independence matters, proxy advisory services, board and committee charters and governance guidelines and disclosure controls and procedures. She also advises non-profit organizations on corporate governance issues.

Ms. Ising was recommended by Chambers USA for Securities Regulation/Advisory in 2017. She also was named in 2016 and 2017 to Who's Who Legal: M&A and Governance, which was based on independent client and peer surveys by Who's Who Legal. In addition, BTI Consulting named Ms. Ising to its 2016 BTI Client Service All-Stars list. She is a member of the Advisory Board of Northwestern University’s Securities Regulation Institute and previously was named a "Rising Star of Corporate Governance" by Yale School of Management's Center for Corporate Governance and Performance.

Ms. Ising previously was Vice Chair of the Proxy Statements and Business Combinations Subcommittee of the Federal Regulation of Securities Committee of the ABA and is a member of the Society for Corporate Governance. She previously served as Chair of the Corporate Finance Committee; Corporation, Finance and Securities Law Section of the District of Columbia Bar as well as a member of the National Advisory Board and co-chair of the Washington, DC chapter of the Women in Law Empowerment Forum.

Ms. Ising graduated with high honors from the University of North Carolina at Chapel Hill School of Law. She also chairs Gibson Dunn's Washington, D.C. Diversity Committee.

Mike Kesner Mike Kesner
Principal, Human Capital Advisory Services
Deloitte Consulting LLP

Mike Kesner is the principal in charge of firm's Executive Compensation practice. He has over 26 years' experience working with companies on a wide range of executive compensation issues, including assessment of competitive pay levels, incentive compensation plan design, executive employment agreements and severance benefits, and deferred compensation plans. Mike also has experience with recruitment and retention arrangements, supplemental executive retirement programs, benefit security techniques, board of directors compensation and change-in-control pay issues. He is the independent advisor to the compensation committee of the board of directors on executive compensation matters at several Fortune 500 companies.

Mike has authored articles published in the Harvard Business Review, CFO Magazine, Directors and Boards, National Association of Corporate Directors' newsletter, and served on the NACD's Blue Ribbon Commission on executive pay. He is also a co-author of a chapter in A Practical Guide to SEC Proxy and Compensation Rules. He has often been a guest speaker on compensation and benefit matters at conferences sponsored by the National Association of Stock Plan Professionals, Ray Garrett Jr. Corporate and Securities Law Institute, American Bar Association, PLI, Executive Enterprises, Garrett Law Institute (Northwestern University), Tulane Corporate Law Institute and Tennessee Law Institute. Mike is a member of the American Institute of Certified Public Accountants, the Illinois CPA Society, and the National Association of Stock Plan Professionals. He received a B.S. in Accounting from the University of Illinois.

David Kokell David Kokell
Vice President
Institutional Shareholder Services (ISS)

Mr. Kokell is a Vice President at ISS and he leads the U.S. compensation research team. In this role, he is responsible for U.S. compensation policy development and analyses relating to say-on-pay, golden parachutes, equity plans, and shareholder compensation proposals.

Before joining ISS in 2012, Mr. Kokell practiced law in the Manhattan offices of Shearman & Sterling LLP, where he was a member of the Executive Compensation & Corporate Governance practice group. Mr. Kokell received his law degree from Hofstra Law School (J.D., 2009), where he was a member of the Hofstra Law Review. He received his undergraduate degree in Economics from American University (B.A., 2005).

Bob Lamm Bob Lamm
Of Counsel

Bob Lamm is an Of Counsel Shareholder of Gunster, Yoakley & Stewart, P.A., Florida's Law Firm for Business, and serves as co-chair of the firm's Securities and Corporate Governance practice. He rejoined Gunster in 2014, having been a shareholder from 2000 to 2002.

From 2008 to 2013, Bob was Assistant General Counsel and Assistant Secretary of Pfizer Inc. His previous experience includes service as Vice President and Secretary of W. R. Grace & Co., Senior Vice President - Corporate Governance and Secretary of CA, Inc., and Managing Director, Secretary and Associate General Counsel of FGIC Corporation/Financial Guaranty Insurance Company. He also has extensive experience with small- and mid-cap companies as well as non-profit entities.

In addition to his role at Gunster, Bob acts as a Senior Advisor to Deloitte's governance services practice and as an Advisory Director of Argyle, which advises corporations on the effective communication of corporate governance. He is also a member of the Advisory Board of iiWisdom, a company that facilitates company/shareholder engagement.

Bob is an active, long-term member of the Society of Corporate Secretaries and Governance Professionals. He was chair of the Society's Securities Law Committee from 2011 to 2014 and has served on the Society's Corporate Practices, Finance and National Conference Committees, as a member of its board of directors, and as chair of its 2004 National Conference Committee; and he is a recipient of the Society's Bracebridge H. Young Distinguished Service Award. He is also a Senior Fellow of The Conference Board Governance Center.

Bob is a member of The Florida Bar, the New York State Bar, and the American Bar Association (including its Business Law Section and Committees on Corporate Governance and Federal Regulation of Securities). He frequently speaks and writes on securities law, corporate governance and related topics. He currently serves on the board of editors of The Corporate Counselor.

Bob received a Bachelor of Arts from Brandeis University and a Juris Doctor from the University of Pennsylvania School of Law.

Kyoko Takahashi Lin Kyoko Takahashi Lin
Davis Polk & Wardwell

Ms. Lin is a member of Davis Polk's Corporate Department, practicing in the Executive Compensation Group. She advises boards, companies, compensation committees and individual executives on executive compensation, equity-based incentives, deferred compensation, severance plans and other compensatory arrangements, with particular emphasis on issues arising in mergers and acquisitions transactions, initial public offerings, and new and joint ventures.

She also advises on employment and consulting arrangements, the applicability of securities and tax laws to executives and employers, the design and implementation of equity compensation plans and general employment-related matters. Ms. Lin is co-editor of the "Davis Polk Briefing: Governance" blog, which covers current topics in corporate governance, securities law and executive compensation.

In her pro bono practice, Ms. Lin has represented individuals seeking asylum in the United States. She has also advised not-for-profit organizations, including Grameen America and International Arts Movement.

Richerd Luss Richard Luss
Senior Economist
Willis Towers Watson

Richard Luss is a Senior Research Economist in Towers Watson's Research and Innovation Center (RIC) in Arlington, VA. Since joining RIC in August of 1998, Richard has written numerous articles and spoken regularly at public and private forums on reward programs, employee engagement and behavior and executive compensation. His research incorporates statistical sampling and econometric techniques to study in economic and business conditions, employer reward and communication programs, employee attitudes towards rewards and other workplace issues and the impact on performance.

Dave Lynn Dave Lynn
Partner, Jenner & Block
Editor, TheCorporateCounsel.net

David Lynn is Partner of Jenner & Block. Mr. Lynn's practice is focused on advising a wide range of clients on SEC matters, securities transactions and corporate governance. Mr. Lynn is well known in the area of executive compensation disclosure, having co-authored, "The Executive Compensation Disclosure Treatise and Reporting Guide." While serving as Chief Counsel of the Securities and Exchange Commission's Division of Corporation Finance, Mr. Lynn led the rulemaking team that drafted sweeping revisions to the SEC's executive compensation and related party disclosure rules.

Mr. Lynn re-joined the SEC as Chief Counsel shortly after adoption of the Sarbanes-Oxley Act of 2002, and served in that position until 2007. As a result, he was intimately involved in implementing and interpreting the record amount of SEC rulemaking that occurred in the wake of SOX. Mr. Lynn initially served on the SEC staff from 1995-2000 as an Attorney-Advisor and subsequently a Special Counsel in the Division of Corporation Finance. While in private practice from 2000-2003, he advised clients on SEC investigations, securities transactions, mergers and acquisitions and corporate governance.

Mr. Lynn serves as co-editor of TheCorporateCounsel.net, where he co-authors one of the most widely-read blogs on securities, governance and corporate law matters, and regularly contributes to publications such as The Corporate Counsel, The Corporate Executive, and Borges & Lynn's Proxy Disclosure Updates. Mr. Lynn also co-authored Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012).

Mr. Lynn currently serves as the Vice Chair of the ABA Business Law Section's Federal Regulation of Securities Committee. Mr. Lynn was also an adjunct Professor of Law at the Georgetown University Law Center, where he taught a course in corporate governance.

Bob McCormick Bob McCormick
CamberView Partners

Bob joined CamberView Partners as a Partner in February 2017. Prior to joining Glass Lewis, Bob McCormick was the Director of Investment Proxy Research at Fidelity Management & Research Co., which he joined in 1997. At Fidelity, he managed the proxy voting of more than 700 retail and mutual fund accounts, holding 4,000 domestic and international securities worth in excess of $1 trillion. Prior to joining Fidelity, McCormick was a staff attorney at Keenan, Powers & Andrews and Prudential Securities Incorporated, both in New York City. McCormick is an attorney who earned his law degree from Quinnipiac University School of Law after graduating with honors from Providence College. He serves on the International Corporate Governance Network’s Cross-Border Voting Practices and Securities Lending committees.


Mike Melbinger Mike Melbinger
Chair, Employee Benefits and Executive Compensation Practice
Winston & Strawn

Mike Melbinger is the lead partner and global head of Winston & Strawn's employee benefits and executive compensation practice group. Mr. Melbinger works out of the firm's Chicago office and practices exclusively in the area of executive compensation and employee retirement benefit issues for corporations, boards of directors, partnerships, executives, and fiduciaries.

Mr. Melbinger has worked extensively on designing and implementing stock and non-stock based executive compensation and benefit programs for public and private companies (including start-up ventures). He has designed and drafted employment contracts, severance agreements, parachute agreements, and a variety of executive compensation arrangements. He advises boards of directors, compensation committees, and senior executives and legal departments in these matters.

Mr. Melbinger also has extensive experience with the design, operation, and auditing of employers' ESOP, pension, and 401(k) plans. He has extensive experience advising fiduciaries in the proper discharge of their duties and establishing structures and strategies to protect fiduciaries and plan sponsors from liability for investment and other benefit plan decisions.

Mr. Melbinger also handles the compensation and benefits aspects of change-in-control, corporate lending, initial public offering, and bankruptcy transactions and certain compensation and benefit plan litigation matters. He maintains "Melbinger's Compensation Blog" on CompensationStandards.com.

Nell Minnow Nell Minow
Vice Chair
ValueEdge Advisors

Nell Minow is Vice Chair of ValueEdge Advisors. She was Co-founder and Director of GMI Ratings from 2010 to 2014, and was Editor and Co-founder of its predecessor firm, The Corporate Library, from 2000 to 2010. Prior to co-founding The Corporate Library, Ms. Minow was a Principal of Lens, a $100 million investment firm that took positions in underperforming companies and used shareholder activism to increase their value. Her other professional experience includes serving as a Principal of Lens Investment Management, as President of Institutional Shareholder Services, Inc., and as an attorney at the U.S. Environmental Protection Agency, the Office of Management and Budget, and the Department of Justice. Ms. Minow was named one of the 30 most influential investors of 2002 by Smart Money magazine and, in 2003, was dubbed "the queen of good corporate governance" by Business Week online. In 2007 she was named as one of the 20 most influential people in corporate governance. In 2008 she was the sole recipient of the International Corporate Governance Network award for exceptional achievement in the field of corporate governance. She has authored over 200 articles and co-authored three books on corporate governance with Robert A.G. Monks, most recently the 5th edition of an MBA textbook titled Corporate Governance, published in 2011. Ms. Minow is a graduate of Sarah Lawrence College and the University of Chicago Law School.

Ron Mueller Ron Mueller
Gibson Dunn & Crutcher

Ron Mueller joined the Washington, D.C. Office of Gibson, Dunn & Crutcher in 1986 and works in the securities regulation and corporate governance area with an emphasis on proxy and disclosure issues, executive compensation, and corporate transactions.

Mr. Mueller is listed in the 2013 edition of The Best Lawyers in America® in the categories of corporate governance law, corporate compliance law, and securities regulation. He is the immediate past chair of the Subcommittee on Employee Benefits and Executive Compensation of the Committee on Federal Regulation of Securities, Section of Business Law, American Bar Association. Mr. Mueller is a frequent speaker and author on securities and corporate governance matters, including and developments in proxy disclosures and proxy contests, the SEC's disclosure requirements, corporate governance developments, Section 16 rules, and executive compensation issues.

From 1989 to 1991, Mr. Mueller worked as legal counsel to Commissioner Edward H. Fleischman at the United States Securities & Exchange Commission (SEC). While at the SEC, Mr. Mueller worked on many of the matters before the Commission, including executive compensation rules, enforcement matters and regulatory initiatives.

Mr. Mueller received his J.D., from Columbia Law School in 1986, where he was both a Harlan Fisk Stone Scholar and a James Kent Scholar, and his B.A., magna cum laude, from Vanderbilt University in 1982. Mr. Mueller is a member of the District of Columbia Bar Association and the American Bar Association and is admitted to practice before the courts of New York and Washington.

Broc Romanek Broc Romanek

Broc Romanek is Editor of TheCorporateCounsel.net, CompensationStandards.com and DealLawyers.com. He also serves as Editor for these print newsletters: Deal Lawyers; Compensation Standards and the Corporate Governance Advisor. He is the producer of the "Big Legal Minds" podcast series & serves as Commissioner of TheCorporateCounsel.net's "Blue Justice League."

Broc is a three-time past Chair of the Mid-Atlantic Chapter of the Society of Corporate Secretaries & Governance Professionals and has served on that Chapter's board for 20 years. He is a former member of the Society's National Board of Directors (having served two terms). He also is a Past Chair of the Association of Corporate Counsel's Corporate & Securities Law Committee and formerly was on the Advisory Council for the SEC Historical Society. He has taught a class in corporate governance for the George Mason University Executive MBA program and a Securities Regulation course at George Mason Law School.

Before his time at TheCorporateCounsel.net, Mr. Romanek was Founder and Editor of RealCorporateLawyer.com. In addition, he has served as Assistant General Counsel at a Fortune 50 company, was in the Office of Chief Counsel of the SEC's Division of Corporation Finance, acted as Counselor to former SEC Commissioner Unger and was in private practice.

He frequently writes and speaks about corporate and securities law and has been blogging for over 14 years on TheCorporateCounsel.net (and maintains five other blogs as well). He has a BBA from the University of Michigan and a JD from the University of Maryland.

Steve Seelig Steve Seelig
Senior Regulatory Advisor
Willis Towers Watson

Steve Seelig is a Senior Regulatory Advisor for the Center for Research and Innovation of Willis Towers Watson in Washington, DC. Steve serves as the firm's expert on matters involving the taxation, accounting and legal implications (including SEC disclosure requirements) of all forms of executive compensation, benefit and perquisite programs. Most recently, Steve has been focused on helping companies comply with the disclosure requirement of the CEO Pay Ratio.

Steve is a frequent public speaker on executive compensation matters and a prolific author. Follow him and other Towers Watson consultants at the blog: http://www.towerswatson.com/newsletters/executive-pay-matters/

Steve is a member of the District of Columbia and New York State bars. He holds an LL.M in Taxation from Boston University Law School, A Juris Doctor from Catholic University Law School and a Bachelor of Arts degree from the University of Rochester.

Scott Spector Scott Spector
Fenwick & West

Scott Spector's practice emphasizes the compensation issues that arise in connection with mergers and acquisitions, initial public offerings and corporate governance matters. He also specializes in serving high technology and software clients in designing and implementing executive compensation, equity compensation and other executive compensation arrangements. He is an expert on Section 409A and 162(m) matters. Mr. Spector represents numerous chief executive officers of technology in contract negotiation.

He is the former Chair of the Subcommittee on Executive Compensation of the Federal Regulation of Securities Committee of the Business Law Section of the American Bar Association and the Subcommittee on the Federal Securities Regulation of the Committee on Employee Benefits of the Tax Section of the American Bar Association. Mr. Spector co-chairs the ALI/ABA annual Executive Compensation program. He is a frequent speaker at the Stanford Law School Directors' College, NASPP national conferences and often at national compensation, governance, and securities law programs. Mr. Spector has also written extensively on executive compensation, corporate governance and stock compensation matters. He was named to The Best Lawyers in America 2012 in the area of Employee Benefits Law and recognized by Chambers USA as one of the top Employee Benefits and Executive Compensation lawyers in California.

Amy Wood Amy Wood

Amy Wood is a partner in the Compensation & Benefits practice group and a member of the Cooley Business department. She joined the Firm in 2003 and is resident in the San Diego office.

Ms. Wood specializes in the areas of executive compensation, equity compensation and employee benefits. Her experience includes designing and implementing equity incentive plans and employment, severance and other compensation-related arrangements, as well as advising clients on any tax, accounting, securities, or other federal and state law issues with respect to such plans and arrangements. Her experience also includes assisting with the parachute payment analysis and other compensation and benefits issues arising in mergers and acquisitions as well as designing and implementing stock option exchange programs.

Ms. Wood also assists public companies with their compensation-related disclosure in SEC filings and advises on the shareholder relations issues that arise in connection with compensation matters. She counsels public companies on a wide range of corporate governance issue and she has extensive experience counseling public companies on the proxy voting guidelines of specific institutional investors and the vote recommendation policies of proxy advisory firms such as Institutional Shareholder Services (ISS) and Glass Lewis.

In 2003, Ms. Wood received a JD, cum laude, from the University of San Diego School of Law, where she served as Editor-in-Chief of the San Diego Law Review. In 2000, she received a BA, cum laude, from the University of California, Los Angeles.