Mark Bradford Email & Phone Number

San Francisco Bay Area

Redwood City, Ca

Apply expertise in corporate, securities, tax, labor, and accounting rules to resolve executive compensation, equity compensation, and corporate governance issues arising in domestic and cross-border M&A deals and initial public offerings for start-up to emerging growth public companies. SEC Filings: Draft SEC registration statements, proxy statements, and current reports, including CD&A, executive compensation tables, and all corporate governance disclosures. Update and prepare D&O questionnaires for proxy statement disclosures. Substantive Law Expertise: Advise clients regarding corporate governance matters, Nasdaq listing requirements, Section 16 short-swing liability, and tax code Sections 83, 162(m), 280G, and 409A. Draft alerts for internal and external clients.Executive Employment Arrangements: Negotiate and draft C-level executive employment, retention and separation agreements.

Palo Alto, Ca

Used expertise in corporate, securities, and tax laws to develop and implement practical and innovative compensation arrangements to meet business objectives for companies ranging from start-ups to mature public companies. SEC Filings: Drafted and reviewed registration statements, periodic and annual reports, proxy statement disclosures, and tender offer materials.Corporate Governance: Counseled on corporate governance matters, including modifications to corporate policies to satisfy institutional shareholders and obtain favorable proxy voting recommendations. Nasdaq, NYSE, and Securities Compliance: Obtained issuer-favorable Nasdaq Staff Interpretative Letter 2008-25 (shares issued under buyer’s non-shareholder approved plan may be excluded from 20% threshold requiring approval of buyer’s shareholders).Transactions: Managed benefits and employment issues arising from 60+ M&A transactions ($5 million to $7 billion), 12+ public offerings, and workforce reductions. Senior Executives and Board Members: Counseled client decision-makers on tax, securities, corporate governance and financial accounting implications of compensation programs. Also provided legal guidance to stock administration personnel. Executive Employment Arrangements: Negotiated and drafted key executive employment, retention, and severance arrangements.Compensation Plans: Designed, drafted, and implemented compensation and benefit programs, including equity compensation plans, phantom equity plans, nonqualified deferred compensation plans, severance plans, retention plans, change in control arrangements, incentive bonus programs, and overseas equity incentive programs.Taxation: Go-to advisor on the application of the Internal Revenue Code, including Sections 162(m), 280G, and 409A, to all types of compensation arrangements, as well as compliance with income and employment tax withholding obligations.

San Francisco, Ca

∙ Drafted and implemented equity compensation programs for multinational corporations to ensure compliance with tax, securities, labor, data privacy, and currency exchange control rules in more than 45 countries.∙ Practice included issues arising from cross-border financial services, securities laws affecting international transactions, Investment Advisers Act of 1940, and Investment Company Act of 1940. ∙ ERISA practice included fiduciary responsibility issues under employee benefit plans.

Palo Alto, Ca

∙ Executive and equity compensation practice included securities registration, Blue Sky compliance, Securities Exchange Act of 1934 equity compensation disclosures, Section 16 reporting and short-swing profit rules, and Section 280G parachute payments in the context of M&A transactions, initial public offerings, and venture financings.∙ Other practice areas included taxation of fringe benefits, data privacy issues, electronic signatures, and Sarbanes-Oxley Act compliance.

Llm, Law

Education record

Ba, Economics