Mark A. Holdsworth

Partner

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099

Mark Holdsworth is a partner in the Executive Compensation and Employee Benefits Department.  Mark focuses on the executive compensation and employee benefits-related aspects of mergers, acquisitions, public offerings, restructurings, spin-offs and other corporate transactions, including equity compensation and golden parachute arrangements. Mark’s experience includes representation of private equity funds in the negotiation of executive equity, employment, change-in-control, retention and separation agreements, as well as individual executives and management teams in connection with private equity buyouts. 

Mark advises clients on the design, implementation and administration of executive compensation and employee benefits arrangements, including stock option and other equity-based programs, incentive arrangements, nonqualified deferred compensation arrangements and change-in-control, severance and retention programs, and related tax, legal and regulatory compliance considerations.

Mark also regularly advises public clients on SEC reporting and disclosure requirements applicable to executive compensation and employee benefits arrangements.

Mark has been recognized as a leading practitioner by New York Super Lawyers (2011-2016).

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Mark Holdsworth is a partner in the Executive Compensation and Employee Benefits Department.  Mark focuses on the executive compensation and employee benefits-related aspects of mergers, acquisitions, public offerings, restructurings, spin-offs and other corporate transactions, including equity compensation and golden parachute arrangements. Mark’s experience includes representation of private equity funds in the negotiation of executive equity, employment, change-in-control, retention and separation agreements, as well as individual executives and management teams in connection with private equity buyouts. 

Selected Significant Matters

  • Tornier N.V., a designer, manufacturer and marketer of joint replacement devices, in its $3.3 billion merger with Wright Medical Group, Inc.
  • Pamplona Capital Partners in its acquisition of Alvogen Lux Holdings, S.à r.l.*
  • Cerberus and its affiliates in the sales of Guilford Mills, Inc. and Titan Television Broadcast Group*
  • Veronis Shuler Stevenson in its sale of Ipreo Holdings LLC to Kohlberg Kravis & Roberts & Co, L.P.*
  • U.S. Treasury in the sale of certain assets of General Motors Corporation to New GM*
  • U.S. Treasury in the sale of a controlling interest in Chrysler’s assets to Fiat S.p.A.*
  • Pfizer Inc. in its acquisitions of Wyeth and the sale of its consumer healthcare business to Johnson & Johnson*
  • The Bear Stearns Companies Inc. in its acquisition by JP Morgan Chase & Co.*
  • Xstrata (Schweiz) A.G. in its sale of Noranda Aluminum to Apollo Management*

* Mark advised on these matters at his prior firm.

Prior Experience

Prior to joining Willkie, Mark was a partner at Lowenstein Sandler LLP and special counsel at Cadwalader, Wickersham & Taft LLP. 

Selected Publications and Lectures

  • "The SEC and Other Federal Agencies Issue Joint Proposed Rules on Incentive-Based Compensation at Large Financial Institutions," The Investment Lawyer (August 2006, co-author) 

Publications / News / Events

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