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About Brandon Gantus

Brandon’s practice focuses on the representation of companies in their compensation and employee benefits matters, with a particular emphasis on mergers and acquisitions and capital markets transactions.  He regularly advises clients on the design, drafting, and administration of equity-based compensation programs (including stock option, restricted stock, and other equity arrangements); employment, consulting, retention, severance, change in control, and deferred compensation arrangements; and the associated tax (including Section 409A), accounting, ERISA, and securities law implications. He also assists public and private companies with corporate governance and compliance matters, including compensation disclosures for proxy filings and other applicable securities filings, as well as employee communications and public announcements.

Recent work

Brandon has played a key role in several significant M&A transactions, including:

  • Twitter on its $44 billion pending sale to Elon Musk.
  • DoorDash on its €7 billion acquisition of Wolt Enterprises OY.
  • Lumentum on its $910 million pending acquisition of NeoPhotonics and its $1.8 billion acquisition of Oclaro.
  • Talend on its $2.4 billion sale to ThomaBravo.
  • Pluralsight on its $3.5 billion sale to Vista Equity Partners.
  • Vivint Solar on its $3.2 billion sale to Sunrun.
  • VMware on its $2.7 billion acquisition of Pivotal.
  • WageWorks on its $2 billion sale to HealthEquity.
  • CA Technologies on its $18.9 billion sale to Broadcom.
  • NetSuite on its $9.3 billion sale to Oracle.
  • Rackspace on its $4.3 billion sale to Apollo Global Management.
  • Pharmacyclics on its $21 billion sale to AbbVie.
  • AppDynamics on its $3.7 billion sale to Cisco Systems.
  • Microchip on its $3.6 billion acquisition of Ateml.
  • Buy-side representations for Google, GoFundMe, salesforce.com, Block, Splunk and GoDaddy.

In addition, Brandon has significant experience with advising companies on compensation and benefits matters in connection with initial public offerings and de-SPAC transactions, including:

  • Initial public offerings: DoorDash, Lyft, Dropbox, Twitter, Block (formerly Square), Samsara, GoDaddy, BlackLine, Pluralsight, Splunk, RingCentral, Talend, WageWorks, Recursion Pharmaceuticals, Revolve, Kinnate, Tenaya Therapeutics, ORIC Pharmaceuticals, Impinj, nLIGHT, Xactly and Fusion-io.
  • de-SPAC transactions: Sarcos Robotics, Solid Power and Gogoro

Qualifications

Education

  • LL.M., Taxation, Georgetown University Law Center, 2008, With Distinction; Recipient, Employee Benefits Certificate
  • J.D., American University Washington College of Law, 2006
  • B.A., Political Science, Boston College, 2001

Honors

  • Named to the 2015 and 2016 editions of the "Rising Stars" list published by Northern California Super Lawyers

Admissions

  • State Bar of California

Select Speaking Engagements and Publications

  • Speaker, “Through the Accounting Lens: Clawbacks, ESG and Discretion,” The National Association of Stock Plan Professionals, October 2021.
  • Co-author, "Legal Framework and Considerations for Implementing and Enforcing Clawbacks," Journal of Pension Benefits, Autumn 2020.
  • Co-author, “Clawbacks: Challenges, Pitfalls, and Trends," The Corporate Governance Advisor, March/April 2021.
  • Speaker, “Compensation Confidential,” LaunchBio, January 2021 & May 2021.
  • Speaker, "CEO Pay Ratio and More," The National Association of Stock Plan Professionals, San Francisco Chapter, February 2017.
  • Speaker, "How Public and Private Companies Should Prepare for the Requirements of the SEC's Clawback Rules," The National Association of Stock Plan Professionals, San Francisco Chapter, August 2015.