John J. Cannon III


Mr. Cannon is a partner in the Compensation, Governance and ERISA Group and Co-Chair of the firm’s Corporate Governance Advisory Group.  In his practice, he focuses on all aspects of compensation and benefits, including corporate, securities, bankruptcy, employment and tax laws and ERISA.  He has extensive experience in executive compensation and corporate governance matters, Dodd-Frank and Sarbanes-Oxley, and the employee issues implicated in the mergers and acquisitions context. He also has experience in advising startup companies in the biotechnology sector regarding corporate and compensation matters.  Mr. Cannon joined the firm in 1985 and became a partner in 1994.

Selected Experience

  • The independent directors of Wells Fargo in connection with the investigation of sales practices in the bank’s retail business
  • The management of USI Insurance Services in negotiating compensation arrangements with the acquirers of the company, Kohlberg Kravis Roberts & Co. L.P. and Caisse de dépôt et placement du Québec
  • B/E Aerospace in its merger with Rockwell Collins
  • The Chief Executive Officer of Level 3 Communications in connection with the merger of Level 3 with CenturyLink
  • American Axle in its acquisition of Metaldyne Performance Group
  • Sompo Holdings in its acquisition of Endurance Specialty Holdings

Recent Publications

  • “Just Say No: Why Directors Should Avoid Duties That Will Subject Them to ERISA,” Bloomberg BNA’s Corporate Law & Accountability Report, February 20, 2015
  • “In re Trados: Directors Dodge a Bullet,” in Shearman & Sterling LLP Corporate Governance Newsletter, December 2013
  • “Stock Options and Beyond” (with Mark Kessel), Nature Biotechnology 31, 676-680 (2013)


  • New York University School of Law, J.D., 1985
  • Harvard College, A.B., 1980


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