Rappaport, Linda E.

Linda E. Rappaport


Linda Rappaport is Practice Group Leader Emerita of the Executive Compensation & Employee Benefits/Private Client Group. Her practice focuses on all aspects of executive compensation and benefits, including corporate, securities and tax laws, and ERISA. She has extensive experience in the design and implementation of executive incentive programs, including equity-based plans, retirement and welfare plans, and the negotiation and preparation of employment contracts and severance arrangements, with particular emphasis on the financial services and entertainment industries. Her experience includes the representation of global, U.S. and non-U.S. companies and their Boards of Directors and Compensation Committees in corporate governance, CEO succession, mergers and acquisitons, public disclosure and executive compensation matters. She also represents individual executives of public companies and private enterprises.

Ms. Rappaport has broad experience in compensation and benefits issues associated with corporate acquisitions, divestitures, public offerings, restructurings and bankruptcies, and in all aspects of employment law, including discrimination in the employment relationship. She has a special focus on the design and documentation of carried interest and co-investment programs for executives managing investment funds. Active in lecturing, she is the author of numerous articles on a variety of compensation and benefits issues. She has been ranked Band 1 for Employee Benefits & Executive Compensation: New York in Chambers USA since 2007.

Ms. Rappaport has been a partner of the firm since 1985. She has served 3 terms as an elected member of the firm’s Policy Committee and has been a member of the firm’s Executive Group. She is also a founding member and adviser of the firm’s Women’s Initiative For Success, Excellence and Retention (“WISER”) as well as a member of its Diversity Committee. Before joining the firm in 1979, she was a Law Clerk to Chief Judge James S. Holden, U.S. District Court of the District of Vermont, from 1978 to 1979.

Selected Experience

  • Regularly advises major financial institutions, such as Citigroup, Morgan Stanley, Credit Suisse and Vanguard, and major corporations, such as Viacom, HealthSouth, Vivendi, McKinsey & Company, Sony Corporation and Universal Music Group in executive compensation, equity compensation and
    employment-related matters
  • Serves as independent counsel to Compensation Committees of the Boards of Directors of State Street Corporation, Fannie Mae, Peabody Energy and Atlantic Power
  • Merrill Lynch in its acquisition by Bank of America

Recent Publications

  • “Counseling the Compensation Committee: Emerging Trends and Best Practices”
  • “Executive Compensation: What Will the Future Bring?"
  • “SEC Approves NYSE and Nasdaq Listing Standard for Compensation Committees and their Advisors”


  • New York University School of Law, J.D., 1977
  • Wesleyan University, B.A., 1974, magna cum laude
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