Doreen E. Lilienfeld is Global Governance & Advisory Practice Group Leader and the Compensation, Governance and ERISA/Private Clients Team Leader and a member of the firm’s Executive Group.

She focuses on a wide variety of compensation-related matters, including the design and implementation of retention and compensation plans, disclosure and regulatory compliance, and employment negotiations with senior executives. She has advised both U.S. and non-U.S. issuers on corporate governance and regulatory requirements relating to compensation and benefits matters and high profile individuals in their employment and severance negotiations.

Doreen has been a resident in the Frankfurt, London and Bay Area offices of Shearman & Sterling. She is a lecturer in Executive Compensation at the Berkeley School of Law.

• CVS Health on its $69 billion acquisition of Aetna
• GlaxoSmithKline plc in its $5.1 billion acquisition of Tesaro
• Bojangles’ Inc. in its sale to Durational Capital Management and The Jordan Company in a public company merger transaction
• Citrix Systems, Inc. in connection with its acquisition of Wrike, Inc.
• LANXESS in connection with its pending $1.075 billion acquisition of Emerald Kalama Chemical
• NIC Inc. in its $2.3 billion all-cash acquisition by Tyler Technologies Inc.
• Aegion Corporation in its pending $963 million sale to an affiliate of New Mountain Capital, L.L.C.
• KMG Chemicals $1.6 billion acquisition by Cabot Microelectronics Corporation
• LyondellBasell Industries N.V. in its $2.25 billion acquisition of A. Schulman, Inc.
• Novartis’ $3.9 billion acquisition of Advanced Accelerator Applications
• Altice USA, Inc. in its separation and spin-off from Altice N.V., including its initial public offering of common stock and Altice N.V. in its $17.7 billion purchase of Cablevision
• ADS Waste Holdings, Inc., Altice USA, CVS Health Corporation, Genmab, IMAX Corporation, Nokia Corporation, Quest Diagnostics Incorporated, The Chefs’ Warehouse, Valvoline and Dick’s Sporting Goods, in relation to regular executive compensation, disclosure and governance advice
• General Electric in the combination of the GE Oil & Gas Business with Baker Hughes, Inc. to create a $32 billion oilfield provider
• The Dow Chemical Company in its $130 billion transaction with DuPont involving combination of the two companies and separating them into three publicly trading entities and the resulting $50 billion spin-off of Dow Inc.; its $5 billion Reverse Morris Trust transaction with Olin; its acquisition of Rohm and Haas Corporation; its $1.67 billion auction sale of Morton Salt to K+S Aktiengesellschaft; its $1.63 billion auction sale of Styron to Bain Capital; its auction sale of the global polypropylene business to Braskem; and advice to Dow on related compensation and pension matters
• Salesforce.com in its $2.8 billion public tender offer for Demandware, Inc. and in its acquisition of private company Quip, Inc.
• Liberty Global plc in its acquisition of Cable & Wireless Communications plc in a public transaction valued at $8.2 billion, its $23.3 billion acquisition of Virgin Media plc, and as parent of Virgin Media in its joint venture with O2
• Albemarle Corporation in its $6.2 billion merger with Rockwood Holdings, Inc. and its $3.2 billion sale of its Chemetall Surface Treatment Business to BASF
• B/E Aerospace, Inc. on its process to separate its industry-leading businesses into two independent, publicly traded companies, including management team transitions and appointments related to the separation
• WebMD Health Corporation in its sale to KKR in a $2.8 billion tender offer
• Zillow, Inc. in its acquisition of competitor Trulia, Inc. in a stock-for-stock transaction
• Quest Diagnostics in various matters, including its acquisitions of Athena Diagnostics, Inc. and Celera Corporation and its $2 billion acquisition of AmeriPath

Regularly advises individual executives of public companies and private enterprises on employment, severance and retention issues, including:

• Pina Albo, CEO of Hamilton Group
• Fred Knechtel, CFO of Genewiz, Inc.
• Leo Melamed, Chairman Emeritus of Chicago Mercantile Exchange
• The Management Team of MeetUp, Inc. (now a subsidiary of WeWork)
• The executive team of Talen Energy in its acquisition by Riverstone Holdings
• The management team of MoPub Inc. in its separation from Twitter, Inc.
• David Karp, the founder and CEO of tumblr, with his employment, retention and tax arrangements in connection with its sale to Yahoo! for $1.1 billion
• Carole Hochman as the CEO of Naked Brand Group
• Eileen O’Neill in the negotiation of her employment agreement in connection with her promotion to the position of Global Group President, Discovery Studios
• The management team of Ebates Inc. in the negotiation of a retention plan, employment agreements, and the departure arrangements for the CFO, in connection with Ebates $1 billion acquisition by Rakuten, Inc.
• Victor Luis, the CEO of Coach, Inc.

Professional Affiliations

• Member, Advisory Board, Women in Law Empowerment Forum
• Member, Board of Directors, Lawyers Alliance for New York
• Vice Chair, Non-Qualified Deferred Compensation Committee of the ABA Section of Real Property, Trusts and Estate Law

Awards & Accolades

• Elected as Fellow by the American College of Governance Counsel (2021)
• Her Compensation, Governance and ERISA team was awarded Benefits Team of the Year byLaw360 in January 2020
• Winner of Euromoney Americas Women in Business Law Award for Best in Corporate Governance (2018)
• Included in the “Notable Women in Law” list by Crain’s New York Business (2019)
• Legal directories, such as Chambers and Legal 500 US, have named Doreen as a leader in her field
• Winner of the Chambers Women in Law Award for Leadership in the Community (2015)
• For the past seventeen years, Doreen has spearheaded the publication of the Shearman & Sterling survey of the compensation-related corporate governance practices of the largest 100 domestic issuers