Mims Maynard Zabriskie

Co-leader of the firm’s Executive Compensation Task Force, Mims advises corporations and compensation committees with respect to governance issues relating to executive compensation and works with corporations and executives to design and negotiate employment agreements, severance agreements, and change of control agreements for key executives. She advises companies with respect to equity compensation plans, deferred compensation and other executive plans, and change of control agreements in preparation for sales or public offerings. She recently assisted SunGard Data Systems Inc. in the spinoff of its Availability Services Business.

Mims has experience with qualified and nonqualified plans, including retirement and other defined benefit plans, and 401(k) and other defined contribution plans. She also advises on severance plans and clawback policies; matters related to ERISA and the Internal Revenue Code, including Section 409A, Section 162(m), and Section 280G; and issues involving the Internal Revenue Service and the US Department of Labor.

She advises publicly held companies in matters related to executive compensation proxy disclosures and equity compensation plan shareholder approval; and counsels boards of directors, compensation committees, and administrators in fiduciary best practices, compliance procedures, and governance issues.

Mims also works with boards to determine whether and when a compensation committee should seek independent counsel that does not otherwise represent the company or its management.

Active in a variety of professional and civic organizations, she lectures regularly on executive compensation and equity compensation issues at legal continuing education programs. She is listed in Chambers USA (2007–2019) and Best Lawyers in America (1987–2019).

Before joining Morgan Lewis, Mims was a partner at another large law firm, where she practiced law for 16 years.