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Patrick Rehfield

Partner

patrick.rehfield@morganlewis.com

Washington, DC Phone +1.202.739.5640 Fax +1.202.739.3001

1111 Pennsylvania Ave. NW//Washington, DC 20004-2541//United States

Patrick Rehfield focuses on matters related to executive compensation, payroll tax, and employee fringe benefits. He advises private and public companies on designing and implementing nonqualified retirement plans, equity compensation plans, and executive compensation arrangements. He also counsels publicly traded companies on reporting and compliance matters involving the SEC, with a focus on proxy and disclosure issues, executive compensation, and corporate governance. He advises public and private companies on employee benefit issues in mergers and acquisitions, including executive compensation matters for senior management.

Patrick also advises companies of all sizes on the design and implementation of employment agreements, retention agreements, and change in control agreements. He represents senior management teams in leveraged buyouts, and senior-level executives in compensation package negotiations. He has particular experience in the application of sections 162(m), 280G, and 409A of the Internal Revenue Code.

Patrick also maintains an active payroll tax and fringe benefit practice that focuses on corporate and payroll tax audits, penalty abatements, refund claims, IRS ruling requests, and multistate tax and withholding issues.

Prior to joining Morgan Lewis, he was a member of the tax section of a US-based law firm.

Awards and Affiliations

Member, Law Firm of the Year, Employee Benefits & Executive Compensation, Chambers USA (2019)

Member, Law Firm of the Year, Employee Benefits (ERISA Law), US News/Best Lawyers – Best Law Firms (2019)

Recommended, Labor and employment: Employee benefits, executive compensation and retirement plans: transactional, The Legal 500 US (2018, 2020, 2022)

Member, District of Columbia Bar Association

Member, American Bar Association

Admissions

  • District of Columbia

Education

  • Catholic University of America, Columbus School of Law, 2000, J.D.
  • Georgetown University Law Center, 2003, LL.M.
  • Indiana University, 1997, B.S.

Sectors

  • Healthcare
  • Banking

Services

  • Labor, Employment & Benefits
  • Employee Stock Ownership Plans
  • Benefits & Payroll Tax
  • Executive Compensation
  • Tax
  • Private Equity
  • Capital Markets & Public Companies
  • Mergers & Acquisitions
  • Healthcare & Life Sciences Litigation
  • Healthcare Transactions

Regions

  • North America

Events

6/8/2022 - IPOs and SPACs: Key Executive Compensation Similarities, Differences, and General Considerations
2/15/2022 - How Labor, Employment, and Benefits Specialists Can Best Add Value to Your Deal – 2022
3/16/2021 - How Our Labor, Employment, and Benefits Specialists Can Best Add Value to Your Deal – 2021
2/23/2021 - What’s in It for the Team and Me? Discussing Your Company’s Equity Compensation
10/14/2020 - 2020 Annual Meeting Hot Topics and What They Mean for 2021
1/28/2020 - How our Labor, Employment, and Benefits Specialists Can Best Add Value to Your M&A Deal
2/12/2018 - Topics in Compensation and Benefits for Transactional Attorneys
11/15/2017 - 2017 Tennessee Federal Tax Conference
11/6/2017 - 2017 TEI Mergers & Acquisitions Seminar
9/7/2017 - WMAC-APA September 7, 2017 Chapter Meeting
4/25/2017 - Morgan Lewis Public Company Academy
2/10/2017 - Georgetown Law 3rd Annual Symposium on Careers in Corporate Law
12/13/2016 - Illinois CPA Society Employee Benefits Conference 2016
6/15/2016 - Data Privacy and Cybersecurity for Retirement Plans and Plan Fiduciaries: Are You at Risk?
5/10/2016 - 2016 Technology May-rathon: Breaking the Code: Employee Benefits/Executive Compensation
5/14/2015 - Technology May-rathon: Employee Benefits/​Executive Compensation Issues Facing Tech Companies
12/3/2014 - Avoiding Executive Compensation Litigation
9/4/2014 - WMAC-APA September Chapter Meeting
5/21/2014 - Executive Compensation Basics: Anatomy of an Equity Compensation Plan
10/31/2013 - WMAC-APA October Chapter Meeting
10/10/2013 - Virginia Statewide Payroll Conference
9/17/2013 - Plan Sponsor Basics: Mergers, Acquisitions, and Other Corporate Transactions
2/26/2013 - 2013 Proxies and Compensation Discussion and Analysis: Managing the Risk of Litigation and Evaluating Best Practices
5/24/2012 - 409A Basics Webinar Series — Managing 409A Issues in Change-of-Control Transactions
2/21/2012 - 2012 TEI IRS Audits & Appeals Seminar

News

5/28/2020 - Morgan Lewis Advises Expeditors International in Fleet Logistics’ Digital Platform Acquisition
1/23/2020 - Morgan Lewis Advises Pennsylvania Trust in Acquisition Agreement with Fiduciary Trust
8/1/2019 - Morgan Lewis Represents QxBranch in Sale to Rigetti Computing
10/1/2018 - Morgan Lewis Advises Varsity Healthcare in Probo Medical Recapitalization, Partnership
4/4/2018 - Morgan Lewis Advises Fagron in Acquisition of Humco Holding Group
12/15/2017 - Morgan Lewis Advises Iron Mountain in Acquisition of IO Data Centers’ US Operations
10/16/2017 - Morgan Lewis Advises Aramark in $1 Billion Acquisition of AmeriPride Services
7/19/2017 - Morgan Lewis Advises Vets First Choice in $223 Million Investment
7/10/2017 - Morgan Lewis Advises Harron Communications in $1.4B Sale of MetroCast Cable Systems to Atlantic Broadband
4/11/2017 - Morgan Lewis Represents Southern Light in $700M Sale to Uniti Group Inc.
11/30/2016 - Morgan Lewis Represents Harte Hanks in Sale of Trillium Software to Syncsort
10/5/2016 - Morgan Lewis Represents Tabula Rasa HealthCare in $60M Initial Public Offering
7/26/2016 - Morgan Lewis Advises Globus Medical in Acquisition of Alphatec’s International Business
6/8/2016 - Morgan Lewis Advises Eureka Growth Capital in MedForce Acquisition
2/25/2016 - Morgan Lewis Represents RevZilla Motorsports, LLC in Strategic Alliance with Cycle Gear, Inc.
12/22/2015 - Morgan Lewis Advises Varsity Healthcare Partners in Colonial Family Practice Investment
9/24/2015 - Morgan Lewis Advises Transcontinental Inc. in US$80M Ultra Flex Packaging Corp. Acquisition
7/31/2015 - Morgan Lewis Advises Inovvo in comScore Wireless Solutions Division Acquisition
7/21/2015 - Morgan Lewis Advises eBay in $925 Million Sale of eBay Enterprise
7/14/2015 - Introducing ML BeneBits, A Blog From the Award-Winning Employee Benefits and Executive Compensation Practice at Morgan Lewis
6/9/2015 - Morgan Lewis Advises Campbell Soup Company in $231 Million Garden Fresh Gourmet Acquisition
6/9/2015 - Morgan Lewis Reps Campbell In $231M Garden Fresh Deal, Law360
6/8/2015 - Morgan Lewis Advises MetroCast, Harron Communications in $200 Million Sale to Atlantic Broadband
4/23/2015 - Morgan Lewis Advises Source4Teachers in Sale to Nautic Partners
3/16/2015 - Morgan Lewis Advises Harte Hanks in 3Q Digital, Inc. Acquisition
11/12/2014 - Morgan Lewis Advises Susquehanna Bancshares, Inc. in sale to BB&T Corporation
7/16/2014 - Morgan Lewis Advises InnoPharma on $225 Million Acquisition by Pfizer
7/8/2014 - Morgan Lewis Advises Harron Communications in Cable Provider Sale to Block Communications
6/23/2014 - Morgan Lewis Promotes 17 Lawyers to Partnership
4/16/2012 - Morgan Lewis Advises Fanatics on Acquisition of Dreams for $183M
7/15/2011 - Morgan Lewis Serves as Co-Counsel to BHP Billiton on $12.1 Billion Acquisition of Petrohawk
6/20/2011 - Morgan Lewis Advises Susquehanna on Acquisition of Tower
3/28/2011 - Morgan Lewis Advises GSI Commerce on $2.4 Billion Acquisition by eBay
1/27/2011 - Morgan Lewis Advises Susquehanna Bancshares on Acquisition of Abington Bancorp

Publications

4/13/2020 - Nonqualified Deferred Compensation Plans: Unforeseeable Emergency Withdrawals, Deferral Election Cancellations During COVID-19
8/12/2019 - Avoiding Employee Benefits–Related R&W Policy Exclusions
11/9/2018 - Addressing Data Safeguards in Services Agreements
5/11/2018 - Reminder: July 1, 2018, Effective Date for Pennsylvania’s New Non-Resident Withholding and Reporting Requirements
3/12/2018 - State Tax Implications of Federal Tax Changes to Section 162(m)
2/7/2018 - “Say on Pay” Hasn’t Gone A-Way Under Tax Reform, Reminds ISS*
8/30/2017 - T+3 Becomes T+2—But What Does It Mean?
2/27/2017 - ERISA Advisory Council: 2016 Benefit Plan Cybersecurity Report Released
2/7/2017 - Dodd-Frank Review—SEC Hits the Brakes on the CEO Pay Ratio Rule
April/May 2016 - Cybersecurity Concerns for ERISA Fiduciaries, Today’s General Counsel
4/7/2016 - Fiduciary Risk in Data Privacy and Cybersecurity? You Bet!
1/19/2016 - Equity Plan Considerations for IPO Companies
8/6/2015 - Earn-Outs and Escrows: Internal Revenue Code Sections 409A and 83
7/24/2015 - Increase in Information Reporting Penalties for W-2/1099 Errors
1/15/2015 - Immediate Action Required to Maximize Tax Savings for Mass Transit
1/8/2015 - Year-End Legislation Important for Employers
5/21/2014 - Anatomy of an Equity Compensation Plan
9/27/2013 - IRS Issues Notice on Special Tax Adjustment Procedures for Same-Sex Marriages
9/17/2013 - Mergers, Acquisitions, and Other Corporate Transactions
4/8/2013 - Employer Tax Considerations for Supreme Court’s Pending DOMA Decision
2/26/2013 - 2013 Proxies and Compensation Discussion and Analysis: Managing the Risk of Litigation and Evaluating Best Practices
10/24/2012 - Quality Stores, Inc. Update
7/25/2012 - New York State Updates Guidance on 14-Day Withholding Threshold
5/24/2012 - Managing 409A Issues in Change-of-Control Transactions
3/18/2010 - ESOP Fiduciary Liability—Understanding the Risk and the Protection Available, presented at the 2010 Tri-State Regional ESOP Association, Pinehurst, NC