Stephen P. Coolbaugh (Steve)

Steve Coolbaugh is a trusted, business-focused and practical executive compensation, benefits, and corporate governance lawyer with nearly 25 years of experience. Steve's primary work is to help public-company clients achieve their compensation and governance objectives through designing, implementing, and operating stock- and cash-based pay arrangements or by completing significant corporate transactions.

Steve has helped clients navigate all of the modern waves of change in the compensation, benefits, and governance landscape — from the Sarbanes-Oxley Act, to compensation disclosure reform, to the Great Recession and the Dodd-Frank Act, to post-coronavirus pandemic developments. He remains focused on helping executives, directors, and companies identify, understand, and respond to compensation and governance challenges and opportunities, including those arising during the Biden Administration and Trump Administration.

Steve regularly guides public companies through high-stakes executive and director transition situations, helping to achieve successful outcomes that drive long-term shareholder value. Steve also helps clients understand and react to stakeholders' evolving viewpoints on various compensation and governance topics, including: environmental, social, and governance (ESG) matters; pay-for-performance and pay-for-stewardship philosophies; clawback protections; equity grant practices; retention and severance compensation; and the management of human capital resources.

Steve solves tough problems for clients by answering complex compensation and benefits questions in light of tax, corporate, and securities law requirements. In addition, he regularly advises clients on Section 16 matters and helps clients navigate key compensation arrangements, including new or revised stock and cash compensation plans, award agreements, employment contracts, clawback policies, and change in control and severance arrangements.