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Matthew Behrens

Counsel

Email

matthew.behrens@aoshearman.com

Phone

+1 212 848 7045

Offices

New York

V-CARD
Matthew focuses on all aspects of compensation and benefits, including corporate, securities, employment and tax laws and ERISA.

He advises both U.S. and non-U.S. companies on corporate governance and disclosure matters related to executive compensation, as well as employee issues implicated in mergers and acquisitions. He regularly counsels clients on equity-based incentives, deferred compensation programs and employment, retention and severance arrangements.

Working closely with our funds group, Matt advises on the application of ERISA’s plan asset, fiduciary and prohibited transaction rules to the structuring, operation, and administration of private investment funds and investment management arrangements.

Prior to joining the firm, Matt served as counsel to the pension and investment division of the New York State Common Retirement Fund.

Experience

Representative matters

TPG Inc. on executive compensation and employment aspects related to its $2.7 billion acquisition of Angelo Gordon.

Caribou Biosciences, Inc. in connection with its $143.75 million upsized follow-on offering.

Inozyme Pharma, Inc. in connection with its $64.5 million follow-on offering.

Japan Industrial Partnerson in connection with a ¥2 trillion tender offer for Toshiba Corporation.

Published Work

  • Behrens, M. and Morris, E. (2024) “Coping With Executive Departures” Chief Executive.net
  • Behrens, M. and La Scala, G. (2022) “ESG and Incentive Compensation Plans: Are Investors Satisfied?”, Shearman & Sterling’s 20th Annual Corporate Governance & Executive Compensation Survey and republished on the Harvard Law School Forum on Corporate Governance
  • Behrens, M. (2021) “ESG Continues to Find its Way into Incentive Compensation Plans”, Shearman & Sterling’s 19th Annual Corporate Governance & Executive Compensation Survey and republished on the Harvard Law School Forum on Corporate Governance
  • Behrens, M., et al. (2020) “ESG Considerations in M&A”, The M&A Lawyer

Speaking Engagements

  • Panelist, The Future of Noncompetes: Balancing Business Interests and Regulatory Shifts, Bloomberg Law webinar

Qualifications

Admissions

New York , 2005

Academic

B.A., Political Science, Tufts University, 2000

J.D., Yeshiva University, 2004

LL.M., Taxation, New York University, 2016

Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.