ANDREW E. SHAPIRO is a Senior Counsel in the Employee Benefits practice, in the New York office of Epstein Becker Green. He is both an attorney and a certified public accountant licensed in the State of New York.

Mr. Shapiro:

• Counsels both public and private companies, as well senior executives, on a wide range of executive compensation and employee benefits matters, including incentive compensation (equity-based and other incentives), deferred compensation, employment, retention, change-in-control, severance, and other compensatory and benefits arrangements
• Advises clients in connection with all employee benefits and executive compensation issues arising in the context of mergers and acquisitions, initial public offerings, and other corporate transactions
• Provides clients with securities law advice relating to executive compensation and employee benefits arrangements, including required SEC disclosures in annual proxy statements and other required filings and shareholder approval issues under stock exchange rules and listing standards
• Advises clients (including boards of directors) on a broad range of corporate governance and compliance matters, including matters dealing with proxy advisors