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Annual Disclosure Documents 2013

Author(s): Abigail Arms, Mary J. Mullany, Michael L. Hermsen, William L. Tolbert Jr.
Practice Area: Corporate & Securities
Published: Dec 2013
ISBN: 9781402421198
PLI Item #: 42702
CHB Spine #: B2065, B2066

Mike Hermsen has an extensive practice that focuses on securities matters. He represents issuers, investment banking firms and security holders in connection with issuances of equity and debt securities. Mike also represents corporate clients in connection with compliance, reporting and stock exchange matters and counsels companies, boards of directors and management on, among other matters, stock repurchases, liability management, executive compensation reporting and corporate governance matters.

Before Mike joined Mayer Brown in 1994, he had extensive experience with the US Securities and Exchange Commission in Washington, DC. In the SEC’s Division of Corporation Finance he served as Assistant Director (1992-1994), Special Counsel (1990-1992) and Attorney/Advisor (1986-1990). He also has accounting and audit experience with a then-Fortune 500 manufacturing corporation.

Mike has been included in The Best Lawyers in America in the practice areas of Securities/Capital Markets Law and Securities Regulation for over a decade and Legal 500 recommends Mike in “Capital Markets – Equity Offerings” noting Mike has “unsurpassed knowledge of SEC rules.”   In addition, Mike is frequently cited in the media regarding new regulatory initiatives.


  • University of Wisconsin Law School, JD, 1986.
  • Marquette University, MBA, 1982, BS, 1980.

Abigail Arms, Partner, Shearman & Sterling LLP

Primary Areas of Practice:   Capital markets, securities  law and corporate  governance matters

Law School/Graduate School:  Pace University School of  Law, J.D.; New School for  Social Research, M.A.

Work History:  Division of Corporation Finance, U.S. Securities and Exchange Commission, 1984-97 in several capacities including Senior Associate Director; Associate Director - Legal, the principal legal officer of the Division; and Chief Counsel.

Professional Memberships:  District of Columbia Bar; Connecticut Bar; American Bar Association

Mary Mullany is a partner in the Business and Finance Department of Ballard Spahr LLP, located in the firm’s Philadelphia office. She is a member of the Securities, mergers and Acquisitions/Private Equity, Health Care, Employee Benefits and Executive Compensation and Life Sciences/Technology practice groups of Ballard Spahr.

Ms. Mullany concentrates her practice in the areas of securities disclosure, executive compensation (equity and cash-based), mergers and acquisitions, corporate financing (public and private), corporate governance, health care law, general corporate law, and business counseling. Her client base includes public and private companies in a variety of industries, including health care, life science/biotech, technology, manufacturing and utilities. She also represents start-up entities in health care. Before becoming an attorney, Ms. Mullany was a registered nurse with experience in critical care and risk management. She received her Bachelor of Science degree in Nursing from the University of Pennsylvania, her Master in Nursing Administration from Widener University and her J.D. from Villanova University.

William Tolbert is Co-Chair of the Firm's Securities Practice and a member of the Firm's Corporate and Mergers & Acquisitions Practices.  Prior to joining Jenner & Block, he worked for the SEC, most recently as Associate Director of the Division of Corporation Finance. His responsibilities included setting policy and resolving issues on disclosure matters on registration statements, proxy statements, periodic reports and requests for confidential treatment for all public companies. During his 15-year tenure at the SEC, Mr. Tolbert received the Byron Woodside Award for excellence in the area of disclosure and the Supervisory Excellence Award.

Mr. Tolbert has been identified by Chambers USA as one of the country's leading attorneys in Securities/Regulation/Advisory law. Best Lawyers in America has also recognized him for his work in Securities/Capital Markets Law. A frequent writer and speaker on securities issues, Mr. Tolbert was an adjunct professor at the Georgetown University Law Center. He served as a past Vice Chair of the ABA Subcommittee on Proxy Statements and Business Combinations.