Four Decades for Justice
Partner, Executive Compensation and Benefits
Amanda Gold focuses her practice on executive compensation matters including designing, drafting and negotiating severance, change in control and executive employment agreements, preparing related disclosures for securities filings and managing all executive compensation and employee benefits aspects of public and private mergers and acquisitions. She also frequently designs and provides practical advice on the administration of equity incentive plans and complex awards, thereunder, for private and public clients.
Ms. Gold is recognized as a leading executive compensation and benefits lawyer by The Legal 500 US and by Chambers USA, where she is identified as having “an expansive and deep knowledge and understanding of the equity and executive compensation arena” and providing “very practical” advice and “tailored solutions.” She is also described as “easy to work with and smart on legal points.” Ms. Gold has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers.”
Ms. Gold’s notable transactions include representing:
Ms. Gold was raised in Phoenix, Arizona. She received a B.S. from University of Arizona in 2001 and a J.D. magna cum laude from Arizona State University in 2007, where she was a Managing Editor of the Arizona State Law Journal.
Ms. Gold is recognized as a leading executive compensation and benefits lawyer by The Legal 500 US and by Chambers USA, where she is identified as having “an expansive and deep knowledge and understanding of the equity and executive compensation arena” and providing “very practical” advice and “tailored solutions.” She is also described as “easy to work with and smart on legal points.” Ms. Gold has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers.”
Ms. Gold’s notable transactions include representing:
Ms. Gold was raised in Phoenix, Arizona. She received a B.S. from University of Arizona in 2001 and a J.D. magna cum laude from Arizona State University in 2007, where she was a Managing Editor of the Arizona State Law Journal.
Chambers USA
Lawdragon
The Legal 500 US
Deals & Cases
March 22, 2024
On March 21, 2024, ECN Capital Corp. (“ECN Capital”), a leading provider of business services to North American based banks, credit unions, life insurance companies, pension funds and institutional investors, announced the sale of Red Oak Inventory Finance (“Red Oak”) to BharCap Partners, a private investment firm. The transaction closed on February 21, 2024. Cravath represented ECN Capital in connection with the transaction.
Deals & Cases
January 29, 2024
On January 29, 2024, Montana Technologies LLC (“Montana Technologies”) announced an agreement to form a joint venture with GE Vernova, a global leader in electrification, decarbonization, and energy solutions, to incorporate GE Vernova’s proprietary sorbent materials into systems that utilize Montana Technologies’ patented AirJoule® dehumidification, air conditioning, and atmospheric water harvesting technology. The joint venture will exclusively manufacture and supply products incorporating the combined technologies to leading original equipment manufacturers and customers in the Americas, Africa, and Australia. Cravath is representing Montana Technologies in connection with the transaction.
Deals & Cases
January 25, 2024
On January 18, 2024, IBM announced it has signed a definitive agreement to acquire application modernization capabilities from Advanced, bringing a combination of talent, tools and knowledge to enhance IBM Consulting’s mainframe application and data modernization services. Cravath is representing IBM in connection with the transaction.
Deals & Cases
December 18, 2023
On December 18, 2023, IBM announced that it has entered into a definitive agreement with Software AG, a company majority owned by Silver Lake, to purchase StreamSets and webMethods, Software AG's Super iPaaS (integration platform‑as‑a‑service) enterprise technology platforms, for €2.13 billion in cash. StreamSets will add data ingestion capabilities to watsonx, IBM's AI and data platform, while webMethods will give clients and partners additional integration and API management tools for their hybrid multi‑cloud environments. Cravath is representing IBM in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, Star Bulk Carriers Corp. (“Star Bulk”), a global shipping company focusing on the transportation of dry bulk cargoes, and Eagle Bulk Shipping Inc. (“Eagle”), one of the world’s largest owner-operators within the midsize dry bulk vessel segment, announced that the companies have entered into a definitive agreement to combine in an all-stock merger on a Net Asset Value to Net Asset Value (“NAV”) basis with a pro forma market capitalization of approximately $2.1 billion. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned. This represents a total consideration of approximately $52.60 per share, a 17% premium based on Eagle’s closing share price of $44.85 on December 8, 2023. Upon the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively. Cravath is representing Star Bulk in connection with the transaction.
Podcasts
March 12, 2024
Amanda Gold is a partner in the Executive Compensation and Benefits Department at Cravath. In the Season 7 premiere of On Tax, she and fellow Cravath partner and host Len Teti talk about beginning her legal career in Arizona and how she became interested in her current tax-adjacent practice. Amanda also discusses her decision to move to New York and join Cravath.
Activities & Publications
November 13, 2023
On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.
Accolades
September 25, 2023
On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”
Activities & Publications
June 26, 2023
On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.
Activities & Publications
June 15, 2023
On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.
Amanda Gold focuses her practice on executive compensation matters including designing, drafting and negotiating severance, change in control and executive employment agreements, preparing related disclosures for securities filings and managing all executive compensation and employee benefits aspects of public and private mergers and acquisitions. She also frequently designs and provides practical advice on the administration of equity incentive plans and complex awards, thereunder, for private and public clients.
Ms. Gold is recognized as a leading executive compensation and benefits lawyer by The Legal 500 US and by Chambers USA, where she is identified as having “an expansive and deep knowledge and understanding of the equity and executive compensation arena” and providing “very practical” advice and “tailored solutions.” She is also described as “easy to work with and smart on legal points.” Ms. Gold has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers.”
Ms. Gold’s notable transactions include representing:
Ms. Gold was raised in Phoenix, Arizona. She received a B.S. from University of Arizona in 2001 and a J.D. magna cum laude from Arizona State University in 2007, where she was a Managing Editor of the Arizona State Law Journal.
Ms. Gold is recognized as a leading executive compensation and benefits lawyer by The Legal 500 US and by Chambers USA, where she is identified as having “an expansive and deep knowledge and understanding of the equity and executive compensation arena” and providing “very practical” advice and “tailored solutions.” She is also described as “easy to work with and smart on legal points.” Ms. Gold has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers.”
Ms. Gold’s notable transactions include representing:
Ms. Gold was raised in Phoenix, Arizona. She received a B.S. from University of Arizona in 2001 and a J.D. magna cum laude from Arizona State University in 2007, where she was a Managing Editor of the Arizona State Law Journal.
Chambers USA
Lawdragon
The Legal 500 US
Deals & Cases
March 22, 2024
On March 21, 2024, ECN Capital Corp. (“ECN Capital”), a leading provider of business services to North American based banks, credit unions, life insurance companies, pension funds and institutional investors, announced the sale of Red Oak Inventory Finance (“Red Oak”) to BharCap Partners, a private investment firm. The transaction closed on February 21, 2024. Cravath represented ECN Capital in connection with the transaction.
Deals & Cases
January 29, 2024
On January 29, 2024, Montana Technologies LLC (“Montana Technologies”) announced an agreement to form a joint venture with GE Vernova, a global leader in electrification, decarbonization, and energy solutions, to incorporate GE Vernova’s proprietary sorbent materials into systems that utilize Montana Technologies’ patented AirJoule® dehumidification, air conditioning, and atmospheric water harvesting technology. The joint venture will exclusively manufacture and supply products incorporating the combined technologies to leading original equipment manufacturers and customers in the Americas, Africa, and Australia. Cravath is representing Montana Technologies in connection with the transaction.
Deals & Cases
January 25, 2024
On January 18, 2024, IBM announced it has signed a definitive agreement to acquire application modernization capabilities from Advanced, bringing a combination of talent, tools and knowledge to enhance IBM Consulting’s mainframe application and data modernization services. Cravath is representing IBM in connection with the transaction.
Deals & Cases
December 18, 2023
On December 18, 2023, IBM announced that it has entered into a definitive agreement with Software AG, a company majority owned by Silver Lake, to purchase StreamSets and webMethods, Software AG's Super iPaaS (integration platform‑as‑a‑service) enterprise technology platforms, for €2.13 billion in cash. StreamSets will add data ingestion capabilities to watsonx, IBM's AI and data platform, while webMethods will give clients and partners additional integration and API management tools for their hybrid multi‑cloud environments. Cravath is representing IBM in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, Star Bulk Carriers Corp. (“Star Bulk”), a global shipping company focusing on the transportation of dry bulk cargoes, and Eagle Bulk Shipping Inc. (“Eagle”), one of the world’s largest owner-operators within the midsize dry bulk vessel segment, announced that the companies have entered into a definitive agreement to combine in an all-stock merger on a Net Asset Value to Net Asset Value (“NAV”) basis with a pro forma market capitalization of approximately $2.1 billion. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned. This represents a total consideration of approximately $52.60 per share, a 17% premium based on Eagle’s closing share price of $44.85 on December 8, 2023. Upon the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively. Cravath is representing Star Bulk in connection with the transaction.
Podcasts
March 12, 2024
Amanda Gold is a partner in the Executive Compensation and Benefits Department at Cravath. In the Season 7 premiere of On Tax, she and fellow Cravath partner and host Len Teti talk about beginning her legal career in Arizona and how she became interested in her current tax-adjacent practice. Amanda also discusses her decision to move to New York and join Cravath.
Activities & Publications
November 13, 2023
On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.
Accolades
September 25, 2023
On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”
Activities & Publications
June 26, 2023
On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.
Activities & Publications
June 15, 2023
On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.
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