Friday, June 13, 2014

Compensation Litigation in the News - 13 June 2014

Former Goldman Trader Sues to Get $20 Million in Bonuses
Bloomberg News

A former Goldman Sachs Group Inc. (GS) trader who helped lead the firm’s bets against subprime mortgages before the financial crisis asked a court to throw out an arbitration ruling denying him more than $20 million in unpaid compensation.

Litigation Over Executive and Director Compensation Takes Another Turn for the Worst:  Facebook
Winston & Strawn LLP - Executive Compensation Blog

Last week litigation over executive and director compensation continued its evolution down the path we have been describing for the last couple years, as the strike suit lawyers filed an “excessive compensation” lawsuit against the officers and directors of Facebook in Delaware Chancery Court,Espinoza v. Zuckerberg, et al. 

Company Postpones Annual Meeting Due to Lawsuit over Stock Plan and Disclosures
Winston & Strawn LLP - Executive Compensation Blog

On June 2, 2014, Cheniere Energy, Inc. announced that it had postponed its 2014 Annual Meeting of Stockholders, which had been scheduled to be held on June 12, due to a lawsuit filed four days earlier against Cheniere’s officers and directors. The lawsuit (Jones v. Souki, et al., Delaware Court of Chancery) alleges deficiencies in the Cheniere Stock Plan and the proxy statement disclosures concerning the plan.

Monday, December 17, 2012

Welcome to the Compensation Expert Witness Blog

Expert Witness Services
Compensation Venture Group, Inc.
Fred Whittlesey



Fred Whittlesey, Principal Consultant of Compensation Venture Group, Inc., has been providing expert witness and litigation support services for over 25 years.  His globally-recognized expertise in executive compensation, incentive compensation, equity compensation, and employment agreements has provided valuable support in a variety of legal cases.  The highly technical and complex nature of executive and equity compensation has created the need for coaching and educating legal counsel on technical points and helping identify key issues in cases.

He has issued opinions on the reasonableness of compensation, loss of earnings, federal and state tax challenges, change-in-control provisions (golden parachutes), interpretation of employment and compensation agreements, and opposing experts’ methodologies.  He has supported defendants and plaintiffs, and clients have included corporate entities, classes, individual executives, and law firms.

·  Fred's thought leadership in the field of compensation is evidenced by his delivery of more than 250 conference presentations, seminars, certification courses, webinars and audiocasts.

·  He has authored more than 50 journal and magazine articles, book chapters, white papers, and sponsored papers.

·  Fred has been interviewed and quoted more than 75 times by more than 25 different media sources including Business Week, Across the Board, Fortune, New York Times, Los Angeles Times, Orange County Register, Seattle Times, San Jose Mercury News, and San Francisco Chronicle.

·  Compensation Venture Group maintains databases on executive and director compensation trends, say-on-pay voting outcomes, compensation litigation, and court rulings.

About Compensation Venture Group

 Compensation Venture Group is a consulting firm specializing in compensation strategy, executive and director compensation, equity-based compensation, and incentive design with a focus on entrepreneurial growth companies in technology, telecommunication, life sciences, and other sectors driven by innovation. We provide expert witness and litigation support for civil litigation and regulatory matters. 

We have proprietary models, tools and methodologies for peer group development, total compensation analysis, pay-for-performance analysis, equity plan design, equity grant allocation, wealth accumulation modeling, and compensation governance scoring.

Our global network of alliances and partnerships contributes to our information, analysis, advice, and implementation support to optimize the return on investment in compensation programs.  Our past and current venture relationships include Global Shares plc, PayScale.com, Salary.com, and Fledge LLC.

Our clients include Boards and executive teams of public and private companies, S corporations, LLCs, and foreign subsidiaries. The firm’s ongoing consulting work with Boards of Directors and executive teams ensures in-depth knowledge of current market practices and trends which is critical for litigation support and expert witness credibility.


Professional Biography of Fred Whittlesey



Fred Whittlesey is the Principal Consultant of Compensation Venture Group, Inc. (CVG), a Seattle-area consulting firm specializing in compensation strategy, executive compensation, incentive compensation, and equity-based compensation.  Mr. Whittlesey is recognized by many corporations, major professional organizations, universities, media, and colleagues around the world as a leading compensation expert.  His ideas have been presented in numerous book chapters, journal articles, media interviews, conference and seminar presentations, and blog postings.



In addition, Mr. Whittlesey has authored dozens of articles published by professional associations and journals and by firms including KPMG, Buck Consultants, Salary.com, Aon Consulting/Radford Surveys, and Hay Group.  He has authored blogs for the companies PayScale.com, HR.com, Compensation Standards.com, and hosts the blogs Pay and Performance: The Compensation Blog and Compensation Integrity.

Mr. Whittlesey previously was the founder and Principal Consultant of Compensation and Performance Management, Inc. (CPM). His compensation consulting experience also includes positions with Towers Perrin, Mercer, KPMG, Radford (Senior Vice President), Buck Consultants (Principal), and Hay Group (Senior Principal).  His corporate experience includes roles as the Director of Global Compensation for Amazon.com and Broadcom Corporation, Chief Compensation Officer for PayScale.com, and Fellow at Salary.com.

Mr. Whittlesey has held positions with a variety of organizations dedicated to the support of professionals dealing with the design and operation of executive and employee compensation programs.  He is co-founder and past Board of Directors member of the not-for-profit Global Equity Organization (GEO), a Founding Member and past Advisory Board member of the National Association of Stock Plan Professionals (NASPP), past Chair and member of the Advisory Board for the Certified Equity Professional (CEP) Institute at Santa Clara University, and a current member of the Executive Compensation Task Force of CompensationStandards.com and the Technical Advisory Board of Equity Administration Solutions, Inc. (EASi), an equity plan administration software company.

Mr. Whittlesey was a highly-rated faculty member and certification course developer for WorldatWork’s “Accounting and Finance for HR Professionals” and both basic and advanced “Executive Compensation” courses, and delivered instruction in classroom and online for 13 years.  He has presented his ideas at compensation conferences around the world, has presented scores of webcasts for professional associations and corporations, and is the host of “Keeping Up with Fred Whittlesey,” a podcast sponsored by Global Equity Organization.  He also has been a guest lecturer at The Anderson School at UCLA, Seattle University, Seattle Pacific University, Antioch University, and University of Southern California.

Mr. Whittlesey received his MBA with distinction from The Anderson School at UCLA and graduated Phi Beta Kappa and Magna Cum Laude from San Diego State University with a BA in industrial/ organizational psychology. 

He earned the Certified Equity Professional (CEP) designation from Santa Clara University, and the Certified Executive Compensation Professional (CECP) and Certified Compensation Professional (CCP) designations from WorldatWork (formerly the American Compensation Association).

Litigation Experience

Mr. Whittlesey has served as an expert witness/consultant in numerous legal cases involving reasonableness, and interpretations and/or calculations relating to executive and equity compensation plans.  Over the past seven years, he has been designated as an expert and/or provided a deposition in the following cases:

Kern v. Income research & Management, et al (2013)
Superior Court of Commmonwealth of Massachusetts
Retained by Kelley Drye & Warren LLP
(in progress)

Pomilia et al v. Chapman, et al (2012)
Superior Court of California, County of San Mateo
Retained by Barg Coffin Lewis & Trapp for Defendants
No report issued

Maese v. Paulk, et al (2012)
Eighth Judicial District Court, Clark County, Nevada
Retained by Jolley Urga Wirth Woodbury & Standish for Plaintiff
Report issued, Rebuttal issued, courtroom testimony given

McGraw v. McGraw, et al (2011)
Superior Court of California, County of San Mateo
Retained by Morrison & Foerster for Defendant
No report issued

Marriage of Piccinini (2011)
Superior Court of California, County of Monterey
Retained by Goss & Goss for Respondent
Report issued, courtroom testimony given

Broadcom Corporation Derivative Litigation (2010)
United States District Court, Central District of California
Fact witness
Video testimony given

U.S. v. Nicholas, 08-139 (2010)
United States District Court, Central District of California
Federal government fact witness
Not called to testify

Johnson, et al v. Couturier, Jr., et al (2009)
Stanton v. Couturier, Jr.
United States District Court – Eastern District of California
Retained by Morgan, Lewis & Bockius for Defendant
No report issued

Gonzalez v. Mayhall, Custom Control Concepts (2009)
Superior Court for the State of Washington in and for the County of King
Retained by Dorsey & Whitney for Defendant
Expert report submitted, no deposition or testimony

Westmoreland Coal Company v. Christopher K. Seglem (2008)
District Court, El Paso County, State of Colorado
Retained by Davis Graham & Stubbs LLP for Plaintiff
Expert report and rebuttals submitted, no deposition or testimony

Wallace R. Barr v. Harrah’s Entertainment, Inc. (2007)
United States District Court - District of New Jersey
Retained by Blank Rome LLP for Plaintiff
Expert report submitted, no deposition or testimony

PJC Technologies, Inc. vs. Peter J. Casson (2006)
United States District Court – Central District of California
Retained by Waldron & Olson for Defendant
No report issued

Miguel Jara Sr. v. Suprema Meats, Inc., et al (2006)
Superior Court of the State of California, County of Alameda
Retained by Law Offices of Steven J. Hassing for Defendant
Expert report submitted, no deposition or testimony

Robert Cockrell vs. Ambry Genetics, Inc. (2005)
Orange County Superior Court
Retained by Waldron & Olson for Defendant
Deposition given