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Biography

Patricia practices corporate law, focusing in the areas of securities (including registered and private funds), corporate governance, mergers and acquisitions, commercial transactions and incentive compensation (including equity-based and deferred compensation).  She advises clients on a broad range of transactional issues, including business combinations, securities compliance and corporate governance matters. Prior to joining Frost Brown Todd, Patricia served as in-house counsel at a mutual fund company advising investment companies and their boards on various securities and corporate governance matters.  During law school, Patricia spent time as a Law Clerk in the Enforcement Division at the U.S. Securities and Exchange Commission (SEC) and in the General Counsel’s Office at the Financial Industry Regulatory Authority (FINRA).

Experience

Public Company Experience

Transactional and financing matters, including registered and unregistered offerings

Mergers, acquisitions and divestitures

Annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy and other information statements and SEC comment letters

Corporate governance practices and fiduciary duties, including board committees

Executive compensation plans, including equity and cash-based award types

Investor relations and institutional governance, including shareholder meetings, communications, nominees and proxy proposals and proxy access

Regulation FD, Section 16, Rule 144, and insider trading compliance and reporting

State and federal securities registration, compliance and reporting

Entrepreneurial, Start-up, Closely Held Company & Private Fund Experience

Entity selection, formation and organizational matters, including operating agreements, limited partnership agreements, shareholder agreements, and buy-sell agreements

Acquisitions and dispositions

Employment and independent contractor agreements

Private placements, offering memorandums and subscription documents

Federal and Blue Sky securities exemptions

Contracts, letters of intent, and confidentiality, non-compete and non-disclosure agreements

Equity incentive plans (including restricted stock and stock options), employee stock purchase plans, phantom equity plans, bonus plans and nonqualified deferred compensation plans

Institutional Investor & Fund-of-Fund Experience

Private equity and hedge fund legal diligence review and analysis

Limited partnership agreements and operating agreements

Subscription agreements and investor questionnaires

Side letters

Most favored nation elections

Co-investments

Purchase and sale agreements and transfer agreements

Related Insights

Other Info About Patricia

Education

Bar Membership

Professional Affiliations

Professional Affiliations & Memberships

Cincinnati Bar Association

Ohio Bar Association

Civic Activities

Civic & Charitable Organizations

Shared Harvest Foodbank, Board of Directors 2014-Present

Cincinnati Cystic Fibrosis Foundation Finest Under Fifty – 2017

Firm Committees

Patricia serves on the following committee at Frost Brown Todd:

Women’s Initiative Committee, Member