Patricia is a partner in the Business Combinations and Capital Transactions practice group. Her practice is focused on corporate and securities law, where she advises clients on a broad range of topics, including public offerings, periodic reporting by public companies, federal and state securities compliance, corporate governance matters, private placements, private investment funds, and mergers and acquisitions. She also regularly advises clients on incentive compensation issues, including equity-based and deferred compensation.
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).
Registration statements, 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
Mergers, acquisitions and divestitures
Investor relations and institutional governance, including shareholder meetings, communications, nominees and proxy proposals and proxy access
Section 16, Section 13, Rule 144, and insider trading compliance and reporting
State and federal securities registration, compliance and reporting
Crowdfunding offerings under Regulation A+
Entity selection, formation and organizational matters, including operating agreements, limited partnership agreements, stockholder agreements, and buy-sell agreements
Mergers, 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), phantom equity plans, bonus plans and nonqualified deferred compensation plans
Private equity fund and hedge fund legal diligence review and analysis
Limited partnership agreements and operating agreements
Subscription agreements and investor questionnaires
Side letters and most favored nation elections
Co-investments, parallel funds, and continuation funds
Purchase and sale agreements and transfer agreements
Investment management, broker dealer and other financial intermediary agreements
The Catholic University of America, Columbus School of Law, J.D., 2013, Cum Laude
Journal of Contemporary Health Law and Policy – Editor-in-Chief
University of Dayton, B.S.B.A., Economics and Finance, 2010, Magna Cum Laude
Cincinnati Bar Association
Ohio Bar Association
Ohio Women’s Bar Foundation, 2019-2020 Leadership Class
Shared Harvest Foodbank, Board of Directors 2014-Present
Cincinnati Cystic Fibrosis Foundation Finest Under Fifty – 2017
February 1, 2024 | Publications
On January 24, 2024, the Securities and Exchange Commission (SEC) adopted final rules related to spe...
September 11, 2023 | Publications
On August 23, 2023, the Securities and Exchange Commission (SEC) issued Release Number IA-6383, fina...
July 29, 2022 | Blogs
On February 9, the Securities and Exchange Commission (SEC) proposed new rules under the Investment ...
October 16, 2020 | Publications
The Securities and Exchange Commission (SEC) adopted final amendments to the definition of “accred...
January 6, 2020 | Publications
Employers are required to annually report to the IRS all Incentive Stock Option (ISO) exercises and ...
August 30, 2018 | Publications
Equity compensation (including options to purchase stock or LLC units, restricted stock or units, an...
March 21, 2017 | Blogs
Financial institutions and investment advisors have little certainty about compliance timing.