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ProfessionalsJean M. McLoughlin

Jean M. McLoughlin
Partner

Tel: +1-212-373-3135
Fax: +1-212-492-0135
jmcloughlin@paulweiss.com

Tel: +1-212-373-3135
jmcloughlin@paulweiss.com
New York

1285 Avenue of the Americas
New York, NY 10019-6064
Fax: +1-212-492-0135

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Education 
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Jean McLoughlin is a partner and Co-Chair of the firm’s Executive Compensation Group. She advises a wide range of corporate, financial, and individual clients and compensation committees on all aspects of executive compensation, employee benefits and governance matters.

AWARDS AND RECOGNITIONS

Jean is recognized as one of the leading employee benefits and executive compensation lawyers by Chambers USA, The Legal 500, The Best Lawyers in America and Super Lawyers. In 2022 and 2021, Jean was recognized as a “Leading Corporate Employment Lawyer” by Lawdragon and named to Crain’s New York Business’s 2021 “Notable Women in Law” list, celebrating talented female attorneys in the New York City metropolitan area. She received her J.D. cum laude from Harvard Law School, where she served on the Harvard Civil Rights-Civil Liberties Law Journal and was a member of the Board of Student Advisors. Jean has also been a member of the YWCA Academy of Women Leaders, an organization which recognizes women for leadership, achievements in their fields and contributions to the success of other women.

EXPERIENCE

Jean counsels clients on issues related to the negotiation of employment incentives and compensation, including management equity arrangements and the associated tax and securities implications. She also advises on matters related to compensation disclosure and oversight of board executive compensation, as well as compensation and benefit issues in transactions and litigation.

Jean’s merger and acquisition representations include:

  • World Wrestling Entertainment in its agreement with Endeavor Group Holdings to merge WWE with UFC to form a new publicly listed company with an enterprise value of $21.4 billion
  • Jim Ratcliffe in his acquisition of 25% of Manchester United Football Club
  • Carrier Global in:
    • the $3 billion sale of its commercial and residential fire business to an affiliate of Lone Star Funds
    • the $1.425 billion sale of its Industrial Fire business to Sentinel Capital Partners
    • its $3.1 billion sale of its Chubb fire and security business to APi Group Corporation
    • its €12 billion acquisition of Viessmann Climate Solutions
    • the $4.95 billion sale of its global access solutions business to Honeywell
    • the sale of its global commercial refrigeration business to Haier
    • its strategic partnership with and investment in Montana Technologies
  • General Electric in:
    • its reorganization through spin-offs into three separate publicly traded companies, including the completed spin-off of GE Healthcare and the spin-off of GE Vernova
    • the more than $30 billion combination of its jet leasing unit, GE Capital Aviation Services (GECAS), with AerCap Holdings
  • Envestnet in its $4.5 billion take-private sale to Bain Capital
  • Rodina Capital in:
    • its acquisition of Rubicon Technologies’ fleet technology business unit and convertible preferred equity
    • the sale of its portfolio company, Wastech Corp. to Routeware, a K1 Investment Management portfolio company
  • AbbVie in its up to $212.5 million acquisition of Landos Biopharma
  • General Motors in its $3.45 billion acquisition of SoftBank Vision Fund’s equity ownership stake and assumption of Softbank’s investment obligation in the autonomous vehicle joint venture Cruise
  • Endeavor Energy Resources in its $26 billion merger with Diamondback Energy
  • Amedisys in its $3.3 billion combination with Optum. As part of the transaction, Amedisys terminated its agreement with Option Care Health
  • Casey’s General Stores in its $1.145 billion acquisition of Fikes Wholesale, owner of CEFCO Convenience Stores
  • Mizuho Financial Group in its $550 million acquisition of Greenhill & Co.
  • GSK in its:
    • up-to-$50 million acquisition of Elsie Biotechnologies
    • $2 billion acquisition of BELLUS Health
  • Albireo Pharma in its sale to Ipsen
  • LogicBio Therapeutics in its sale to Alexion, AstraZeneca Rare Disease (Alexion)
  • Amazon in its:
    • $3.9 billion acquisition of One Medical
    • terminated $1.4 billion acquisition of iRobot
  • Shopify in its $2.1 billion acquisition of Deliverr
  • Rocket Companies in its $1.275 billion acquisition of Truebill
  • Restaurant Brands International in its:
    • $1 billion acquisition of Firehouse Restaurant Group
    • $1 billion acquisition of Carrols Restaurant Group
  • Lehigh Hanson in the $2.3 billion sale of its U.S. West region business to Martin Marietta Materials
  • Translate Bio in its $3.2 billion sale to Sanofi
  • SEAKR Engineering in its sale to Raytheon Technologies
  • The Special Committee of the Board of Directors of QAD in its $2 billion sale to Thoma Bravo
  • IG Group Holdings in its $1 billion acquisition of tastytrade
  • Nuance Communications in its $19.7 billion sale to Microsoft Corp.
  • National General Holdings in its $4 billion sale to The Allstate Corporation
  • The Medicines Company in its $9.7 billion sale to Novartis 
  • Teladoc Health in its $18.5 billion acquisition of Livongo Health
  • Alexion Pharmaceuticals in its $1.4 billion acquisition of Portola Pharmaceuticals
  • L3Harris Technologies in the $1 billion sale of its airport security and automation business to Leidos Holdings

Jean has advised a wide range of clients on executive compensation, benefit and equity plan issues, including: Apollo, Banco Santander, Barnes & Noble, Biogen, BBVA, Carrier, Chilton, Cigna, Citizens Financial Group, Cobalt, Crestview, Domino’s Pizza, EPAM, Etsy, E-Trade, FedEx, Ferrero, General Electric, General Motors, Gore, Intuit, J.Jill, Kadmon, Metalmark, Morgan Stanley, MSCI, NYSE Euronext, Oracle, Proterra, Rackspace, Regions Bank, Roche, Royal Bank of Scotland, SIFMA, Signature Bank, Sodexo, Solay, Spectrum Brands, Sun Country Airlines, Teladoc, Venture Global LNG, Vertiv, Visa and Weatherford.

Jean frequently speaks on topics regarding employee benefits and executive compensation. For years, Jean has been a member of the steering committee for the annual Forum on Executive Compensation, where she has co-chaired and led numerous panels. Most recently, she led separate interviews with representatives from the SEC and Institutional Shareholder Services (ISS) on various executive compensation and ISS-related topics. In 2024 and 2023, Jean participated on a panel, “Point and Counterpoint: Negotiating Executive Agreements in the Private Company Space,” as part of the PLI’s Cool Compensation Considerations for the Private Company: Pay, Performance, and Perspectives program. In 2021 and 2022, Jean participated on a panel, “Executive Compensation Considerations for the Pre-IPO Company,” as part of the PLI’s Cool Compensation Considerations for the Private Company: Pay, Performance and Perspectives program. In 2019, she led a panel titled, “Recent Trends in Employment Arrangements: #MeToo, Restrictive Covenant Developments, MegaGrants and Other Topics du Jour.” Jean also participated in a September 2019 PLI panel on “Hot Issues in Executive Compensation 2019.” Other speaking engagements include a webinar on the topic of “Restrictive Covenants: Recent Developments, Best Practices and Strategies for Preserving Human Capital”; CHRO Board Academy; PLI’s “Tax Strategies – Tax Compensation in M&A Deals”; and the NYSE Governance Program “This Week in the Boardroom,” among others.

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