David R. Johanson, Partner
Hawkins Parnell & Young LLP
David assists clients in general corporate matters and in employee ownership, benefit, ERISA, and related business matters, with an emphasis on executive compensation, equity incentive plans, non-qualified deferred compensation, employee stock ownership plans (ESOPs), ESOP transactions, mergers and acquisitions (and related tax planning), and business succession and estate planning. David has served as outside general counsel to numerous corporate clients over the past 32 years. He also frequently appears on behalf of clients in business and employment-oriented defense litigation in state and federal courts throughout the country, before regulatory agencies (e.g., U.S. Department of Labor, California Labor Commissioner, and the U.S. Equal Employment Opportunity Commission), in tax controversies before the Internal Revenue Service and comparable state regulatory agencies, against felony criminal indictments in U.S. Federal Court, and in dispute resolutions of various kinds. David represents corporations in shareholder and non-competition disputes.
David has defended ERISA fiduciaries, plan sponsors, selling shareholders, and investment advisers in ERISA litigation matters involving ESOPs and business transactions in federal and state courts throughout the country in a wide range of controversies covering ERISA fiduciary responsibilities, ESOP valuation disputes, disclosure obligations, investment issues, and tax matters. He has extensive experience in negotiating ESOP, ERISA, and other issues with government regulatory agencies and in representing ERISA fiduciaries in litigation.
Recognized nationally for his experience and expertise in the ESOP and executive compensation field, David is a past chair (1993-1995 and 2005-2007) of the legislative and regulatory advisory committee of The ESOP Association. He also is a past chair of The ESOP Association’s advisory committee chairs council and is a former member of its board of directors. David was honored at the 17th annual conference of The ESOP Association as the outstanding committee chair for 1993-94. He also served for more than ten years as General Counsel to The National Center for Employee Ownership and on its board of directors.
Woody Lay, Partner
With over 25 years of experience, Woody Lay focuses his practice on employment, ERISA, non-competition, trade secret, and commercial litigation matters.
Woody has extensive knowledge of ERISA litigation issues as he routinely advises and defends employers and plan administrators against ERISA denial of benefit and breach of fiduciary duty claims under all types of benefit plans, including claims involving executive compensation, pension eligibility and calculation issues, and elimination or modification of retiree health care coverage.
Woody also advises clients on the investigation, discipline and termination of all levels of employees; wage and hour issues; whistleblower allegations; joint employment and independent contractor issues; restructuring, layoffs, and shutdown of facilities, including advice on the WARN act and severance issues; harassment or discrimination complaints; employee attendance or leave issues under FMLA, ADA, state workers’ compensation laws, and ERISA benefit plans; workplace fatalities, OSHA investigations; and employment agreements, including severance, non-competition and confidentiality agreements.
Woody is recognized in Chambers USA and Best Lawyers in America, and is the Managing Partner of O’Hagan Meyer’s Charlotte, North Carolina office. He obtained is law degree from Washington & Lee University School of Law, where he was Editor of the Law Review, and his undergraduate degree from the University of Virginia.