Our practice is built on extensive experience in tax, employment, securities, and corporate law. From stock option plans to profits interests, 409A compliance to golden parachute planning, we deliver technically sophisticated advice with practical insight and market awareness.
We are trusted by individuals and institutions across industries—from emerging tech to family offices—because we understand what’s market, what’s at stake, and how to get the details right.
Who we are
Our expertise is in:
Advising executives, management teams, and emerging companies during M&A events, IPOs, and private equity transactions
Designing and implementing equity and incentive programs for private and public companies
Navigating complex compensation and benefits issues in high-stakes corporate deals
Supporting corporate, tax and employment law firms as outside compensation and benefits counsel in their most sensitive transactions
Mary Maher Lewis
Founding Partner
Mary Lewis is a nationally respected executive compensation attorney who advises companies, executives, investors, and law firms on the full spectrum of compensation and benefits matters. With experience and expertise across tax, employment, securities, and corporate law, Mary brings a business-focused approach to structuring, negotiating, and implementing compensation arrangements that drive outcomes and withstand scrutiny.
Representative Matters
Helps management teams successfully navigate acquisitions by securing stronger equity incentives and fewer post-closing restrictions
Protects the post-closing interests of private equity portfolio companies and their shareholders through careful negotiation of purchase agreements
Guides companies through executive compensation issues in fast-moving private deals, including change-in-control planning and shareholder approvals
Supports executives through leadership transitions by negotiating fair and practical separation arrangements
Advocates for founders’ personal and financial interests in high-stakes investment and sale transactions
Education
Duke University, B.A. 2007
Northwestern Pritzker School of Law, J.D. 2013
Prior Experience
Latham & Watkins
Cooley
Baker Tax Law
Admissions
Virginia, Illinois & D.C.
Mary is known for combining technical precision with practical insight. Clients trust her to distill complex issues, anticipate risks, and advocate fiercely for their interests.
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Her practice includes:
Executive representation in negotiations for employment, separation, and liquidity events
Equity compensation design and implementation, including stock options, RSUs, profits interests, and phantom equity
Transaction-related support, including M&A, IPOs, SPACs, and private equity buyouts
Section 409A and 280G compliance and planning
Advising law firms as outside counsel on compensation and benefits in corporate transactions
Mary has represented C-suite executives, founders, board members, private equity sponsors, portfolio companies, and public companies in sensitive and high-value negotiations. She is particularly experienced in aligning compensation structures with long-term value creation, both from the employer and executive perspective.
Before founding Broomley Law, Mary practiced at top-tier national law firms and advised on compensation matters in some of the most complex deals in the market. Today, she brings that experience to a focused, high-touch practice tailored to the needs of executives and growth-stage business.
Brett Good
Partner
Brett provides executives, founders and law firms across the U.S. with practical, market-informed advice that reflects both the letter of the law and the realities of high-stakes negotiations. He focuses on equity and incentive compensation — particularly in technology and private equity spaces. Having spent several years advising venture capital and private equity funds and companies, he has an insider’s understanding of legal, cultural and market norms, and an intuitive comprehension of where compensation fits into the tech ecosystem.
Representative Matters
Represented a Silicon Valley "unicorn" through a complex tender offer and secondary offering
Counseled VC and PE partners exiting funds and negotiating new compensation arrangements
Represented public company management teams in change-in-control transactions in transactions valued at up to $25 billion
Advised multinational corporations on global equity incentives
Counseled a lower middle-market PE firm on acquisitions and divestitures
Education
Vanderbilt University, B.A. 2011
The University of Texas Law School, J.D. 2016
Prior Experience
Bass, Berry & Sims
Goodwin
Cohen & Buckmann
Admissions
California
Brett works with technology executives, law firms, founders, and companies to structure and negotiate equity and compensation arrangements that support growth, financings, and successful exits.
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Brett advises on:
Equity incentive arrangements (stock options, restricted stock, RSUs, performance awards and profits interests), including tax and securities law issues
Code Section 409A deferred compensation design and compliance
Code Section 280G golden parachute tax planning and mitigation
Compensation and benefits in M&A, IPOs, financings and other transactions
Employment agreements, offer letters, severance and change-in-control arrangements
Law firm clients turn to Brett for specialized insights that strengthen their client service. Executives and funds rely on him to negotiate competitive, achievable compensation packages grounded in market trends, tax sensitivities and business strategy.
Brett often enters negotiations at pivotal moments—a founder negotiating post-acquisition roles, a company designing equity plans before funding, or a law firm addressing complex 280G issues before closing. His ability to translate technical rules into actionable guidance helps clients build compensation structures that support deals rather than complicate them.
Contact us
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