Thinking Like an Activist
September 16, 2015
Location and Time
1801 K St.
Washington, DC 20006
6:00p.m. Registration and Networking
6:30p.m. - 8:00 p.m. Program
Gerald (Jerry) CarlsonGerald (Jerry) Carlson has held key leadership positions during his 33-year career with KPMG. He has extensive experience dealing with the complex business issues of our clients, currently serving as the account executive for several of KPMG’s Fortune 500 and Fortune 1000 clients.
Mr. Carlson is committed to ensuring the professionalism, integrity and diversity of KPMG is a focus of our KPMG professionals and that KPMG is recognized as an Employer of Choice. He was appointed as the Managing Partner of the Washington Metro Area in the fall of 2013. He joined the St. Louis office of KPMG in 1981 and was elected to the partnership in 1991. Having served in a variety of leadership roles in the St. Louis office, Mr. Carlson was appointed as the Managing Partner in July 2008.
As an audit partner, Mr. Carlson served both private and publicly held clients, focusing most recently on Technology and Telecommunications and Media markets. During his 33 years with KPMG, his professional experience includes serving as the lead audit partner in the review and filing of registration statements for initial public offerings, secondary offerings, and private placements. He has assisted clients in the due diligence of acquisitions, addressing key business combination considerations.
Mr. Carlson serves on the Board of the Economic Club of Washington, D.C.; the Federal City Council of D.C.; the Greater Washington Board of Trade; and the Strategic Development Board of the Robert S. Trulaske School of Business at the University of Missouri – Columbia
Glenn DavisGlenn Davis is the Director of Research at CII. He joined the Council in 2010 as senior research associate and was promoted to director of research in 2012. He serves as staff liaison to the Policies Committee, the Council board committee responsible for drafting and updating Council policies on corporate governance and other investor related issues. He also manages Council correspondence and other engagement initiatives with companies regarding majority votes for shareowner resolutions, director elections and other governance issues. Prior to joining the Council, Davis worked for Institutional Shareholder Services and the Investor Responsibility Research Center. Davis earned a B.A. from Dickinson College and an M.B.A. from George Washington University.
Joseph GilliganJoseph Gilligan serves as the head of the Hogan Lovells corporate practice for the Americas and as the co-chair of our U.S. M&A committee.
Mr. Gilligan focuses his practice on representing publicly and privately held companies, boards of directors, strategic investors, and special committees in all types of merger and acquisition (M&A) transactions, as well as on a variety of other corporate matters, including financings, recapitalizations, and governance and disclosure issues. Joe has been recognized in both Chambers and the Legal 500 and serves as an adjunct professor at Georgetown University Law Center, where he teaches “Takeovers, Mergers & Acquisitions.” Joe's practice includes public and private mergers, tender offers, exchange offers, going private transactions, proxy contests, strategic and financial investments, and cross-border acquisitions. He advises acquiring and target companies, and committees of independent directors of target companies, in connection with hostile and unsolicited takeover proposals and anti-takeover defenses.
He regularly counsels boards of directors of public companies on corporate governance issues, fiduciary duty matters (both generally and in the M&A context), compliance with the U.S. federal securities laws (including the Sarbanes-Oxley Act), and the requirements of the New York Stock Exchange (NYSE) and Nasdaq corporate governance standards.
Mr. Gilligan also has extensive experience in a broad range of corporate finance and capital raising transactions, including initial public offerings, primary and secondary offerings, Rule 144A private placements, private equity financings and recapitalizations, and debt and preferred stock financings. He has represented major investment banking firms in the underwriting of securities offerings.
Cynthia A. GlassmanCynthia A. Glassman is a member of the Board of Discover Financial Services where she chairs the audit committee. She is also on the Board of Navigant Consulting, Inc. where she chairs the nominating and governance and serves on the compensation committee. In addition, Dr. Glassman is a Senior Research Scholar focusing on corporate governance in the Institute for Corporate Responsibility at the GWU School of Business.
Prior to her current roles, she was appointed by President Bush to serve as the Under Secretary for Economic Affairs at the U.S. Department of Commerce from 2006 to January 2009. In that role, she served as the principal economic advisor to the Secretary of Commerce and oversaw two major Federal statistical agencies. She was also the Secretary’s designated Board Representative to the Pension Benefit Guaranty Corporation (PBGC), where she was actively involved in PBGC investment policy and corporate governance matters.
Appointed by President Bush, Dr. Glassman served as a Commissioner of the U.S. Securities and Exchange Commission from 2002 to 2006 and served as Acting Chairman during the summer of 2005. As the only Commissioner with a doctorate in economics, Dr. Glassman brought a unique voice to the Commission, where she regularly sought greater rigor in the regulatory process. During her tenure, she was closely involved in developing and voting on the regulations implementing the requirements of the Sarbanes-Oxley Act, as well as a number of other regulations regarding corporate governance and financial markets. Her role also included voting on numerous enforcement actions.
Dr. Glassman has spent over 40 years in the public and private sectors focusing on financial services regulatory and public policy issues. Earlier in her career, she spent 12 years at the Federal Reserve and 15 years at consulting firms. She is a Trustee of the SEC Historical Society; is on the Advisory Board of C-LEAF, the Center for Law, Economics, and Finance at the George Washington University (GWU) Law School; and is on the Board of the Washington Tennis and Education Foundation (WTEF). She has served on the Boards of the Federal Reserve Board Credit Union, the National Economists Club, Women in Housing and Finance, the Commission on Savings and Investment in America, and Hopkins House, a preschool for low income families.
Dr. Glassman has written extensively on corporate governance, financial reporting, risk management and competitiveness issues. She speaks nationally and internationally before professional and business groups. Dr. Glassman received her M.A. and Ph.D. in Economics from the University of Pennsylvania and her B.A. in Economics from Wellesley College. She was a supervisor in economics at the University of Cambridge, England, where she has been named an Honorary Fellow of Lucy Cavendish College.
Steven R. WalkerSteven R. Walker has led the legal affairs and Board Advisory Services of the National Association of Corporate Directors since 2009 where he currently serves as the General Counsel and Director of the Board Advisory Services. In his Board Advisory Services role, Mr. Walker provides counsel to board leaders and C-suite executives on a wide range of strategic governance matters. He is a frequent public speaker on the topic of board governance, performance, and composition and has been designated a Board Leadership and Governance Fellow by NACD.
Prior to joining NACD, Mr. Walker has served as general counsel and senior executive to public and private entities ranging from private equity backed start-ups to Fortune 100 corporations in a variety of sectors, including managed healthcare, healthcare delivery, pharmaceuticals, life and health insurance, banking, securities, finance, technology, funeral and cemetery, and software.
Mr. Walker has also served in the government sector as an Attorney-Advisor with the U.S. Securities and Exchange Commission, Division of Corporation Finance during the implementation of Sarbanes-Oxley. He was also a Senior Attorney with the State of Florida Division of Banking, Finance, Securities and Investor Protection.
Mr. Walker is the past Co-Chair of the Securities and Governance Forum of the Association of Corporate Counsel Washington Metro Chapter. The breadth of his board service also includes the Advisory Board of ContractRoom, Orange Bowl Committee, Association of Corporate Counsel-MI Chapter, American Cancer Society-Tampa, and Friends of the Gusman Center for the Performing Arts-Miami. Mr. Walker is an alumnus of Florida State University where he earned his BS and JD degrees. He also completed post graduate studies at Oxford University and Emory University.