Jennifer S. Conway
Head of Executive Compensation practice. Named a Law360 Benefits MVP. Advises on the compensation and benefits aspects of M&A, IPOs, spinoffs and other transactions.
Jen is the head of our Executive Compensation practice. She focuses on executive compensation and employee benefits matters, particularly in connection with mergers and acquisitions, spinoffs, IPOs and other business transactions. She also advises public and private companies on the design, implementation and disclosure of equity and cash incentive compensation and retention programs, as well as the negotiation of executive employment and severance agreements. In addition, Jen advises senior executives and management teams in negotiating employment and incentive arrangements.
Jen is ranked in Band 1 by Chambers USA, where one source says, “Jennifer Conway is just excellent: practical, responsive and technically great.” Another source says she is “so collaborative and really gets into the weeds.” Law360 named Jen a “Benefits MVP of the Year” in 2023 and Crain’s New York Business named her a 2024 Notable Leader in Law.
Jen serves as a trustee of Trinity School in New York.
Experience
- ExxonMobil in its $59.5 billion acquisition of Pioneer Natural Resources and $4.9 billion acquisition of Denbury
- Sycamore Partners in its $23.7 billion acquisition of Walgreens Boots Alliance
- Ferrero Group and its affiliates in their acquisitions of WK Kellogg, Wells Enterprises, Jelly Belly and Power Crunch
- AkzoNobel in its $25 billion merger of equals with Axalta Coating Systems
- Qorvo in its $22 billion merger with Skyworks Solutions and negotiated resolution with Starboard Value
- Brookfield in its $8.3 billion acquisition of CDK Global
- SMBC Aviation Capital in its $7.4 billion acquisition of Air Lease
- Cintas in its $5.5 billion acquisition of UniFirst
- Roper Technologies in its $3.725 billion acquisition of Frontline Education and $1.25 billion acquisition of Syntellis
- GSK in its $3.3 billion acquisition of Affinivax and $1.15 billion acquisition of IDRx
- Verisk Analytics in its $3.1 billion sale of Wood Mackenzie to Veritas Capital and its $2.35 billion acquisition of AccuLynx
- Natura in its $2.525 billion sale of Aesop to L’Oréal
- Shearman & Sterling in its merger with Allen & Overy and Cadwalader in its merger with Hogan Lovells
- VF in its $1.5 billion sale of Supreme to EssilorLuxottica and $600 million sale of Dickies to Bluestar Alliance
- Elliott Management in its €1.2 billion sale of AC Milan to RedBird Capital Partners
- Airbus in its acquisition of certain assets and sites from Spirit AeroSystems
- Rent the Runway in its growth recapitalization
Jen’s representations before joining Davis Polk include the following:
- IBM in numerous transactions, including its acquisition of Turbonomics and sales of of its marketing platform and commerce software offerings; personal computing business; and x86 server business
- Lindsay Goldberg and its portfolio companies in numerous transactions
- Naspers and its related companies, Prosus and OLX, in numerous transactions
- Time Warner in its sale to AT&T, its investment in Hulu and its spin-offs of AOL and Time Inc.
- United Airlines in its merger of equals with Continental
Insights
News
Recognition
Chambers USA – Employee Benefits & Executive Compensation, New York, Band 1
Legal 500 U.S. – Employee Benefits, Executive Compensation and Retirement Plans: Transactional, Hall of Fame
Crain’s New York Business – “Notable Leaders in Accounting, Consulting & Law,” 2024
Law360 – “Benefits MVP of the Year,” 2023
Education
- James Kent Scholar
- Managing Editor, Columbia Journal of Transnational Law
- cum laude
Prior experience
- Partner, Cravath, Swaine & Moore, 2009-2021
- Associate, Cravath, Swaine & Moore, 2001-2008
Qualifications and admissions
- State of New York