Dario Mendoza has joined Baker Botts in Dallas as a partner in the firm’s executive compensation and employee benefits practice after more than 15 years at Vinson & Elkins across town.
Baker Botts said Mendoza advises companies, private equity firms, boards, compensation committees and executive teams on compensation and benefits. His work spans tax, securities law, corporate governance, and disclosure considerations associated with these arrangements.
Mendoza’s practice focuses on compensation and benefits issues arising in complex transactions, and he also advises on the design, negotiation, and implementation of equity and cash incentive arrangements, employment and severance agreements, change-in-control and retention programs, and deferred compensation arrangements.
The Fort Worth native told The Texas Lawbook that he’s worked across the table from Baker Botts over the years and been impressed with the strong platform the firm is building in regard to M&A deals.
Joining Baker Botts “presents an excellent opportunity to continue delivering sophisticated, practical advice to clients on their most complex compensation and benefits matters,” Mendoza said.
“As broad and multifaceted as my practice is, I really enjoy the day-to-day work of helping companies figure out ways to incentivize and retain employees,” he said. “By getting to know the companies and the executive team, I’m able to help them create complex, bespoke compensation packages and then guide them through the complex legal framework.”
Mendoza said sometimes there can be more interested parties and a lot of different stakeholders involved in deals nowadays than years prior. The increased scrutiny requires more planning for outside counsel, as not just the specific stakeholders, but the public at large has become increasingly aware of executive compensation, pay ratios and the like.
There are some new laws on the books that may help inform stakeholders about proxy disclosures, but with the potential largest IPO ever looming this summer, how executives are paid and what benefits employees receive are sure to remain hot topics.
Baker Botts managing partner Danny David said executive compensation is at the center of the sophisticated transactional work the firm is investing in, evidenced by Mendoza’s new role.
“Dario enhances our ability to deliver integrated, high-value counsel across M&A, private equity, and capital markets, and he further strengthens our bench in a key growth area for the firm,” David said.
Mendoza has worked on numerous SPACs and de-SPACs, as well as traditional IPOs. He advises firms issuing debt and the underwriters getting the debt to market; and helps private equity firms with bolt-on acquisitions and divestitures.
A couple of the megadeals Mendoza has worked on include advising Noble Energy in its $13 billion sale to Chevron in one of the largest transactions of 2020, and helping Sunoco Logistics Partners in its $20 billion merger with Energy Transfer Partners in an all-stock deal that closed in April 2017.
“Dario is a strategic addition to our platform and a strong fit for our clients’ evolving needs,” according to Baker Botts Tax Department Chair Steve Marcus, who also works in Dallas. “His experience advising on sophisticated compensation and benefits matters, particularly in transactional contexts, will enhance our ability to support clients across key practice areas.”
Mendoza holds a bachelor’s in Government and Psychology from the University of Texas, and he earned a JD from Stanford Law School.