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Lawrence S. Elbaum
Lawrence S. Elbaum
Partner — Shareholder Activism
Partner — Shareholder Activism

Lawrence S. Elbaum

Lawrence S. Elbaum
New York

The Grace Building
1114 Avenue of the Americas
32nd Floor
New York, NY 10036

start quote symbolClients look to us to provide unparalleled guidance and judgment when board control and the strategic direction of a company are at stake. When there’s no time to look up answers, our highly skilled team of shareholder activism specialists has the unique ability to hit the ground running, overcome obstacles, and drive successful outcomes.end quote symbol
Lawrence S. Elbaum

Lawrence Elbaum is the co-head of V&E’s Shareholder Activism practice. He leverages more than a decade of experience as a securities attorney and business advisor to counsel senior management and boards of public companies with respect to shareholder activism campaigns and complex corporate governance matters.

Lawrence is highly experienced in advising clients concerning proxy fights, merger contests, consent solicitations, “Withhold the Vote” or “Vote No” campaigns, precatory proposals and short attacks. He also counsels clients on strategic investor relations and shareholder activism-related litigation and investigations in the U.S. and abroad.

Over the past five proxy seasons, Lawrence has successfully led scores of defense engagements across all market capitalizations and covering virtually every industry, including retail/wholesale, restaurant, hospitality, energy, mining, manufacturing, engineering, pharmaceutical and real estate/REITs. He also represents select investors in activism campaigns against public companies.

Over the course of Lawrence’s leadership of the Shareholder Activism practice, the team has been ranked the top firm for shareholder activism defense for company and board representation by Refinitiv, Activist Insight, and FactSet, and Lawrence was highlighted as a key individual in the practice accolade received by The Legal 500 2019’s Shareholder Activism – Advice to Boards category. Lawrence has been named finalist for “Dealmaker of the Year” as part of The Deal Awards 2019 and 2019. In 2018, the New York Law Journal gave Lawrence its Rising Star award, which honors the most promising attorneys in New York’s legal community under the age of 40 who have influenced their practice areas in New York and around the country.

Outside of the office, Lawrence works with organizations to promote gender and ethnic diversity in public company boardrooms across Corporate America. He also devotes significant efforts to pro bono work, including having represented battered and indigent women in connection with divorce, alimony, and child custody and support proceedings in New York City. In addition, he supports a host of regional, national and global charities, including various Holocaust remembrance and genocide prevention initiatives, The Boys and Girls Club of America and Hassenfeld Children’s Hospital at NYU Langone.

Experience Highlights

  • Fiesta Restaurant Group in the defense of a threatened proxy fight by AREX Capital Management, LP

  • Primo Water in the defense of the activism campaign by Legion Partners Asset Management

  • Lumber Liquidators Holdings in the defense of the shareholder activism campaigns by F9 Investments and Rizzi Capital

  • FedNat Holding Company in the defense of the proxy fight by Capital Returns Management

  • Owens Realty Mortgage in its proxy contest defense against Hovde Capital Advisors and Opal Advisors

  • Blackwells Capital in its proxy contest against Supervalu Inc.

  • Sandridge Energy in its proxy contest defense against Carl Icahn and in the defense of the unsolicited bid of Midstates Petroleum

  • BioDelivery Sciences International, Inc. in its proxy contest defense against Broadfin Capital

  • Gulf Island Fabrication, Inc., in connection with investments by Piton Capitol and Pacific View Asset Management

  • Goodrich Petroleum in connection with investments by Anchorage Capital and Gen IV Investment Opportunities

  • Contango Oil and Gas in connection with the investment of Goff Capital

  • Fiesta Restaurant Group in its proxy contest defense against JCP, BLR Capital and Lake Trail 

  • Rice Energy in its $6.7 billion merger with EQT Corporation, which was approved despite opposition from activist JANA partners

  • Matrix Service Company in its proxy contest defense against Engine Capital


  • Brooklyn Law School, J.D., 2005
  • Cornell University, B.S., Industrial and Labor Relations, 2002
  • Lawrence served as the Litigation designee for an AmLaw 100 law firm’s Pro Bono Initiative Committee, where he assisted with the intake and supervision of scores of pro bono matters. Lawrence also has directly handled an array of pro bono assignments over the years, ranging from assisting Holocaust survivors in obtaining reparations from Germany to representing indigent and disabled women in child custody, child support and divorce disputes.
  • Legal 500 U.S., Corporate Investigations and White-Collar Criminal Defense, 2019; Shareholder Activism, 2019 and 2020
  • Selected to the New York Rising Stars list in Securities, Business and General Litigation, Super Lawyers (Thomson Reuters), 2015, 2016 and 2018
  • Selected to the New York Metro Rising Stars list, Super Lawyers (Thomson Reuters), 2011–2020
  • Golda Och Academy “Distinguished Alumni Award,” 2012
  • The Brooklyn Law School “Outstanding Civic Leadership Award,” 2012
  • The Brooklyn Family Defense Project “Family Defender Award,” 2012
  • New York Legal Assistance Group “Pro Bono Advocacy Award,” 2010
  • The Sanctuary for Families “Excellence in Pro Bono Advocacy Award,” 2009
  • Trustee: Golda Och Academy, 2010 – 2017
  • Alumni Society Founder/Co-Chair: Golda Och Academy, 2007 – 2017
  • Co-Founder: The Albert Einstein College of Medicine Young Leadership Board
  • New York
  • U.S. District Courts for the Southern and Eastern Districts of New York
  • “What Should Issues Care About,” 2019 Corporate Governance Forum, November 20, 2019
  • “Managing Activists,” NACD North Texas Chapter Series, November 12, 2019
  • “Navigating Investor Activism,” Latino Corporate Directors Association Annual Board Leaders Convening, October 18, 2019
  • “Shareholder Activism,” NACD Director Professionalism, August 14, 2019
  • “Shareholder Activism Bootcamp,” WCD South Florida Chapter Meeting, May 7, 2019
  • “Shareholder Activism Bootcamp,” WCD Silicon Valley Chapter Meeting, January 23, 2019
  • “Shareholder Activism: Managing & Mitigating Risks in 2018,” March 6, 2018 (speaker)
  • “Condensed Activism Bootcamp,” Corporate Governance Ohio Chapter Meeting, October 26, 2017 (speaker)
  • “Mock Proxy Fight – So You Think You’re Ready for a Fight?” October 5, 2017 (speaker)
  • “Rising Activism in the REIT World,” The BMO Capital Markets 12th Annual Real Estate Conference, September 26, 2017 (panelist)
  • Think Twice Before Settling With An Activist, “ Law360, December 9, 2016
  • “Renewable Energy,” Activist Insight Monthly, October 2016 (co-interviewee with Kai Liekefett)