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Sarah E. Fortt
Sarah E. Fortt
Counsel — Mergers & Acquisitions and Capital Markets
Counsel — Mergers & Acquisitions and Capital Markets

Sarah E. Fortt

Sarah E. Fortt
Austin

2801 Via Fortuna
Suite 100
Austin, TX 78746

Sarah E. Fortt

Sarah has spent a decade working with organizations, small and large, public and private, in navigating their relationships and communications with key stakeholders, including their investors, regulators, employees and communities. She regularly works with boards on managing their approaches to corporate governance, crisis management, succession planning and board education. She is the mind behind the creation of V&E’s ESG Taskforce, a novel cross-functional team that works to provide companies with end-to-end solutions for navigating non-financial risks and opportunities, including those relating to climate change, human rights and corporate culture.

Sarah is the consistent corporate governance voice across V&E’s corporate governance approach, which includes working with companies across multiple industries in times of calm and in times of crisis as well as during key strategic transactions. Sarah has created a unique perspective on and approach to corporate cultural wellness that connects an in-depth understanding of leadership, governance, the ethics and compliance functions, employee incentives and initiatives, and corporate risk and crisis management. She regularly works with clients on crisis preparedness and response, including in the context of shareholder activism and cyber and data security breaches.

Sarah has a sophisticated understanding of incentive structures and how they tend to function across various levels of an organization given an organization’s strategies, goals and “sacred cows.” She regularly helps clients create consistent, effective and meaningful stakeholder communications (both required and voluntary). Sarah is also an experienced securities lawyer with a background in executive compensation.

Experience Highlights

  • Presentations to S&P 500 boards of directors on corporate governance matters and key governance developments, including insights on crisis management, succession planning, risk oversight, executive compensation, board communications and materials, and shareholder relations

  • Support to companies ranging from the newly public to Fortune 100 in their preparation for their annual shareholders’ meetings, including addressing shareholder activism and proposals, drafting and reviewing proxy statement disclosure and assisting with shareholder engagement efforts 

  • Policy statements for trade groups and thought leaders regarding corporate governance and comment letters to the Securities and Exchange Commission on key governance developments 

  • Ongoing governance support for dozens of corporations, including conflict of interest considerations, director independence analysis and implementation of governance policies and procedures 

  • Detailed analyses of current practices and compilation of governance recommendations for nonprofit and charitable organizations 

Credentials

  • Yale Law School, J.D., 2010 (Editor, Yale Journal on Regulation)
  • New York
  • District of Columbia
  • Texas
  • “The Gatekeepers’ Course: Navigating Evolving Trends in Corporate Governance and Compliance,” V&E Houston Office, June 12, 2019 (speaker)
  • “The Gatekeepers’ Course: Navigating Evolving Trends in Corporate Governance and Compliance,” V&E Dallas Office, June 5, 2019 (speaker)
  • “The Gatekeepers’ Course: Navigating Evolving Trends in Corporate Governance and Compliance,” V&E Austin Office, May 28, 2019 (speaker)
  • “Building and Overseeing Effective Compliance and Corporate Governance,” January 30, 2019 (speaker)
  • “The New Governance: Navigating the Rising ESG Tide,” V&E Houston Office, December 12, 2018 (speaker)
  • “Strategic Preparation for the 2019 10-K and Proxy Season,” V&E Houston Office, December 6, 2018 (speaker)
  • “Cyber-Governance: Legal Considerations for Cyber Disclosure and Preparedness,” V&E Houston Office, November 1, 2018 (speaker)
  • “Advising the Board on Crisis Management,” CRE.Converge 2018, October 17, 2018 (panelist)
  • “Diversity Matters: Making the Most of Board Diversity,” V&E Houston Office, March 29, 2018 (panelist)
  • “Strategic Preparation for the 2018 10-K and Proxy Season,” November 30, 2017 (speaker)
  • “Tenth SEC Division of Corporation Finance Staff Legal Bulletin on Rule 14a-8 Creates New Paths to Omit Shareholder Proposals,” V&E SEC Update E-communication, November 6, 2017 (co-author)
  • Three Hot Proxy Season Topics: Expert’s View,” Labrador, October 26, 2017
  • “Governance and Disclosure: 2017 Season Lessons, 2018 Season Expectations,” V&E Houston Office, May 10, 2017 (speaker)
  • “The Drawbacks of Clawbacks,” The Wall Street Lawyer, June 2014 (co-authored)