• David W. Herbst

    Partner
    Tax, Employee Benefits & Executive Compensation
    dherbst@manatt.com
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    Palo Alto
    Direct: 650.812.1320
    General: 650.812.1300
    Fax: 650.213.0260

    Education

    Stanford Law School, J.D., 1977.

     

    Pomona College, B.A., magna cum laude, 1974.

    Bar Admissions
    California
    • Profile
    • Representative Matters
    • Honors & Awards
    • Publications
    • Memberships & Activities
    • Speaking Engagements

    Profile

    David Herbst is a partner in Manatt’s Tax, Employee Benefits and Executive Compensation practice. Mr. Herbst counsels public and private companies at the board, board committee and executive officer levels on a broad range of corporate governance, executive compensation and employee benefits matters. His practice emphasizes serving the needs of technology companies and financial institutions. Mr. Herbst has practiced in Silicon Valley his entire career, while regularly supporting clients of the firm’s Southern California and East Coast offices as well.

    Mr. Herbst has extensive experience in federal and state income taxation, employee benefits and ERISA. He regularly advises companies on the ERISA, tax and securities law aspects of equity and other incentive compensation plans, qualified and nonqualified retirement plans, healthcare plans, welfare benefit plans and executive benefit programs, both from a design and operational standpoint and in connection with merger and acquisition activity. Mr. Herbst works with promoters of venture capital, real estate and other investment funds in structuring their funds to address tax and ERISA concerns of both the promoters and fund investors.

    Representative Matters

    Executive compensation and employee benefits advice and due diligence to Blue Box Toys, a Hong Kong-based toy company, in connection with its acquisition of a California-based toy and infant products company.

    Advised Draper Fisher Jurvetson regarding income tax and ERISA investor issues in the formation and fundraising of its Fund X, closed with $350 million in capital commitments.

    Executive compensation and employee benefits advice and due diligence to Heritage Oaks Bancorp and its wholly owned subsidiary bank, Heritage Oaks Bank, in the acquisition by merger of Mission Community Bank, a wholly owned subsidiary of Mission Community Bancorp.

    Represented the CEO and COO of Novellus Systems in connection with the $3.3 billion acquisition of Novellus Systems by Lam Research, with regard to the structure and negotiation of their compensation arrangements with Novellus and Lam.

    Executive compensation and employee benefits advice and due diligence to UCSF Medical Center in the completion of its acquisition of Children’s Hospital & Research Center of Oakland, involving both governmental and nonprofit entity employee benefit programs.

    Executive compensation and employee benefits advice and due diligence to SunWize Technologies, Inc. in its acquisition of Genself Corporation, one of the largest installers of PV solar electric power systems in Southern California.

    Represented executives of Communications & Power Industries with respect to parachute payment and other executive compensation issues in connection with CPI’s acquisition by Veritas.

    Executive compensation and employee benefits advice and due diligence to MANN+HUMMEL GmbH, a German filtration solutions business, in its acquisition of sole ownership of Purolator Filters NA LLC, a manufacturer of oil, air, fuel and cabin filters for light- and heavy-duty vehicles.

    Advised New Atlantic Ventures regarding income tax and ERISA investor issues in the formation of its New Atlantic Venture Fund IV LP.

    Honors & Awards

    Martindale-Hubbell AV Preeminent Rating, 2014 and 2015.

    Named as a Northern California Super Lawyer by San Francisco Magazine, 2006 and 2007.

    Publications

    Co-author, BNA Health Care Reform Portfolio (Chapter 4, “Shared Responsibility”), 2013.

    Memberships & Activities

    Admitted to practice in California and before the United States Tax Court.

    Member, State Bar of California.

    Member, SandHill Angels.

    Speaking Engagements

    Presenter, “Healthcare Exchanges: Legal and Practical Issues Every Employer Should Consider” Fortis – Business and Legal Resources webinar, 2014.

    Presenter, “Employer Health Care Coverage: Are You Ready for 2014?” Manatt webinar, 2013.

    Panelist, "Executive Compensation Developments," Manatt Focus Forum Banking, October 2003.