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  • David W. Herbst
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David W. Herbst

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Partner

Tax, Employee Benefits and Executive Compensation
Contact
  • dherbst@manatt.com
  • Phone: 650.812.1320
  • Download vCard
  • Silicon Valley
Bar Admissions
  • California
Education
  • Stanford Law School, J.D., 1977

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

Services
  • Capital Markets
  • Corporate and Finance
  • Mergers and Acquisitions
  • Private Equity and Buyout
  • Tax, Employee Benefits and Executive Compensation
  • Venture Capital / Emerging Companies
Industries
  • Manatt Financial Services

Show Full Bio

  • Profile
  • Experience
  • Speaking Engagements
  • Honors & Awards
  • Memberships
  • Publications
Profile

Profile

David Herbst is a partner in Manatt's tax, employee benefits and executive compensation practice. David 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. David has practiced in Silicon Valley his entire career, while regularly supporting clients of the firm's Southern California and East Coast offices as well.

David has extensive experience with 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 an operational standpoint and in connection with merger and acquisition activity. David works with promoters of venture capital, real estate and other investment funds in structuring their funds to address the tax and ERISA concerns of both the promoters and the fund's investors.

Experience

Experience

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.

Speaking Engagements

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.

Honors & Awards

Honors & Awards

Named Best Lawyers 2021 Palo Alto Employee Benefits (ERISA) Law “Lawyer of the Year"

The Best Lawyers in America, 2021–2023

Martindale-Hubbell AV Preeminent Rating, 2014 and 2015

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

Memberships

Memberships

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

Member, State Bar of California

Member, SandHill Angels

Publications

Publications

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

David in the News

  • 08.19.22

    Manatt Represents Game Production Company Dark Burn Creative in ...

    A Manatt team represented Dark Burn Creative, a premier video production company that crafts triple-A game trailers, in its acquisition by Trailer ...

  • 08.18.22

    86 Manatt Attorneys Named to 2023 Best Lawyers Guide

    Eighty-six Manatt attorneys have been named to the 2023 edition of Best Lawyers in America, which recognizes the nation’s leading lawyers each ...

  • 08.14.22

    Manatt Represents ETIC in Strategic Acquisition by Lido Advisors

    A Manatt team led by Mergers and Acquisitions and Capital Markets Partner and Leader Thomas Poletti and Financial Services Leader Craig Miller ...

  • 04.26.22

    Manatt Advises HARTBEAT on Formation and $100M Financing

    A Manatt team led by Entertainment Partner Sophia Yen advised HARTBEAT on the formation of the company and represented HARTBEAT in its $100 ...

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David's Newsletters

  • 02.11.21

    Update on Deductibility of Expenses Paid With Forgiven PPP Loans

    The IRS released an advance version of Rev. Rul. 2021-2, which is consistent with a legislative change allowing taxpayers to deduct otherwise ...

  • 09.02.20

    Updated: Guidance on Payroll Tax Deferral

    On August 8, 2020, President Trump issued an executive order directing the Secretary of the Treasury to permit employers to defer the withholding and ...

  • 04.04.20

    An Updated Practical Guide for Small Businesses to Obtain a Paycheck ...

    On April 2, 2020 and April 4, 2020, the Small Business Administration (SBA) issued unusual interim final rules (the Rules) providing ...

  • 03.31.20

    New Small Business Administration Paycheck Protection Program ...

    The Treasury Department released additional information today regarding the Paycheck Protection Program that has been authorized under the ...

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David's Events and Webinars

  • 06.22.15

    Bank Growth and Profitability Conference – West

    On June 22-23, 2015, Manatt will cohost a two-day educational event, “Bank Growth and Profitability Conference – West,” focusing ...



  • 02.28.13

    Employer Healthcare Coverage: Are You Ready for 2014

    The Affordable Care Act (ACA) provisions that require large employers to offer group healthcare coverage to their employees, or pay penalty ...

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