Klepper

Barbara Klepper

Partner
Washington, DC

I help clients with executive compensation, equity incentives, employee benefits, and related tax matters.

Barbara is an experienced tax attorney with deep knowledge of all aspects of executive compensation planning, equity and equity-based compensation, employee benefits and related tax matters. Her practice spans a variety of sectors, assisting clients navigating highly complex transactions to identify practical solutions.

Barbara regularly advises clients of all sizes in connection with mergers and acquisitions and other business transactions, as well as related post-closing issues.
 

Barbara’s experience lies in tax, executive compensation, Section 409A and 280G matters, executive employment and severance agreements, change in control agreements, equity incentive plan arrangements and phantom plan arrangements. Her practice also involves advising investment fund managers regarding various ERISA considerations.

Barbara also has experience in the formation and governance aspects of tax-exempt charitable organizations and private foundations.
 

Education

  • LL.M Taxation, New York University School of Law, 2018
  • Oklahoma City University School of Law, J.D., summa cum laude, Merit Scholar Academic Fellow, 2012 
  • Oklahoma City University, M.A., magna cum laude, 2008
  • University of Oklahoma, B.M., magna cum laude, 2005
     

Bar and Court Admissions

BAR ADMISSIONS
  • Oklahoma
  • Texas 
  • Washington, DC

Experience

  • AstroNova, Inc. (Nasdaq: ALOT), a leading provider of mission critical identification and marking solutions across the aerospace & defense and labeling & packaging industries, in its acquisition by Arcline Investment Management, a growth-oriented private equity firm for $272 
  • Root.io, the creator and developer of a platform that remediates open-source software vulnerabilities, in its sale to Aikido Security BV
  • Enelytix, Inc., a leading provider of cloud-native power market modeling and a comprehensive long-term nodal forecasting platform, in its sale to Yes Energy, a leading provider of power market data and software
  • A Texas-based energy services company, in connection with a $270 million acquisition, including all related tax, employee benefits, and executive compensation matters*
  • A public company involving all executive compensation and employee benefit plan matters and related compensation disclosure matters*
  • A silicon carbide wafer production company in connection with a $35M Series B extension as part of their $74 million Series B, including all related tax, employee benefits, and executive compensation matters*
  • A leading market data solutions provider in its sale to a UK-based organization, including all related employee benefits and executive compensation matters*
  • Four C-Suite Executives in merger of two life sciences companies, including all matters related to the negotiating of executive employment agreements and compensation packages*
  • An electric vehicle company’s Special Committee of the Board of Directors in an internal investigation of certain sales and equity securities made by and to individuals associated with the company ahead of the company going public through SPAC*
  • An electric vehicle charging infrastructure servicer and operator in connection with a concurrent $30m secured credit financing with Spring Lane Capital and $19 million Series B, including all related employee benefits and executive compensation matters*
  • A Swedish biotech company in connection with its acquisition of all shares in a Missouri-based pharmaceutical company including all related employee benefits and executive compensation matters*
  • A financial services company in connection with its $90 million acquisition of a leading tax resolution services company, including all related employee benefits and executive compensation matters*
  • A physician-owned hospital in a merger with a 501(c)(3) hospital organization in all matters pertaining to employee benefits and executive compensation, including the successful conversion of a retirement plan into a multiple employer plan*
  • A large Canadian holding company with respect to the sale of two of its U.S. subsidiaries in all matters pertaining to its employee benefits reorganization and post-sale structure, including design and implementation issues with respect to transition and shared services agreements, retirement plan organization, and offering of health and welfare benefits*
* - handled by Barbara prior to joining Foley Hoag

Publications

Honors & Involvement

HONORS
  • The Best Lawyers in America, Employee Benefits (ERISA) and Tax Law, 2023-2025, 2027
  • The Legal 500 US, Tax: Non-contentious, 2022-2023
  • Best Lawyers: Ones to Watch, Tax Law, 2022
  • Oklahoma Rising Star, Thomson Reuters, 2016-2021
INVOLVEMENT 
  • ACTEC Heart of America Fellows Institute (Inaugural Class), 2018