the Morrow Sodali Team
Morrow Sodali’s team is comprised of executives with more diverse backgrounds including Company Secretariat, investment banking, law, portfolio management, investor relations, proxy advisory firms, corporate governance and shareholder communications. The team has assisted clients in many high-profile situations, including hostile takeover bids, shareholder activism, proxy fights and contested mergers and acquisitions.
Board and Management
From 2005 to 2008 he served as Senior Vice President and Head of Corporate Governance at TIAA-CREF, one of the world’s largest private pension systems. Prior to joining TIAA-CREF he was chairman of Georgeson & Company, the U.S. proxy and investor relations firm. During his career he has specialized in corporate governance, capital markets regulation, director education, cross-border standard-setting and investor communication, providing expertise in both corporate and shareholder perspectives.
Mr. Wilcox is a trustee of the Committee for Economic Development, a trustee of the Woodrow Wilson National Fellowship Foundation and co-chair of ShareOwners.Org. He is a member of various advisory boards including: NYSE Euronext, Nasdaq, The Conference Board Global Corporate Governance Center, the National Association of Corporate Directors, the Weinberg Corporate Governance Center and wallstreetlawyer.com. His other memberships include: the Aspen Institute Corporate Values Strategy Group; the International Corporate governance Network, where he served on the Board of Governors and chairs the Committee on Cross-Border Voting Practices; the Society of Corporate Secretaries and Governance Professionals; the National Investor Relations Institute; the American Bar Association Committee on Corporate Laws.
He is the author of treatises on proxy voting and shareholder communications and his articles have appeared in The London Financial Times, The New York Times, The New York Law Journal, The American Lawyer, Insights, Pensions & Investments, The Corporate Governance Advisor, Directors & Boards, the Journal of Law and Contemporary Problems and other publications and professional blogs. He has testified before Congress and regulatory agencies on matters relating to securities regulation and is on the faculty of a variety of director education programs.
Mr. Wilcox received a B.A. from Harvard College, where he was a member of Phi Beta Kappa, an M.A. from the University of California, Berkeley, where he studied as a Woodrow Wilson Fellow, a J.D. from Harvard Law School and an LL.M degree from New York University Graduate School of Law. He is a member of the American and New York Bar Associations.
It is worth mentioning that John Wilcox is also directly involved in high-profile Morrow Sodali assignments, when the issues at stake (“delicate” items in the Agenda, need to deal with activist “shareholders”, consultation at Board level, etc) require it. John, who keeps a continuous oversight on the governance components of Morrow Sodali’s service offering, has strong previous experience in providing advice/consultation, educational sessions on specific governance related issues to boards, senior management, AGM planning groups, etc. His technical knowledge and established working relations with the leading players and opinion makers in the governance world provide an invaluable source for understanding and anticipating the response of the investor community and crafting the adequate management’s message to better represent the Client’s objectives in engaging shareholders.
Chief Executive Officer and founding partner of Morrow Sodali. He is currently also partner of Global Wealth Management (GWM) and Head of Corporate Communication of Greentech Energy Systems. He has been CEO and founding shareholder of GSC Proxitalia where his responsibilities included developing the shareholder service business in Europe and Latin America, together with partner Georgeson Inc. In 2005 Georgeson and Proxitalia were bought by Computershare. He started his career in 1993 at Credit Suisse dealing with the management and the distribution of financial products. In 1994 he moved to INA Group where he dealt with corporate finance and investor relations related to the listing, private placement, acquisitions and spin off of the real estate portfolio. In 1998, he moved to Telecom Italia as Investor Relations manager but left the following year after the hostile takeover and change in management. Born in Rome, he obtained a Degree in Economics and completed his post graduate studies at Insead.
Advisory Board member
Enrique is a lecturer on Macroeconomy and International Capital markets and a Professor at the Instituto de Estudios Bursatiles / Universidad Complutense in Madrid, where he manages the “Executive Master” for Top Management for financial entities. Enrique has been Deputy General Manager - Head of Global Corporate Banking of Banco Santander Central Hispano between 1999 and 2002, managing the relationships with the top 500 Global clients of the bank. Prior to this he developed his career in Banco Hispano Américano and Banco Central Hispano, specializing in International Financing, Treasury and Capital Markets and Global Corporate Banking. He is currently Board Member of Marina Dor and he sat on the Boards of Endesa Italia, Companía Española de Seguros de Credito a la Exportación, Attijariwafa Bank, and other financial institutions.
Advisory Board member
Zhengjun ZHANG is currently the Founder, Managing Partner and CEO of King Parallel Consulting Co., Ltd, and is the expert on Corporate Governance for various International Organizations, including the OECD.
Zhengjun was regarded as the expert on corporate governance and SOEs with the most internationalized vision in China. In the past 10 years, He involved in lots of milestone international and domestic corporate governance activities, including: Corporate Governance Roundtables, SOE Governance Networks, and Capital Market Development Forums held by the OECD in various regions; ICGN Year Conferences; Euro-money Conference; ACGA Delegation Beijing Meeting; as well as lots policy-making consultations to top government officials in China.
Zhengjun is a member of Shareholder Responsibility Committee of the International Corporate Governance Network (ICGN), is also a member of the Real Estate Economic and Policy Committee of the China Real Estate Industry Association as well the China Real Estate Research Association.
Zhengjun was a senior research fellow at the Development Research Centre of the State Council (DRC) in China during 2002-2013, with a position of the State-Owned Enterprise Division Chief. He has been the head of BoD office of China Chengtong Group during 2012-2013. He provided dozens management consultations to large companies in China in past ten years on strategy, organization, group control, risk management, etc.
Under Zhengjun’s leadership, King Parallel Consulting is making its efforts to be the most innovative management and policy consulting experts in China. By integrating senior think-tank, with internationalized vision as well as deep insights on national conditions, King Parallel will continue to help real decision-makers to solve problems.
Managing Director – Proxy – M&A - US
Tom is the Co-Head of the M&A group concentrating on proxy fights, tender offers, and M&A situations. Tom has over thirty years of experience in the proxy solicitation business, with extensive experience in corporate control transactions and corporate governance consulting. He has made frequent presentations to law firms, investment banking firms and industry groups. Tom has appeared as an expert witness in Delaware Chancery Court.
Director - France
Louis Barbier joined Morrow Sodali in September 2010 as Senior Account Manager supporting the firm’s consolidation and expansion in France and the Benelux countries and to manage the assignments awarded in the Region. Louis is a former account manager at Georgeson where he has managed over 50 assignments, distinguishing himself as an accomplished expert in successfully completing numerous AGM/EGM solicitation processes, high profile proxy fights and M&A transactions. He holds a degree from the Rouen School of Management and a Master in Law. He started his career as a financial auditor at PWC in Paris and developed his consulting skills in top-tier strategy houses in London.
Client Services Director AUSTRALIA
Jamie leads the Client Services team and is responsible for the management and execution of our
shareholder engagement and research campaigns. Jamie has a broad experience base working on
many successful AGM/EGM vote solicitation campaigns, capital raisings and a number of major deals
including the Glencore-Xstrata merger; the Westfield Group restructure and merger with Westfield
Retail Trust; Iron Mountain’s acquisition of Recall; TPG’s acquisition of iiNet; Baosteel and Aurizon’s
joint takeover of Aquila Resources; and Ferrovial’s takeover of Broadspectrum. Jamie has a Bachelor
of Business from the University of Technology, Sydney.
Governance Director AUSTRALIA
Michael has held a variety of roles across the corporate governance, equities research, private equity
and strategy consulting sectors. He advises on governance related matters and in the execution of
mergers and vote related company meetings. Prior to joining GPS, Michael was research lead for
Institutional Shareholder Services in Sydney, providing proxy research and corporate governance
engagement services to many of the world’s largest institutional investors, with specific responsibility
for Australian, United Kingdom and New Zealand equities. Michael holds a Bachelor of Science in
Finance and Accounting from Syracuse University (New York) and a Masters of Applied Finance from
Macquarie University (Sydney).
Senior Director – Proxy
Donna has 36 years experience in the proxy industry. For the past twenty years Donna has worked at Morrow Sodali LLC and heads up one of Morrow Sodali’s proxy solicitation teams. Donna’s experience and expertise lies in assisting management of Fortune 100, midsize and small cap corporations with their annual/special shareholders’ meetings, proxy contests, friendly/unfriendly takeovers, mergers and acquisitions, bankruptcies/restructurings and consulting on corporate governance issues. Donna is a member of The Society for Corporate Governance and has given presentations on proxy issues and corporate governance matters to Society members, as well as to other groups in the industry. Donna studied at the City University of New York – Brooklyn College, majored in Business Administration, with a concentration in Marketing and Business Philosophy.
Managing Director - Capital Markets Intelligence
Gerry joined Morrow in 1990 and is Managing Director and head of the firm’s Strategic Stock Surveillance / Capital Market Analytics department. He has worked on numerous proxy contests, tender offers, and other corporate control matters. He has also has prepared numerous assessments for corporate clients across a wide range of industries and market capitalizations. Along with stock surveillance he has also worked on Bond and SPAC identification assisting corporation, lawyers and investment bankers on all aspects of the process. He has over 25 years of experience in capital markets and consults with a wide range of clients on all aspects of takeover/activism defense, investor relations, and corporate governance.
Managing Director - Italy
He is Managing Director at Morrow Sodali. He is a member of the ICGN and ECGI. He sits on the three ICGN Committees: Remuneration,Shareholders Rights and Cross Border Voting as well as actively participated on the transposition of the Shareholder rights’ directive in various European countries. He is also member of the OECD Latin American Roundtable Related Party Transactions Task Force. Previously, as Head of Operations of GSC Proxitalia (from 1999 to 2006), his responsibilities included developing the project and execution delivery in European and Latin American markets, together with partner Georgeson Shareholder Communications Inc. With 25 years financial markets experience – 16 of which spent in the industry, he has been involved in more than 500 mandates including bond and equity corporate actions, ordinary and contested proxy solicitation, Governance assessment, cross border takeovers and many other corporate actions. He has been involved in domestic and cross border transactions launched on the majority of European and Latin America financial markets. He starts his career in 1991 at Rizzani de Eccher, Italian Construction Company, with the management of marketing, sales and Client relationship. In 1994 he moves to ICCRI (formerly BPI), major Italian banking group where he deals with equity asset management, derivatives, Eurobond and fixed income trading. Born in Rome, 50 years ago, he is married with two children. He obtained a Degree in Economics at Università di Roma “La Sapienza” and completes his education becoming Chartered Accountant, Chartered Public Accountant and collaborates as assistant with Prof. Carla Rabitti Bedogni at the “Diritto dei mercati finanziari”.
Director - UK
Reza is a Director at Morrow Sodali and is responsible for the UK market. He has successfully contributed to the majority of the high profile M&A transactions in the UK over the past 9 years. He has also managed and executed a large number of shareholder campaigns on behalf of the most notable FTSE100 and FTSE250 companies. He has held key managerial positions in the past including 5.5 years at Georgeson and 4 years at D.F. King and Orient Capital. In 2015 he completed his Executive MBA at the Imperial College Business School in London.
Giacomo is part of the Business Development team which is focused on strengthening regional sales in Italy as well as supporting Morrow Sodali’s international expansion in shareholder response and information agent advisory for M&A transactions.
He joined Morrow Sodali in 2011 and works between Rome and London. Prior to joining Morrow Sodali, Giacomo held a six month internship in the Corporate Affairs Department at Technip. He holds a degree in Economics and a Master Degree in Executive Marketing and Sales from Luiss Business School.
Head of Fixed Income Advisory
Pia Gowland joined Morrow Sodali in October 2014 as Head of Fixed Income Advisory services. Pia is an experienced debt capital markets professional with almost 10 years’ experience. Ms Gowland is the former Head of Fixed Income Services at Capita plc, and has previously worked as Director of a US firm that specializes in the debt communications area. She has worked on numerous debt administrations, exchange and tender offers, and consent solicitations, including Republic of Argentina and Republic of Greece debt restructurings. Pia started her career in Georgeson, Argentina. Ms Gowland has an MBA with distinction from Cass Business School in the UK and an undergraduate degree in Economics from University of Buenos Aires.
Senior Director - US
Kevin Kelly, a Senior Director in the Chicago office, joined Morrow Sodali in October 2003. He is responsible for new business development and SPAC services (Special Purpose Acquisition Company).
Prior to joining Morrow Sodali, he worked in the transfer agent business for over 30 years in a wide variety of positions, including sales, marketing, administration, product management, and operations. He worked in the transfer agent and corporate trust departments of Computershare, Harris Bank, Manufacturers Hanover Trust Company, and Chase Manhattan Bank.
Kevin is a member of National Investor Relations Institute (NIRI) and the Society for Corporate Governance.
Kevin holds an M.B.A. degree from FordhamUniversity and a B.A. degree from St. Anselm College.
CEO – US
Ron Knox has been the Chief Executive Officer of Morrow & Co., LLC since December, 2012 and Morrow Sodali US since May, 2016. He is responsible for managing the day-to-day operations of the firm and, prior to becoming CEO, he was a Senior Managing Director and Co-Head of the Strategic Consulting Group at Morrow & Co., LLC. He has extensive experience in proxy contests, equity and debt tender offers and other complicated transactions. He frequently presents to law firms and investment banks and also advises boards of directors on a variety of matters. He has been a member of senior management for the past 18 years and is responsible for company strategy, business development and client service. Ron has been in the industry since l987 and with Morrow since 1992. He is a graduate of Cornell University and Albany Law School.
Maria has more than 20 years’ experience in the proxy solicitation industry and specialises in the strategic advice and execution of mergers and acquisitions, annual meetings, proxy fights and other extraordinary transactions. Maria has advised on many of Australia’s largest deals including TOWER merger scheme with Dai-ichi Life, BHPB’s bid for Rio Tinto, Wesfarmers merger with Coles, Novion’s merger with Federation Centres and Colonial’s merger with CBA. Maria has a Bachelor of Economics Degree from the University of Sydney and an MBA from the Australian Graduate School of Management, UNSW and is a member of the Australian Institute of Company Directors (MAICD). She was formerly a founding Managing Director of Georgeson Australia.
Director - Capital Markets Intelligence
Tom Margadonna is Director of the Capital Markets Intelligence Group at Morrow Sodali.
Tom is a senior level executive with extensive knowledge of corporate transactions and over 25years of experience in stock surveillance and market oversight. His professional background includes working on several M&A transactions, tender / exchange offers, and proxy contests for some of the largest publicly traded corporations. During his career, he served as Vice President at Thomson Reuters for over 10 years, overseeing and managing a Corporate Advisory team responsible for providing consultation to over 200 corporate clients. Prior to joining Morrow Sodali, he worked for D.F. King where he successfully launched and grew the Shareholder Management division. At Morrow Sodali, Tom is a senior leader in the Capital Markets Intelligence Group and responsible to ensure the highest levels of corporate consulting and advisory for stock surveillance, investor relations, corporate governance, and shareholder activism.
Tom has a B.S. in Business Management from the College of Business Administration at St. John's University in New York.
Director – Iberian market (Spain and Portugal)
Borja joined Morrow Sodali in 2006 and is responsible for mandates in Spain and Latin America. Besides day to day project management activities, he ensures understanding of client needs and communicates them to Morrow Sodali’s operations team. As a result of his previous 8 years experience in banking and back-office project management in a top management consultancy, he has developed the necessary skills to liaise with the custodial system and promote correct understanding and coordination among all actors involved in the process.
Chief Operating Officer - US
Jerry is Chief Operating Officer – US of Morrow Sodali, a world leader in security-holder services. He has 34 continuous years of industry experience with Morrow Sodali, with clients ranging from domestic and foreign corporations, for-profit and non-profit associations, and mutual funds. His duties include oversight of Morrow Sodali’s Proxy Solicitation Group, as well as special project work including bankruptcies, corporate control events, and strategic consulting. He is a current member of the Shareholder Services Association (“SSA”) and has served as a panelist and moderator at numerous SSA conferences.
Jerry graduated from the University of Connecticut in 1982 with a degree in General Business Administration.
Senior Director - Proxy - US
Justin O’Keefe joined Morrow in March of 1998 as an Account Manager in the proxy solicitation department. After spending several years in the company’s stock watch department, he returned to proxy solicitation and is now a Senior Director and proxy team leader, overseeing close to 100 issuer AGMs and EGMs each year. During his time at Morrow he’s collaborated on every facet of solicitation assignments, including tender offers, M&A transactions and proxy fights. He’s a graduate of St. John’s University.
Senior Director - Business Development - US
Steve Pantina joined Morrow Sodali in September 2016 as Senior Managing Director supporting the firms M&A and proxy solicitation teams. Mr. Pantina has a broad array of experience in the fields of corporate governance, M&A and shareholder activism, having advised numerous Fortune 500 companies on matters relating to annual and special meetings, mergers, tender offers, activism preparedness/defense and corporate actions. Steve has been a contributing author to a variety of different publications, including the Society of Corporate Secretaries and Governance Professionals’ “Manual for Solicitation of Proxies” and The Conference Board’s “Shareholder Activism Report: Best Practices and Engagement Tools for Public Companies.” Prior to joining Morrow Sodali, Mr. Pantina spent 14 years with Georgeson Inc. serving as a Senior Managing Director and Head of their Proxy Research team. Mr. Pantina is a member of the American Bar Association, holds a Bachelor’s degree from Rider University and a Juris Doctorate from Seton Hall University School of Law.
Head of Sales & Business Development
Giulio is Managing Director of Morrow Sodali, in charge of coordinating the company's sales and business development activities. Between 2002 and 2006, he was responsible for opening and developing GS Proxibérica - a fully owned subsidiary of GSC Proxitalia (Georgeson Group) - in Spain, Portugal, Argentina and Brazil. Previously he had been assigned to business development and internationalization tasks in Spain, Belgium, France and in emerging countries, where he managed technical assistance projects financed by the European Union and other multilateral organizations in Latin America, the Middle East and the Former Soviet Union. He received an M.B.A. in IESE (Barcelona).
Director – Israel
Ali is Business Developer at Morrow Sodali. He most recently served as a Senior Advisor at ICS (ISS Corporate Services) providing independent advice to management and boards of listed companies in the EMEA region on high level governance issues.
Managing Director - US
Tom currently manages one of Morrow’s proxy solicitation teams and has done so since 1993. His team’s client base is diverse ranging from Fortune 10 companies to small community banks and newly public companies. Tom is a veteran of numerous takeover defenses, proxy contests, and other complex transactions. He also has helped write numerous newsletters discussing industry trends, new proxy advisory firm voting policies and new legislation that affects proxy solicitation and corporate governance. In addition to his proxy solicitation and corporate governance consulting duties, he also has contributed greatly to our MIS group, helping to design and build a number of our internal proprietary databases which we use to service our clients.
Tom graduated from the Central Connecticut State University in 1990 with a B.A. in Finance and joined Morrow after graduation in 1990.
Director - International Capital Market Intelligence
Clara Taveras is the Director of the International Capital Market Intelligence Group at Morrow Sodali. Clara joined Morrow Sodali in 1993. She has extensive knowledge of the Asian and European markets. She has prepared numerous assessments for corporate clients across a wide range of industries and market capitalizations. Along with shareholder identification, she has worked on proxy solicitations and tender offers, lawyers and investment bankers on all aspects of the process. Clara has over 23 years of experience in capital markets and consults with a wide range of clients.
Director - AUSTRALIA
Andrew has extensive experience engaging with institutional and retail investors as well as listed
companies in both M&A & ECM related situations. He advises and supports in the execution of
mergers and acquisitions, capital raising and other corporate transactions, having advised IINET,
DAVID JONES, AURIZON, LYNAS and COCKATOO COAL on recent transactions. Before GPS, he
was an institutional trader at E.L. & C. BAILLIEU STOCKBROKING in their specialist institutional
alpha team, prior to this at both AMP and BT Financial Group. He has a Bachelor of Arts from
Swinburne University of Technology, Victoria and an Advanced Diploma in Financial Services and
Financial Planning from Kaplan Professional.
Managing Director - Corporate Governance
Bill Ultan is a Managing Director at Morrow Sodali and a member of the firm’s Senior Leadership Team. As manager of the firm’s Corporate Governance Consulting Group with over 30 years of experience in the field, Bill has guided companies through a wide range of governance and takeover challenges, including contentious shareholder proposals and compensation-based initiatives, proxy contests, tender offers, and other corporate control matters. He previously was a senior member of the firm’s Stock Surveillance and Proxy Solicitation departments. Bill’s vast experience has been gained through years of observing shareholders and proxy advisory firms, assessing compensation practices and governance policies, and analyzing voting results and solicitation strategies. He prepares many strategic assessments and counsels officers and directors of public companies across a diverse range of industries and market capitalizations.
Managing Director - Proxy - M&A - US
Mike is a Managing Director and Co-Head of the Special Situations Group at Morrow Sodali and a member of the firm’s Executive Committee. In this capacity, he provides strategic counsel to corporate issuers by relying on his eighteen years of experience in mergers and acquisitions, corporate governance, proxy solicitation, and shareholder activism in contested director elections. Also, Mike frequently presents to boards of directors, law firms, investment banks, and special industry groups. Mike has developed an expertise in complicated and unusual situations and led the team responsible for the highly successful Green Bay Packers public stock offering. Recently Mike provided strategic consultation in connection with activism defense for Farmer Bros. Co., Sodastream International, Caesarstone Ltd., and Sotheby’s Inc. In the last year, Mike has also provided guidance to issuers in some of the largest successful M&A transactions including Pfizer, Inc., salesforce.com, Monsanto Company and Time Warner, Inc.
Senior Director - US
Tracie is Senior Director of New Development – Morrow Sodali - In this capacity she works closely with a wide range of corporate issuers on governance, anti-takeover, compensation and proxy issues. With over 30 years of experience in the industry, the last 15 with Morrow, Tracie partners with her Corporate Governance, Stock Surveillance and Proxy teams to assist Morrow’s clients to reach the best possible solutions with their issues. Prior to Morrow, Tracie spent 17 years in senior positions in the Stock Transfer industry.
She is very active in the Society of Corporate Secretaries and Governance Professionals as a member of the National Board, both the Small to Mid-Cap Issuer and the National Membership Committees, as well as The Program Chair, Secretary and Treasurer of the Hartford Chapter and for the past 20 years continues to assist the New York Chapter with their programming. Tracie is also the Co-chair of Programming for the Westchester/Connecticut Chapter of NIRI and has frequently assisted the Connecticut NACD chapter with their programming too.