FacultyFaculty/Author Profile
Michael L. Hermsen

Michael L. Hermsen

Mayer Brown LLP

Chicago, IL, USA


Mike Hermsen has an extensive practice that focuses on securities matters. He represents issuers, investment banking firms and security holders in connection with issuances of equity and debt securities. Mike also represents corporate clients in connection with compliance, reporting and stock exchange matters and counsels companies, boards of directors and management on, among other matters, stock repurchases, liability management, executive compensation reporting and corporate governance matters.

Before Mike joined Mayer Brown in 1994, he had extensive experience with the US Securities and Exchange Commission in Washington, DC. In the SEC’s Division of Corporation Finance he served as Assistant Director (1992-1994), Special Counsel (1990-1992) and Attorney/Advisor (1986-1990). He also has accounting and audit experience with a then-Fortune 500 manufacturing corporation.

Mike has been included in The Best Lawyers in America in the practice areas of Securities/Capital Markets Law and Securities Regulation for over a decade and Legal 500 recommends Mike in “Capital Markets – Equity Offerings” noting Mike has “unsurpassed knowledge of SEC rules.”   In addition, Mike is frequently cited in the media regarding new regulatory initiatives.

Representative Recent Publications

  • “Considerations for Exhibit Hyperlinks in SEC Filings,” Law360, March 2017“
  • Time to Update Risk Factors in Your Annual Report,” Law360, January 2017
  • “Securities and Exchange Commission Proposes Universal Proxy,” Wolters Kluwer Corporation Service, December 1, 2016
  • “Practical Implications of the SEC’s Recent Guidance on Non-GAAP Financial Measures,” BNA Securities Regulation and Law Report, July 2016
  • “New Considerations as SEC Amends Registration Rules,” Law360, May 2016
  • “SEC Provides Guidance on Excluding Shareholder Proposals,” Insights, December 2015
  • “Practical Implications of Pay Ratio Disclosure,” Insights, September 2015
  • “Considerations for Changes in Directors and Executive Officers of a US Public Company,” Insights, July 2015
  • “Shareholder Engagement and the Proxy Season,” The Review of Securities & Commodities Regulation, January 2015

Representative Recent Seminars and Presentations

  • SEC Legal Issues, NAREIT’s Law, Accounting and Finance Conference, La Quinta, CA, March 22-24, 2017
  • 44th Annual Securities Regulation Institute, Northwestern University Pritzker School of Law, Coronado, CA, January 23-25, 2017
  • Annual Disclosure Documents, PLI,  New York, December 2016 and 2015 (co-chair)
  • Private Placements and Hybrid Securities 2016, PLI, New York, August 1, 2016
  • Annual Disclosure Documents, PLI, New York – December 1, 2014, Chicago (co-chair) December 4-5, 2014
  • Private Placements and Other Financing Alternatives 2014, PLI, New York, March 25, 2014
  • Implementation of the SEC’s New Conflict Minerals Rules, Association of Corporate Counsel; Westchester/Southern Connecticut Chapter, White Plains, NY, February 27, 2014
  • Annual Disclosure Documents:  Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments, PLI Chicago (co-chair 2012 and 2013)
  • The Impact of the JOBS Act on the Capital-Raising Process, Lexis Practical Advisor, Chicago, September 25, 2013
  • Implementing the JOBS Act – What We Know, What We Don’t and When We Will, ABA Business Law Section, Fall Meeting, Washington, D.C., November 17, 2012

Education

  • University of Wisconsin Law School, JD, 1986.
  • Marquette University, MBA, 1982, BS, 1980.

Professional Associations

  • American Bar Association, Business Law Section – Chair, Securities Registration Subcommittee of the Federal Regulation of Securities Committee (2012-2015)
  • Illinois State Bar Association, Section of Corporations, Securities and Business Laws
  • State Bar Association of Wisconsin
  • Chicago Bar Association
Michael L. Hermsen is associated with the following items:
Web Segment  Web Segment Disclosure Practices and Challenges - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Corporation Finance Developments and Priorities - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Course Handbooks  Course Handbooks Annual Disclosure Documents 2016
CHB Chapters  CHB Chapters U.S. SEC Adopts Final Rules for Payments by Resource Extraction Issuers, Mayer Brown Client Alert (July 13, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Relevant New York Rules of Professional Conduct (January 1, 2014) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
U.S. SEC Approves Nasdaq Rule Amendments Requiring Disclosure of “Golden Leash” Arrangements, Mayer Brown Client Alert (July 18, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Preparing for the 2017 U.S. Proxy and Annual Reporting Season, Mayer Brown Client Alert (September 19, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Preparing for the Annual Shareholders Meeting: Five Practical Matters U.S. Public Companies Should Consider Now, Mayer Brown Client Alert (January 28, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Modernization of U.S. Business and Financial Disclosures: A “Taste” of the SEC’s Concept Release, Mayer Brown Client Alert (April 26, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
SEC Provides Guidance on Non-GAAP Financial Measures, Mayer Brown Client Alert (May 24, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
Roadmap to Capital Markets Regulatory Changes: Proposed, Potential and Recently Adopted or Enacted Rulemaking and Legislation Relating to the U.S. Capital Markets, Public Company Reporting and Corporate Governance (September 8, 2016) - Annual Disclosure Documents 2016, Wednesday, December 14, 2016
MP3 Audio  MP3 Audio Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents - Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents, Wednesday, December 14, 2016
Corporation Finance Developments and Priorities - Corporation Finance Developments and Priorities, Wednesday, December 14, 2016
Disclosure Practices and Challenges - Disclosure Practices and Challenges, Wednesday, December 14, 2016
Transcripts  Transcripts Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents - Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents, Wednesday, December 14, 2016
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg Corporation Finance Developments and Priorities - Corporation Finance Developments and Priorities, Wednesday, December 14, 2016
Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents - Ethics and Whistleblower Developments: Challenges to Be Aware of When Preparing and Reviewing Disclosure Documents, Wednesday, December 14, 2016
Disclosure Practices and Challenges - Disclosure Practices and Challenges, Wednesday, December 14, 2016
On-Demand Web Programs  On-Demand Web Programs Annual Disclosure Documents 2016, Friday, December 16, 2016, New York, NY
Live Seminar  Live Seminar Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, New York, NY
Annual Disclosure Documents 2018: Current Developments and Best Practices , Monday, December 10, 2018, New York, NY
Live Webcast  Live Webcast Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, New York, NY
Annual Disclosure Documents 2018: Current Developments and Best Practices , Monday, December 10, 2018, New York, NY
PLI Grpcast-Live Web  PLI Grpcast-Live Web Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Indianapolis, IN
Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Cleveland, OH
Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Mechanicsburg, PA
Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Atlanta, GA
Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Pittsburgh, PA
Annual Disclosure Documents 2017: Current Developments and Best Practices , Monday, December 11, 2017, Philadelphia, PA
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