Biography

P.J. advises public companies on a day-to-day basis on disclosure issues; securities law compliance; key risk areas, including cybersecurity and ESG and sustainability; restatements and internal control issues; executive compensation and proxy advisory firm policies; and board-related issues, such as director independence, refreshment and committee structure. P.J. counsels boards on sensitive matters that are frequently confidential in nature. Her practice also includes the SEC aspects of merger and acquisition and securities transactions. P.J. is a member of the planning committee for the Northwestern Pritzker Law School’s 2022 Annual Securities Regulation Institute. P.J. frequently speaks and writes on SEC issues and is a regular contributor to Weil’s Governance & Securities Watch (blog).
Prior to joining Weil, P.J. was Special Counsel in the SEC’s Office of Chief Counsel and the Office of Mergers & Acquisitions of the Division of Corporation Finance. She was a primary drafter of some of the SEC’s most significant corporate finance initiatives during her tenure. These initiatives included the April 2000 Internet Interpretive release (regulation of corporate and broker-dealer communications on the Internet) and the Report of the Task Force on Disclosure Simplification (reviewing and recommending reform of all SEC corporate finance rules). Additionally, P.J. was a key contributor in crafting Regulation M-A (dramatic restructuring of all SEC rules applicable to mergers & acquisitions and tender offers).
Experience
Representative clients include:
- Core-Mark Holding Company, Inc.
- Genworth Financial
- MGM Resorts International
- Micron Technology
- Public Service Enterprise Group
- Signet Jewelers
- Skillsoft Corporation
- Synchrony Financial
- TE Connectivity
- Vonage Holdings Corp.
- Willis Towers Watson
Representative business combination transactions include:
- ATI Physical Therapy (a portfolio company of Advent International) in its $2.5 billion business combination with Fortress Value Acquisition Corp. II, a SPAC sponsored by Fortress Investment Group
- Getty Images Inc. in its approximately $4.8 billion business combination with CC Neuberger Principal Holdings II, a SPAC formed by a partnership of CC Capital and Neuberger Berman
- Software Luxembourg Holding S.A. in its $1.3 billion merger with and into Churchill Capital Corp II, a SPAC sponsored by the Churchill Capital Group
- Willis Towers Watson PLC in its proposed $80 billion combination with Aon PLC
Representative post-IPO clients include:
- Avista Public Acquistion Corp. II
- Jack Creek Investment Corp.
P.J. is recognized as an expert in Corporate Governance by Expert Guides’ “Women in Business Law” and was named “Best in Corporate Governance” at Euromoney Legal Media Group’s Americas 2019 Women in Business Law Awards. She is also recommended for Corporate Governance by Legal 500 US, where clients note she “has deep SEC and governance experience and her willingness to collaborate with management to work through issues is outstanding. She is also willing to stand her ground when needed. Her responsiveness is unparalleled and she is a pleasure to work with.”
P.J. received her J.D., with honors, from the University of Maryland Francis King Carey School of Law, where she was an editor of Maryland’s Law Review, and her B.S., magna cum laude, from the University of Maryland.
Awards and Recognition, Speaking Engagements, Latest Thinking, Firm News & Announcements
Awards and Recognition
- P.J. Himelfarb Recognized as a Corporate Governance “Expert” Award Brief — Expert Guides’ “Women in Business Law”
- P.J. Himelfarb Named “Best in Corporate Governance” Award Brief — Euromoney Legal Media Group Americas Women in Business Law Awards 2019
- P.J. Himelfarb Recommended for Corporate Governance Award Brief — Legal 500 US
Speaking Engagements
-
ESG Promises: Growing Litigation Risks, Best Practices in ESG Oversight and Disclosure
Speaker(s):
Lyuba Goltser,
P.J. Himelfarb and
Stacy Nettleton
March 24, 2022 — Part of Weil’s 2022 Governance & Disclosure Webinar Series
-
Northwestern Law’s 49th Annual Securities Regulation Institute
Speaker(s):
P.J. Himelfarb
January 25, 2022 — Public Company Advisory Group partner P.J. Himelfarb spoke on a panel titled “Recurring Disclosure Challenges” as part of Northwestern Law’s 49th Annual Securities Regulation Institute.
Latest Thinking
- SEC Proposes Broad Changes for SPACs and De-SPACs Alert — Governance & Securities — By Frank R. Adams, James R. Griffin, Adé Heyliger, Alexander D. Lynch and Steven Bentsianov — PDF — April 08, 2022
- Heads Up for the 2022 Proxy Season: Key Disclosure and Engagement Topics Alert — Governance & Securities — PDF — January 28, 2022
- Requirements for Public Company Boards Publication — Public Company Advisory Group — PDF — January 2022
- Key Financial Reporting Tips For Form 10-K Drafters Alert — Governance & Securities — By Catherine T. Dixon, P.J. Himelfarb and Alicia Alterbaum — January 18, 2022
- Heads Up for the 2022 Proxy Season: ISS and Glass Lewis Release Voting Policy Updates for 2022 Alert — Governance & Securities — By Lyuba Goltser, Kaitlin Descovich and Michael Foland — PDF — December 22, 2021
Firm News & Announcements
- Weil Advises Getty Images in its $4.8B Business Combination with CC Neuberger Principal Holdings II Deal Brief — December 10, 2021
- Weil Advises Vonage Holdings Corp. in its Pending $6.2B Sale to Ericsson Deal Brief — November 22, 2021