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Matthew Gemello Partner

Silicon Valley

A seasoned deal lawyer, Matthew guides global technology companies and their financial sponsors through transformational domestic and cross-border transactions. These deals range from private company buyouts and public takeovers in the United States and around the world, to complex, multi-jurisdictional spinoffs and business carveouts.

Matthew has been recognized as a leading lawyer by numerous publications, including Legal 500 and he was selected by the San Francisco and Los Angeles Daily Journal as one of the top 10 Innovative Corporate Lawyers in California.

Matthew Gemello Partner

Silicon Valley

A seasoned deal lawyer, Matthew guides global technology companies and their financial sponsors through transformational domestic and cross-border transactions. These deals range from private company buyouts and public takeovers in the United States and around the world, to complex, multi-jurisdictional spinoffs and business carveouts.

Matthew has been recognized as a leading lawyer by numerous publications, including Legal 500 and he was selected by the San Francisco and Los Angeles Daily Journal as one of the top 10 Innovative Corporate Lawyers in California.

Practice:

  • Mergers & Acquisitions

Ramy Shweiky Partner

San Francisco

Ramy advises public and private companies and their financial sponsors in the technology and life sciences sectors on complex, strategic transactions, including cross-border M&A, joint ventures, and multi-jurisdictional carve-outs. He also counsels boards and investors on fiduciary duties and other corporate governance matters.

Ramy is a member of the board of directors of Crisis Text Line, a global not-for-profit organization providing free mental health texting service. He has been recognized as a "Rising Star" in M&A by Super Lawyers.

Select Transactions

  • Workday in connection with multiple transactions, including its pending acquisitions of Sana Labs and Paradox, and its acquisitions of Flowise, Evisort, HiredScore, VNDLY, Peakon and Zimit.
  • Trimble in connection with its sale of Spatial Dimension to an affiliate of Vela Software, its global divestment of four businesses to The Jordan Company, and its acquisition of several software companies, including: StructShare, Bilberry, Azteca Systems LLC (dba “Cityworks”); Vianova Systems AS; Nexala Ltd.; Manhattan Software Group Ltd.; and certain other confidential non-public transactions.
  • Marvell Technology in connection with multiple transactions, including its acquisition of Tanzanite Silicon Solutions.
  • Coda in connection with its acquisition by Grammarly.
  • Beacon Platform in connection with its acquisition by Clearwater Analytics.
  • Bayer AG in connection with multiple transactions, including: the divestment of Bayer's West Sacramento biologics R&D site to Ginkgo Bioworks and related multi-year strategic partnership with Ginkgo Bioworks to accelerate R&D of biologics projects for agriculture; the sale of its global vegetable seeds business to BASF (announced deal value $1.19 billion); the formation of its BlueRock Therapeutics joint venture with Versant Ventures and subsequent acquisition of BlueRock Therapeutics (announced enterprise value $1 billion); its $215 million investment in Century Therapeutics, LLC; its cumulative investment of over $50 million in One Drop as lead investor in One Drop's Series B and Series C financings; its Unfold Bio joint venture with Temasek; its Joyn Bio joint venture with Ginkgo Bioworks; its Oerth Bio joint venture with Arvinas and related investment in Arvinas; its investment in the US$45 million Series C financing of Sound Agriculture; and several other strategic investments of Leaps by Bayer in an array of emerging growth life science companies.
  • FormFactor in connection with its $100 million divestment of FRT metrology.
  • Motorola Solutions in the sale of its Enterprise Mobility business to Zebra Technologies (announced deal value US$3.45 billion) (international aspects only) and certain other confidential non-public transactions.
  • Zynga in its $250 million acquisition of Chartboost.
  • Luminar Technologies in connection with its acquisitions of Freedom Photonics and Civil Maps.
  • Maxim Integrated Products in its acquisitions of Trinamic Motion Control BmBH and Icron Technologies; the sale of its MEMs business to Hanking Industrial; the sale/outsourcing of its manufacturing facility in San Antonio to TowerJazz; the sale of its smart meter/energy monitoring business to Silergy; the sale of its capacitive touch business to Qualcomm; and several other confidential non-public transactions.
  • Agilent Technologies in its spinoff of its electronic measurement business (known as Keysight Technologies).
  • NetScout Systems in connection with its acquisition of Danaher’s communication business (announced deal value US$2.6 billion) (international aspects only).
  • Symantec Corporation in the sale of its information management business (dba “Veritas”) to The Carlyle Group (announced deal value US$8 billion) (international aspects only).

Practice:

  • Mergers & Acquisitions

Ramy Shweiky Partner

San Francisco

Ramy advises public and private companies and their financial sponsors in the technology and life sciences sectors on complex, strategic transactions, including cross-border M&A, joint ventures, and multi-jurisdictional carve-outs. He also counsels boards and investors on fiduciary duties and other corporate governance matters.

Ramy is a member of the board of directors of Crisis Text Line, a global not-for-profit organization providing free mental health texting service. He has been recognized as a "Rising Star" in M&A by Super Lawyers.

Select Transactions

  • Workday in connection with multiple transactions, including its pending acquisitions of Sana Labs and Paradox, and its acquisitions of Flowise, Evisort, HiredScore, VNDLY, Peakon and Zimit.
  • Trimble in connection with its sale of Spatial Dimension to an affiliate of Vela Software, its global divestment of four businesses to The Jordan Company, and its acquisition of several software companies, including: StructShare, Bilberry, Azteca Systems LLC (dba “Cityworks”); Vianova Systems AS; Nexala Ltd.; Manhattan Software Group Ltd.; and certain other confidential non-public transactions.
  • Marvell Technology in connection with multiple transactions, including its acquisition of Tanzanite Silicon Solutions.
  • Coda in connection with its acquisition by Grammarly.
  • Beacon Platform in connection with its acquisition by Clearwater Analytics.
  • Bayer AG in connection with multiple transactions, including: the divestment of Bayer's West Sacramento biologics R&D site to Ginkgo Bioworks and related multi-year strategic partnership with Ginkgo Bioworks to accelerate R&D of biologics projects for agriculture; the sale of its global vegetable seeds business to BASF (announced deal value $1.19 billion); the formation of its BlueRock Therapeutics joint venture with Versant Ventures and subsequent acquisition of BlueRock Therapeutics (announced enterprise value $1 billion); its $215 million investment in Century Therapeutics, LLC; its cumulative investment of over $50 million in One Drop as lead investor in One Drop's Series B and Series C financings; its Unfold Bio joint venture with Temasek; its Joyn Bio joint venture with Ginkgo Bioworks; its Oerth Bio joint venture with Arvinas and related investment in Arvinas; its investment in the US$45 million Series C financing of Sound Agriculture; and several other strategic investments of Leaps by Bayer in an array of emerging growth life science companies.
  • FormFactor in connection with its $100 million divestment of FRT metrology.
  • Motorola Solutions in the sale of its Enterprise Mobility business to Zebra Technologies (announced deal value US$3.45 billion) (international aspects only) and certain other confidential non-public transactions.
  • Zynga in its $250 million acquisition of Chartboost.
  • Luminar Technologies in connection with its acquisitions of Freedom Photonics and Civil Maps.
  • Maxim Integrated Products in its acquisitions of Trinamic Motion Control BmBH and Icron Technologies; the sale of its MEMs business to Hanking Industrial; the sale/outsourcing of its manufacturing facility in San Antonio to TowerJazz; the sale of its smart meter/energy monitoring business to Silergy; the sale of its capacitive touch business to Qualcomm; and several other confidential non-public transactions.
  • Agilent Technologies in its spinoff of its electronic measurement business (known as Keysight Technologies).
  • NetScout Systems in connection with its acquisition of Danaher’s communication business (announced deal value US$2.6 billion) (international aspects only).
  • Symantec Corporation in the sale of its information management business (dba “Veritas”) to The Carlyle Group (announced deal value US$8 billion) (international aspects only).
466283

Practice:

  • Compensation & Benefits

Rebecca Servian Partner

London

Her expertise includes the creation of both equity-based and cash-based incentive plans, including the full range of HMRC tax-advantaged plans such as EMI plans and CSOPs, working on the incentives aspects of corporate transactions, including both venture capital and private equity investment, public company takeovers, IPOs, and company reorganizations. She considers the impact of the transaction on the share plans for employees and implements new incentive arrangements following investment into companies and businesses. She also guides listed companies on how to reward their executive directors in accordance with market practice and best corporate governance.

Rebecca is a member of the Share Plan Lawyers Organisation and a contributor to various publications (such as the Practical Law Company). She received a band 5 ranking in Employee Share Schemes & Incentives by Chambers UK 2025, is a “Leading Individual” under The Legal 500’s legal directory and has been recognized by MergerLinks as one of the top 30 most active up-and-coming tax lawyers in EMEA.

Practice:

  • Technology & Innovation Sector
  • Compensation & Benefits

Taylor Ball Senior Associate

Santa Monica

Taylor’s recent sell-side experience includes having represented 

  • Heap Inc. in its acquisition by Content Square SAS
  • Casetext, Inc. in its acquisition by Thomson Reuters
  • BrightBytes, Inc. in its acquisition by Google
  • Green Street Power Partners in its sale of a majority equity interest to DIF Capital Partners
  • Clever Inc. in its acquisition by Kahoot!
  • 21st Century Fox, Inc.* in its acquisition by The Walt Disney Company
  • E Trade Financial Corporation* in its acquisition by Morgan Stanley
  • Rockwell Collins, Inc.* in its acquisition by United Technologies Corp.
  • DPx Holdings B.V.* in its acquisition by Thermo Fisher

Her recent buy-side experience includes having represented 

  • SAP SE in its acquisition of WalkMe Ltd.
  • Galaxy Digital LP in its acquisition of GK8 Ltd.
  • Workday in connection with multiple transactions, including its acquisition of Evisort, HiredScore, and Peakon
  • Marvell Technology in its acquisition of Tanzanite Silicon Solutions
  • Antin Infrastructure in its acquisition of GTL Leasing
  • Algolia in its acquisition of Search.io
  • IAC* in its acquisition of Care.com
  • French Multinational Luxury Goods Company* in its acquisition of Tiffany & Co.
  • Exact Sciences Corporation* in its acquisition of Genomic Health, Inc.
  • Hillenbrand, Inc.* in its acquisition of Milacron Holdings
*Denotes pre-Orrick experience.

Practice:

  • Technology & Innovation Sector
  • Compensation & Benefits

Taylor Ball Senior Associate

Santa Monica

Taylor’s recent sell-side experience includes having represented 

  • Heap Inc. in its acquisition by Content Square SAS
  • Casetext, Inc. in its acquisition by Thomson Reuters
  • BrightBytes, Inc. in its acquisition by Google
  • Green Street Power Partners in its sale of a majority equity interest to DIF Capital Partners
  • Clever Inc. in its acquisition by Kahoot!
  • 21st Century Fox, Inc.* in its acquisition by The Walt Disney Company
  • E Trade Financial Corporation* in its acquisition by Morgan Stanley
  • Rockwell Collins, Inc.* in its acquisition by United Technologies Corp.
  • DPx Holdings B.V.* in its acquisition by Thermo Fisher

Her recent buy-side experience includes having represented 

  • SAP SE in its acquisition of WalkMe Ltd.
  • Galaxy Digital LP in its acquisition of GK8 Ltd.
  • Workday in connection with multiple transactions, including its acquisition of Evisort, HiredScore, and Peakon
  • Marvell Technology in its acquisition of Tanzanite Silicon Solutions
  • Antin Infrastructure in its acquisition of GTL Leasing
  • Algolia in its acquisition of Search.io
  • IAC* in its acquisition of Care.com
  • French Multinational Luxury Goods Company* in its acquisition of Tiffany & Co.
  • Exact Sciences Corporation* in its acquisition of Genomic Health, Inc.
  • Hillenbrand, Inc.* in its acquisition of Milacron Holdings
*Denotes pre-Orrick experience.
466283

Practice:

  • Compensation & Benefits

Rebecca Servian Partner

London

Her expertise includes the creation of both equity-based and cash-based incentive plans, including the full range of HMRC tax-advantaged plans such as EMI plans and CSOPs, working on the incentives aspects of corporate transactions, including both venture capital and private equity investment, public company takeovers, IPOs, and company reorganizations. She considers the impact of the transaction on the share plans for employees and implements new incentive arrangements following investment into companies and businesses. She also guides listed companies on how to reward their executive directors in accordance with market practice and best corporate governance.

Rebecca is a member of the Share Plan Lawyers Organisation and a contributor to various publications (such as the Practical Law Company). She received a band 5 ranking in Employee Share Schemes & Incentives by Chambers UK 2025, is a “Leading Individual” under The Legal 500’s legal directory and has been recognized by MergerLinks as one of the top 30 most active up-and-coming tax lawyers in EMEA.

Practice:

  • Compensation & Benefits
  • Compensation & Benefits M&A
  • Capital Markets
  • Blockchain & Digital Assets

Alyssa Ohanian Of Counsel

Santa Monica

Alyssa advises public company clients across a broad range of industries regarding equity offerings, compliance with federal securities laws, and requirements of the major U.S. stock exchanges. She assists in-house counsel, management, and boards of directors on SEC and stock exchange disclosure and reporting requirements, director and executive compensation, and corporate governance matters.

Alyssa also counsels both public and private companies on the design, implementation and taxation of executive compensation and equity compensation arrangements, including executive employment agreements, change in control and severance plans, and cash and equity incentive programs, along with other compensation and benefits matters in the context of ongoing business operations, M&A transactions, spin-offs, and venture capital financings.

Practice:

  • Compensation & Benefits
  • Compensation & Benefits M&A
  • Capital Markets
  • Blockchain & Digital Assets

Alyssa Ohanian Of Counsel

Santa Monica

Alyssa advises public company clients across a broad range of industries regarding equity offerings, compliance with federal securities laws, and requirements of the major U.S. stock exchanges. She assists in-house counsel, management, and boards of directors on SEC and stock exchange disclosure and reporting requirements, director and executive compensation, and corporate governance matters.

Alyssa also counsels both public and private companies on the design, implementation and taxation of executive compensation and equity compensation arrangements, including executive employment agreements, change in control and severance plans, and cash and equity incentive programs, along with other compensation and benefits matters in the context of ongoing business operations, M&A transactions, spin-offs, and venture capital financings.

432843

Practice:

  • Financial & Fintech Advisory
  • Strategic Advisory & Government Enforcement (SAGE)
  • Fintech

Steven vonBerg Counsel

Washington, D.C.

Steve’s practice is focused on the full spectrum of federal mortgage lending laws, particularly those that have come out of the Consumer Financial Protection Bureau (CFPB), including the Ability-to-Repay and Qualified Mortgage (ATR/QM) rule, the Loan Originator Compensation rule, the Truth in Lending Act-Real Estate Settlement Procedures Act (TILA-RESPA) Integrated Disclosure rule (TRID), RESPA Section 8, the 2013 Mortgage Servicing Rules and the Home Mortgage Disclosure Act (HMDA) amendments.

Steve is active in the mortgage industry, writing articles and is a regular speaker at mortgage industry conferences. He was a contributing author to the CFPB Mortgage Origination Handbook (2nd Edition).  Steve also holds a Certified Mortgage Banker designation from the Mortgage Bankers Association and also completed the MBA's Future Leaders Program in 2018.

Prior to joining Orrick, Steve was Counsel at Buckley LLP.

431399

Practice:

  • Financial & Fintech Advisory
  • Strategic Advisory & Government Enforcement (SAGE)
  • Fintech

Jeffrey Naimon Partner

Washington, D.C.

He defends financial services companies facing complex examination or enforcement matters before the Consumer Financial Protection Bureau (CFPB), the Federal Trade Commission (FTC), and federal and state banking regulators, with a focus on fair lending, unfair, deceptive or abusive acts and practices (UDAAP), loan servicing, privacy and credit reporting, debt collection, servicemember protections and other consumer protection issues.

He assists banks and nonbanks (including fintech entities) structure, negotiate and operate a variety of partnerships, outsourcing programs and other third-party arrangements, including performing due diligence, negotiating transactions and advising on ongoing oversight protocols to meet regulatory expectations for third-party arrangements.

Jeff also assists in negotiating acquisition, capital markets and servicing transactions, advising on how best to structure the transaction to reduce risk and expedite deal closure, performing due diligence and assisting in obtaining the necessary change of control and other regulatory approvals.

Jeff is consistently recognized as a leading lawyer in Financial Services Regulation: Consumer Finance (Compliance) in Chambers USA, which praised him for his "extremely high intellect regarding compliance matters and negotiation skills. There's none better at arguing a disputed point." He is also a Fellow of the American College of Consumer Financial Services Lawyers.

He currently serves as the Co-chair of the Professional Development Task Force and previously served as Co-chair (2011-2013) and Co-vice Chair (2008-2010) of the Truth in Lending Subcommittee of the American Bar Association’s Consumer Financial Services Committee and has authored numerous articles on consumer financial services.

Prior to joining Orrick, Jeff was a partner at Buckley LLP.