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Caryn Coppedge McNeill

AA Contact Info

Sarah Herklotz
Phone: 919.821.6749


Caryn McNeill leads Smith Anderson’s Employee Benefits and Executive Compensation practice group. Caryn receives a Band 1 ranking in Chambers USA. Clients say she is a “seasoned expert, incredibly knowledgeable and intelligent” (Chambers USA 2021). The firm’s Employee Benefits and Executive Compensation group is also highly credentialed, having consistently received the highest ranking (metropolitan Tier 1) from U.S. News & World Report and Best Lawyers® “Best Law Firms” since 2010 and recently been ranked in Band 1 of Chambers USA Employee Benefits & Executive Compensation. Caryn regularly advises public and private companies on all aspects of the design, implementation and administration of employee benefit plans and executive compensation arrangements, including stock option plans and other types of equity-based compensation arrangements. A significant part of her practice is devoted to counseling and negotiating on behalf of clients in connection with mergers and acquisitions.

Caryn is a Past President of the North Carolina Bar Association, a former Board Chair of Ravenscroft School, an elected member of The American Law Institute (ALI) and member of Smith Anderson’s Management Committee.

  • President, North Carolina Bar Association (2017-2018)
  • Elected Member, The American Law Institute 
  • Carolinas Chapter of The ESOP Association
  • National Association of Stock Plan Professionals
  • Triangle Benefits Forum
  • Chair, Board of Trustees, Ravenscroft School (2015-2017)
  • Best Lawyers®, Employee Benefits (ERISA) Law (2010-2022)
  • Best Lawyers®, “Lawyer of the Year,” Raleigh Employee Benefits (ERISA) Law (2013, 2016, 2018, 2020)
  • Chambers USA: America's Leading Lawyers for Business, Employee Benefits & Executive Compensation (2021-2022)
  • North Carolina Super Lawyers (2014-2022)
  • North Carolina Lawyers Weekly "Women of Justice" Award Recipient (2019)
  • North Carolina Lawyers Weekly "Leaders in the Law" Honoree (2017)
  • Martindale-Hubbell AV Preeminent Rated
  • Triangle Business Leader Media's Pro Bono Impact Award
  • Fellow, American Bar Foundation



  • Represented a North Carolina bank and its parent with respect to the employee benefits aspects of an approximately $220 million merger with another bank.
  • Advised a multinational Fortune 500 provider of product development and integrated healthcare services on benefits-related matters in its merger with a NYSE-listed global information and technology services company, creating a leading information and tech-enabled healthcare service provider. The equity market capitalization of the joined companies was more than $17.6 billion at closing.
  • Advised a leading utilities, solar, and electrical contractor in a definitive agreement to be acquired by an independent sponsor for an undisclosed amount of cash and equity.
  • Provided employee benefits advice to a global LED lighting and semiconductor manufacturing company in connection with its agreement to sell $850 million of assets to a publicly traded German company. The parties terminated the sale before closing due to regulatory considerations.
  • Represented a global provider of biopharmaceutical services in its $1.1 billion initial public offering and listing on the New York Stock Exchange, including design and preparation of new stock incentive plan and annual management incentive plan, and assistance with related disclosures.
  • Served as company counsel with respect to ESOP’s participation in $2.04 billion aftermarket auto parts industry merger.
  • Advised a global contract research organization and drug development services company in a definitive agreement to acquire a provider of decentralized and traditional clinical trial-related services.
  • Advised a global contract research organization and drug development services company in a definitive agreement to acquire a provider of mobile-connected self-service platform solutions for decentralized clinical trials.
  • Advised an online gaming company in a definitive agreement to acquire an online 3-D modeling company.
  • Advised an online gaming company in an acquisition of a UK-based pioneer in the "kidtech" market.
  • Advised a contract research organization in a definitive agreement to acquire a specialized contract research organization for the biotechnology industry.
  • Advised a private equity fund and its contract research solutions portfolio company in their acquisition of a statistical programming, consulting, and data management company.
  • Represented a pharmaceutical company being acquired by a global biopharmaceutical company and negotiated related 280G treatment and future severance protection and incentive arrangements for seller’s employees.
  • Advised a public biotherapeutic company about the 409A issues associated with extending the term of expiring options and the correction of same.
  • Represented an institutional ESOP trustee in connection with the purchase of 100% of the stock of a chemical supplier.
  • Advise multiple companies about a variety of issues associated with the administration of their qualified retirement plans, including creating investment policy statements, reviewing investment performance and replacing investment options; analyzing fiduciary issues related to changes in employer contributions or other plan design issues due to changes in economic circumstances; and correcting operational failures arising in day-to-day plan administration.
  • Advised a semiconductor and LED company on employee benefits aspects of the divestiture of its lighting products business unit for an initial cash payment of $225 million plus the potential to receive an earn-out payment based on the business’s post-closing performance.
  • Advised a publicly traded health services company on the employee benefits aspects of its acquisition of a health services division of a privately held company for $105 million in cash.
  • Advised a 100% Employee Stock Ownership Plan-owned company providing support services to the poultry industry in an acquisition by a private equity-backed buyer for approximately $21 million in cash and equity.
  • Advised a private equity fund on the employee benefits aspects of its acquisition of a specialty pharmaceutical company.

News & Publications


Speaking Engagements


  • Co-Presenter, "Managing Retirement Plan Risk: Fiduciary Duties and Litigation Trends," Smith Anderson 29th Annual Employment Law Update, Virtual
  • Co-Presenter, "The Ins and Outs of Fiduciary Duties – Limiting Your Exposure," First Citizens Bank Retirement Plan Education Series, Virtual
  • Co-Presenter, "Supporting Employees and Reducing Costs: Employee Benefits in a Pandemic,” Smith Anderson 28th Annual Employment Law Update, Virtual
  • “Bring Yourself Joy: Balancing Ambition, Fulfillment and Tranquility as a Working Woman,” NC Chamber’s Women – A Force In Business, Raleigh, N.C.
  • Co-Presenter, "Benefits in Mergers & Acquisitions for the HR Generalist: The Real Deal,” Smith Anderson 26th Annual Employment Law Update, Cary, N.C.
  • "Five Habits of the Most Professional Lawyers I Know,” Duke Law School LEAD Week Professionalism Luncheon, Durham, N.C.
    08.2017 and 08.2018
  • "The North Carolina Bar Foundation: Supporting a Culture of Service and Giving in the Profession," North Carolina’s Top 50 Women "Super Lawyers” Reception, Greensboro, N.C.
  • "Lessons Learned" and "Leadership in Partnership," NCAIS Conference for Heads and Trustees, Southern Pines, N.C.
  • "Keeping the One Big Thing, The One Big Thing:  Practical Governance for Independent School Boards," Ravenscroft School’s Ravens Council
  • "Achieve Your Vision Through Great Governance," CASE-NAIS Independent Schools Conference, New York, N.Y.
  • "Benefits Implications of Contingent Workforces," Smith Anderson's 23rd Annual Employment Law Update, Cary, N.C.
  • "Benefits Implications of Contingent Workforces," Carolinas Chapter of the ESOP Association 8th Annual Conference, Charlotte, N.C.
  • "Selling Your ESOP Company: Tales from the Trenches," 2015 ESOP Invitational, Pinehurst Resort, N.C.
  • "Correcting Problems with Your Retirement Plan," Smith Anderson’s 22nd Annual Employment Law Update, Cary, N.C.
  • "Executive Compensation for ESOP Companies: What’s Hot and What’s Not," Carolinas Chapter of the ESOP Association 7th Annual Conference, Pinehurst, N.C.
  • "Executive Compensation in ESOP Companies," 2014 ESOP Invitational, Williamsburg, Va.
  • "Basics of an ESOP Committee," Carolinas Chapter of the ESOP Association 6th Annual Conference, Pinehurst, N.C.
  • "Trustees and the ESOP Valuation Update: Is Your Report Keeping Pace with Your Business?," 2013 ESOP Invitational, Pinehurst, N.C.
  • "Best Practices for Internal ESOP Trustees," Carolinas Chapter of the ESOP Association 5th Annual Conference, Pinehurst, N.C.
  • "Valuation JEOPARDY!," The ESOP Association’s Tri-Chapter Regional Conference, Pinehurst, N.C.
  • "Fiduciaries & Valuations," The ESOP Association’s Tri-Chapter Regional Conference, Pinehurst, N.C.
  • "An Overview of Health Reform and The Health Care Reform Act," Smith Anderson's 18th Annual Employment Law Update, North Carolina Bar Center, Cary, N.C.
  • "Health Care Reform: Where Do We Go From Here?," Carolinas Chapter of The ESOP Association 3rd Annual Conference, Pinehurst, N.C.
  • "The Employment Law and ESOP Implications of Reductions in Force and Multiple Layoffs," Carolinas Chapter of The ESOP Association 2nd Annual Conference, Pinehurst, N.C.
  • "Opportunities and Obstacles in an Economic Slowdown," The ESOP Association's 2009 ESOP Southeast Regional Conference, Savannah, Ga.
  • "Are Your 401(k) Fiduciary Responsibilities Keeping You Up at Night?," Joint Program with Aon Consulting, North Carolina Bar Center, Cary, N.C.
  • "Assorted Issues with ESOP Investments in Today's Market," Carolinas Chapter of The ESOP Association 1st Annual Conference, Pinehurst, N.C.
  • "Special Issues in Mergers and Acquisitions: Employee Benefits Implications," North Carolina Bar Association 2008 Business Law Section and Corporate Counsel Section Joint Annual Meetings, Pinehurst, N.C.

Bar & Court Admissions

  • North Carolina


Duke University, J.D., 1991

Davidson College, B.A., with honors in English, 1988

Holton-Arms School, 1984

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