Teresa Johnson serves as a trusted advisor to the C suite and board members, working closely with boards of directors in the boardroom and in committee meetings. In her corporate governance work and thought leadership, Teresa has focused in particular on board diversity, stakeholder capitalism and other ESG matters. In recent speaking engagements, she moderated a panel on board governance at the IFSEA conference in London in June 2022, and was the guest on the On Boards podcast speaking on ESG risk management, Board Diversity and Stakeholder Capitalism (published June 1, 2022). She is one of the founders of the firm’s ESG practice and is the co-head of the firm's Capital Markets practice. Teresa advises clients on securities transactions, compliance and reporting matters.

A “notable practitioner” (Chambers USA: California 2021), Ms. Johnson has been recognized by the Daily Journal as one of the top 25 corporate transaction attorneys on the publication's annual list of the "Top 100 Women Lawyers."

Ms. Johnson is an officer of the Bar Association of San Francisco and is one of the leaders of the Legal Alliance for Reproductive Rights, a coalition among BASF, the San Francisco City Attorney and a large cohort of law firms (including Arnold & Porter), which coordinates providing pro bono legal assistance in connection with the exercise of reproductive rights following the Dobbs decision.

Ms. Johnson practiced in London for several years before returning to the United States. Ms. Johnson was a member of the Stanford Law Review.

Experience

  • Frank Family Vineyards, a premium Napa Valley winery, in its $315 million sale to Australia-based Treasury Wine Estates.
  • The Charles Schwab Corporation in multiple debt and securities transactions, governance, and securities compliance matters, including the following recent transactions:
  • Senior Notes:
    • $600M in 4.20% Senior Notes due 2025; and $500M in 4.625% Senior Notes due 2030
    • $1,250,000,000 of 0.900% Senior Notes due 2026
    • $750,000,000 of 1.650% Senior Notes due 2031
    • $1.25 billion of floating rate SOFR senior notes due 2024, $1.5 billion of 0.750% senior notes due 2024 and $1.25 billion 2.000% senior notes due 2024.
  • Depositary Shares Representing Preferred Stock:
    • 2,500,000 Depositary Shares representing interests in 5.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series G, with gross proceeds of $2,500,000,000.
    • 2,500,000 Depositary Shares, representing interests in 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series H, with gross proceeds of $2.5 billion.
    • 2,250,000 depositary shares representing interests in 4.000% fixed-rate reset noncumulative perpetual Series I preferred stock, with gross proceeds of $2.25 billion.
    • 24,000,000 depositary shares representing interests in 4.450% noncumulative perpetual Series J preferred stock, with gross proceeds of $600 million.
  • NFL team in corporate, governance and financing matters, including the financing of its new $1.8 billion stadium, financed on a project finance basis with multiple entities and public and private financial support.
  • Selling shareholder (member of controlling family) in the 2019 initial public offering of Levi Strauss & Co.
  • Far Niente Wine Estates, one of the oldest wineries in California, in connection with corporate governance matters and M&A, including the sale of a controlling interest to GI Partners.
  • Heitz Wine Cellars, a renowned family owned Napa Valley winery, in connection with corporate governance matters and its sale to Gaylon Lawrence Jr.
  • The Wine Group (third largest wine producer in world by volume) in multiple debt transactions.
  • Toyota Motor North America and Toyota Motor Sales, USA Inc. in multiple financing, commercial and other transactions.
  • Toyota Motor Sales, USA Inc. in Toyota's support for hydrogen fuel infrastructure.

Recognition

Best Lawyers
Corporate Law (2014–2023)
Northern California Super Lawyers
Securities & Corporate Finance (2004, 2006, 2009–2022)
San Francisco Business Times
"Outstanding Voices" (2022)
More

Credentials

Education
  • JD, Stanford Law School, 1992
  • BA, Harvard University, 1989, cum laude
  • Certificate, Sustainable Capitalism and ESG, University of California, Berkeley, School of Law, 2022
Admissions
  • California
  • New York
  • Texas
  • England and Wales
Activities
  • Officer and Board Member, Bar Association of San Francisco
  • Member, American Bar Association
  • Member, State Bar of California
  • Member, New York State Bar Association
  • Member, State Bar of Texas
Languages
  • French
  • Italian
Overview

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