• vcard
816.572.4614
  • Education
    • LL.M., New York University School of Law, 1978, Taxation
    • J.D., University of Missouri - Kansas City School of Law, 1977, with distinction
    • B.S., Tulane University, 1974, cum laude
Robert D. Grossman is a shareholder in the Corporate and Transactional Practice Group in Kansas City and leads the firm’s National ESOP Practice. Bob has extensive experience with a variety of corporate matters and brings a broad, seasoned perspective to clients’ business challenges and the development of business strategies.

Mr. Grossman is a nationally-recognized ESOP authority, known for providing sophisticated, but practical, advice to shareholders, boards, management teams and fiduciaries of employee-owned companies, including some of the largest and most successful in the country. 

Bob’s practice involves the design, drafting and operation of ESOPs as well as other types of qualified retirement plans, executive compensation and equity and non-equity based management incentive plans. In addition, he is regularly involved in the design, structure, negotiation and documentation of complex ESOP transactions involving senior credit facilities, subordinated debt, stock redemption agreements, stock purchase agreements and ESOP financing documents. Mr. Grossman also has significant experience advising companies on matters involving corporate governance and fiduciary responsibilities.

Bob has advised public as well as private companies, including large professional service organizations, in a wide variety of industries, including advertising, architecture, automotive, banking, chemicals, commodities trading, construction, craft breweries, energy, engineering, financial services, health care, insurance, iron and steel distribution, manufacturing, pharmaceuticals, printing, professional and other services, retail, security, software development, telecommunications and travel.
  • On-going advice to numerous ESOP companies, including some of the largest in the United States, regarding transactional structuring, plan design, operational issues, fiduciary responsibilities, corporate governance and executive compensation. Plans range in size from approximately $5 million to over $5 billion in value
  • Provide counsel on a regular and recurring basis to companies in connection with the structure, negotiation and documentation of corporate redemptions, tender offers and other stock purchases in combination with ESOP purchases of stock
  • Represent plan sponsors and fiduciaries with audits and investigations by government agencies, including the Internal Revenue Service and the Department of Labor
  • Represented plan sponsors and plan fiduciaries in connection with litigation involving drop in price of publicly-traded company stock held by qualified retirement plans
  • Represented ESOP-owned construction company in connection with $100 million stock sale
  • Represented construction company in connection with the formation of a new ESOP and the purchase by the ESOP of over $300 million of stock
  • Represent several of the largest engineering, construction and design firms in the United States in connection with the design, documentation and operation of their ESOP
  • Represented engineering firm in connection with the formation of a new ESOP, debt restructuring and the purchase of stock from approximately 50 shareholders
  • Represented fiduciary of ESOP-owned company in connection with redemption of stock for notes and warrants
  • Represented publicly-traded pharmaceutical company in connection with establishment and operation of ESOP and purchase of $106 million of preferred stock
  • Represented fiduciaries of ESOP in connection with $82 million sale of stock to publicly-traded telecommunications company
  • Represented fiduciaries of ESOP in connection with $25 million sale of stock to publicly-traded company
  • Represented privately-owned international security firm in connection with establishment of ESOP and purchase of stock from individual stockholders
  • Represented individual owners of several companies  in connection with Section 1042 tax-deferred sales of stock to ESOPs
  • Represented fiduciaries of convenience-store chain ESOP in connection with $300 million sale of stock
  • Represented several plan sponsors in connection with the ERISA and securities law aspects of using participant 401(k) elective deferrals to purchase company stock
  • Represented fiduciaries of ESOP in connection with sales of stock in initial public offering
  • Represented the trustee of a newly formed ESOP in connection with the purchase of stock from founders of a craft brewery
  • Serve as an expert witness in significant cases involving ESOPs
 
text icon Publications & Presentations
Resolving DOL Investigations
Panelist, NCEO Annual Employee Ownership Conference, Pittsburgh, PA
April, 2019
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Anatomy of a DOL Investigation
Panelist, ESCA Leadership Summit, Ft. Lauderdale, FL
February, 2019
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Best Practices in Governance
Session Leader, ESCA Leadership Summit, Ft. Lauderdale, FL
February, 2019
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Trustees' Duties, ESOP Association Annual Conference
Speaker, Washington D.C.
May 2018
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The Great Debate: ESOP Sustainability
Moderator, Annual Spring Kansas City ESOP Seminar, Heart of America Chapter of The ESOP Association, Kansas City, MO
April 2018
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Advanced ESOP Topics
Speaker, American Council of Engineering Companies ("ACEC"), Annual Convention and Legislative Summit, Washington, D.C.
April 2018
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Legal and Regulatory Update
Speaker, The ESOP Association 2017 Las Vegas Conference and Trade Show, Las Vegas, NV
November 2017
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ESOPs and Engineering Firms
Speaker, The American Council of Engineering Companies ("ACEC") Fall Conference, Orlando, FL
October 2017
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Internal Fiduciary’s Review of the Valuation Report
Speaker, ESOP Heart of America Chapter of The ESOP Association 18th Annual Fall Conference, Kansas City, MO
August 2017
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Fiduciary Responsibilities with Stock Purchases and Redemptions
Speaker, The ESOP Association 40th Annual Conference, Washington, D.C.
May 2017