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Profile Picture

Ronald O. Mueller

Ronald
Mueller

Partner

CONTACT INFO

rmueller@gibsondunn.com

TEL:+1 202.955.8671

FAX:+1 202.530.9569

Washington, D.C.

1050 Connecticut Avenue, N.W., Washington, DC 20036-5306 USA

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PRACTICE

Securities Regulation and Corporate Governance Capital Markets Executive Compensation and Employee Benefits Mergers and Acquisitions Shareholder Activism

BIOGRAPHY

Ronald Mueller is a partner in Gibson Dunn’s Washington, D.C. office and a founding member of the firm’s Securities Regulation and Corporate Governance practice group. He advises public companies on a broad range of SEC disclosure and regulatory matters, executive and equity-based compensation issues, and corporate governance and compliance issues and practices. He advises some of the largest U.S. public companies on SEC reporting, proxy disclosures and proxy contests, shareholder engagement and shareholder proposals, and insider trading and Section 16 reporting and compliance. As well, he advises on many corporate governance matters, including governing documents for companies, boards, and board committees, such as bylaws and committee charters, director independence and related party transaction issues, and corporate social responsibility.

Mr. Mueller was named 2020 Washington, D.C. Corporate Governance Law Lawyer of the Year by Best Lawyers®. He has been ranked by Chambers and in 2019 and 2020 was recognized by Chambers USA as a top Securities: Regulation attorney. He is listed in the 2018 edition of The Best Lawyers in America® in the categories of corporate governance law, corporate compliance law, and securities regulation. In 2017, Mr. Mueller was also recognized in Who’s Who of Corporate Governance Lawyers by Who’s Who Legal. He was also recognized by Expert Guides as a top Corporate Governance attorney. Mr. Mueller was named by BTI Consulting Group as a 2014 BTI Client Service All-Star for delivering “outstanding legal skills enveloped in a rare combination of practical business knowledge, extraordinary attention to client needs and noteworthy responsiveness.”

Mr. Mueller is active with the Committee on Federal Regulation of Securities, Section of Business Law, American Bar Association and is a fellow of the American College of Governance Counsel.  He is a frequent speaker and author on securities and corporate governance matters, including developments in proxy disclosures and proxy contests, the SEC’s disclosure requirements, corporate governance developments, Section 16 rules, and executive compensation issues.

From 1989 to 1991, Mr. Mueller worked as legal counsel to Commissioner Edward H. Fleischman at the United States Securities & Exchange Commission (SEC).  While at the SEC, Mr. Mueller worked on many of the matters before the Commission, including executive compensation rules, enforcement matters and regulatory initiatives. Mr. Mueller received his J.D., from Columbia Law School in 1986, where he was both a Harlan Fisk Stone Scholar and a James Kent Scholar, and his B.A., magna cum laude, from Vanderbilt University in 1982.

 

EDUCATION

Columbia University - 1986 Juris Doctor

Vanderbilt University - 1982 Bachelor of Arts

ADMISSIONS

District of Columbia Bar

RECENT PUBLICATIONS

Client Alert - December 8, 2020 | SEC Brings First Enforcement Action Against a Public Company for Misleading Disclosures About the Financial Impacts of the Pandemic
Client Alert - December 4, 2020 | Nasdaq Proposes New Board Diversity Rules
Firm News - October 8, 2020 | 33 Gibson Dunn Partners Recognized in Banking, Finance and Transactional Expert Guide
Client Alert - August 31, 2020 | A Double-Edged Sword? Examining the Principles-Based Framework of the SEC’s Recent Amendments to Regulation S-K Disclosure Requirements
Client Alert - August 4, 2020 | Shareholder Proposal Developments During the 2020 Proxy Season
Publications - July 16, 2020 | Webcast: Public Energy Company Briefing: Considerations for Second Quarter 2020 Reports and Board Meetings
Client Alert - June 25, 2020 | Additional U.S. Public Company Disclosure Considerations Related to the Impact of COVID-19
Client Alert - April 23, 2020 | Now Available: COVID-19 Resources for Public Companies
Publications - April 24, 2020 | Webcast: Public Energy Company Briefing: Considerations for First Quarter 2020 Reports and Board Meetings
Client Alert - April 8, 2020 | Key Governance Action Items in Response to COVID-19
Client Alert - March 26, 2020 | SEC Enforcement Focus on Fallout from COVID-19: Insights for Public Companies and Investment Advisers During a Crisis
Client Alert - February 5, 2020 | Considerations for Preparing Your 2020 Proxy Statement
Client Alert - January 13, 2020 | Considerations for Preparing Your 2019 Form 10‑K
Firm News - September 17, 2019 | Ronald Mueller and Lori Zyskowski Elected Fellows by American College of Governance Counsel
Client Alert - September 10, 2019 | SEC Staff Announces Significant Changes to Shareholder Proposal No-Action Letter Process
Client Alert - August 23, 2019 | SEC Issues New Guidance for Proxy Advisors and Investment Advisers Engaged in the Proxy Voting Process
Firm News - August 19, 2019 | 12 Gibson Dunn Partners Named Lawyers of the Year
Firm News - August 15, 2019 | Gibson Dunn Lawyers Recognized in the Best Lawyers in America® 2020
Client Alert - July 29, 2019 | Delaware Supreme Court Revisits Oversight Liability
Client Alert - February 8, 2019 | Developments on Public Company Disclosures on Board and Executive Diversity
Client Alert - July 12, 2018 | Shareholder Proposal Developments During the 2018 Proxy Season
Client Alert - December 26, 2017 | SEC Staff Provides Important Guidance for Disclosure and Accounting Implications of the Tax Cuts and Jobs Act – Practical Considerations for Reporting Companies
Client Alert - November 10, 2017 | SEC Staff Issues New Guidance on Shareholder Proposals
Client Alert - October 13, 2017 | SEC Proposes Amendments to Securities Regulations to Modernize and Simplify Disclosure
Client Alert - September 26, 2017 | SEC Issues Significant Guidance on Pay Ratio Rules
Client Alert - June 29, 2017 | Shareholder Proposal Developments During the 2017 Proxy Season
Client Alert - November 22, 2016 | Proxy Advisory Firm Updates and Action Items for 2017 Annual Meetings
Client Alert - November 1, 2016 | SEC Proposes New Universal Proxy Card Rules for Contested Elections
Article - October 1, 2016 | Executive Compensation Disclosure Handbook: A Practical Guide to the SEC’s Executive Compensation Disclosure Rules
Client Alert - June 28, 2016 | Shareholder Proposal Developments During the 2016 Proxy Season
Client Alert - May 19, 2016 | SEC Updates Guidance on Non-GAAP Financial Measures
Client Alert - October 26, 2015 | SEC Staff Reverses Longstanding Precedent on Exclusion of Conflicting Shareholder Proposals Rule; Affirms Business as Usual on Ordinary Business Rule
Client Alert - August 6, 2015 | SEC Adopts Final CEO Pay Ratio Disclosure Rules
Client Alert - August 5, 2015 | Council of Institutional Investors Announces Its Views on Proxy Access Best Practices
Client Alert - July 15, 2015 | Shareholder Proposal Developments During the 2015 Proxy Season
Client Alert - June 26, 2015 | Delaware Enacts Legislation Endorsing Exclusive Forum Clauses and Prohibiting Fee-Shifting Provisions
Client Alert - May 1, 2015 | SEC Proposes Rules Regarding “Pay Versus Performance” Disclosures
Client Alert - February 6, 2015 | Considerations for Public Company Directors in the 2015 Proxy Season and Beyond
Client Alert - September 11, 2014 | SEC Enforcement Actions Over Stock Transaction Reporting Obligations Offer Reminders for Public Companies and Their Insiders
Client Alert - July 1, 2014 | SEC Staff Releases Guidance Regarding Proxy Advisory Firms
Client Alert - June 25, 2014 | Shareholder Proposal Developments During the 2014 Proxy Season
Client Alert - May 13, 2014 | The Supreme Court of Delaware Upholds Fee-Shifting Bylaws as Facially Valid
Client Alert - February 3, 2014 | Drilling Down on the New ISS “QuickScore 2.0” and Recent ISS Guidance; Companies Should Verify ISS Data No Later than February 7, 2014
Client Alert - September 12, 2013 | Company Receives Credit in SEC Regulation FD Case Brought and Settled Against Former Vice President for Investor Relations
Client Alert - July 9, 2013 | Shareholder Proposal Developments During the 2013 Proxy Season
Client Alert - June 28, 2013 | Delaware Court of Chancery Upholds Validity of Forum Selection Bylaws
Client Alert - June 3, 2013 | SEC Issues FAQs On Conflict Minerals and Resource Extraction Rules
Client Alert - April 15, 2013 | SEC Issues Guidance on Use of Social Media to Disseminate Corporate Information
Client Alert - February 7, 2013 | Section 13(r) of the Securities Exchange Act of 1934: Disclosure Guidance for Public Companies
Client Alert - January 22, 2013 | The Spotlight Shines on Rule 10b5-1 Plans: What Public Companies Should Consider Now
Client Alert - December 19, 2012 | What Public Companies Need to Know about Broadened Sanctions and New SEC Reporting Requirements under the Iran Threat Reduction and Syria Human Rights Act
Client Alert - November 2, 2012 | Key Year-End Considerations for Public Companies
Client Alert - October 24, 2012 | NYSE and NASDAQ Stock Exchanges Propose Compensation Committee and Compensation Adviser Independence Rules
Client Alert - October 16, 2012 | ISS Releases Draft 2013 Proxy Voting Policies
Client Alert - October 16, 2012 | SEC Staff Issues Guidance on Shareholder Proposals
Client Alert - September 14, 2012 | Conflict Minerals: Understanding the SEC’s Final Rules
Client Alert - August 23, 2012 | SEC Adopts Conflict Minerals Rules
Client Alert - August 14, 2012 | New Iran Sanctions Legislation: Tighter Restrictions on Indirect Dealings and Enhanced Reporting Obligations
Client Alert - July 2, 2012 | U.S. Securities and Exchange Commission Adopts Dodd-Frank Compensation Committee and Adviser Independence Rules
Client Alert - May 29, 2012 | SEC Staff Guidance on Shareholder Proposals During 2012 Proxy Season
Client Alert - January 3, 2012 | Considerations for Public Company Directors in the 2012 Proxy Season
Client Alert - December 27, 2011 | ISS Issues White Paper on New Approach in Evaluating Pay for Performance Alignment
Client Alert - November 23, 2011 | ISS Releases Policy Updates for 2012 Proxy Season
Client Alert - October 17, 2011 | SEC Issues Interpretive Guidance on Cybersecurity Disclosures Under U.S. Securities Laws
Client Alert - July 22, 2011 | D.C. Circuit Vacates Securities and Exchange Commission’s Proxy Access Rule
Client Alert - March 31, 2011 | SEC Proposes Rules on Compensation Committee Independence and the Role of Compensation Consultants and Other Advisers
Client Alert - January 25, 2011 | SEC Adopts Say-on-Pay Rules
Client Alert - October 19, 2010 | SEC Proposes Rules for Say-on-Pay and Say-on-Golden-Parachute Votes
Client Alert - October 11, 2010 | Repeal of Credit Ratings Agency Exemption from Regulation FD
Client Alert - October 8, 2010 | Proxy Access Litigation and Next Steps
Client Alert - September 21, 2010 | Executive Compensation, Corporate Governance and Other Securities Disclosure Provisions in the Dodd-Frank U.S. Financial Regulatory Act
Client Alert - August 25, 2010 | U.S. SEC Adopts Final Rules on Proxy Access
Client Alert - July 28, 2010 | SEC Chairman Schapiro Announces Process for Commenting in Advance on Dodd-Frank Rulemaking
Client Alert - July 21, 2010 | Executive Compensation, Corporate Governance and Other Securities Disclosure Provisions in the Dodd-Frank U.S. Financial Regulatory Reform Act
Client Alert - June 30, 2010 | Executive Compensation and Corporate Governance Provisions in the Dodd-Frank U.S. Financial Regulatory Reform Bill
Client Alert - May 24, 2010 | Corporate Governance and Executive Compensation Provisions in Senate Financial Regulatory Reform Bill
Client Alert - February 4, 2010 | SEC Issues Interpretive Guidance on Climate Change Disclosures
Client Alert - December 16, 2009 | SEC Adopts Final Rules on Enhanced Proxy Statement Disclosures about Risk, Compensation and Other Corporate Governance Matters
Client Alert - December 7, 2009 | RiskMetrics Group Releases Policy Updates for 2010 Proxy Season
Client Alert - October 27, 2009 | SEC’s Division of Corporation Finance Issues New Shareholder Proposal Guidance
Client Alert - July 2, 2009 | SEC Proposes Rules on “Say On Pay” for TARP Recipients, Proposes Enhanced Corporate Governance Disclosures and Proxy Solicitation Rule Changes, and Approves Final Rule on Broker Discretionary Voting
Client Alert - May 20, 2009 | SEC Proposes Proxy Access Rules
Client Alert - May 6, 2009 | NYSE Amends Immediate Release Policy on Disclosure of Material Information
Client Alert - April 30, 2009 | Recent State and Federal Corporate Governance Developments
Client Alert - April 24, 2009 | SEC Staff Issues Updated Interpretive Guidance on Rule 10B5-1 Plans
Client Alert - March 13, 2009 | SEC Publishes for Comment Proposed Amendment to NYSE Rule to Eliminate Broker Discretionary Voting in Uncontested Director Elections
Client Alert - February 26, 2009 | NYSE Proposes to Eliminate Broker Discretionary Voting in Director Elections, Relax the $1 Share Price Requirement and Extend the $15 Million Market Capitalization Requirement
Client Alert - January 23, 2009 | NYSE Temporarily Reduces Market Capitalization Requirement to $15 Million
Client Alert - November 10, 2008 | Division of Corporation Finance Addresses the Shareholder Proposal Process
Client Alert - October 27, 2008 | Dealing with Underwater Stock Options
Client Alert - October 15, 2008 | Disclosure Considerations in Turbulent Times
Client Alert - September 19, 2008 | SEC Loosens Restrictions on Issuer Repurchases; Insider Trading Considerations Continue to Apply
Client Alert - July 31, 2008 | SEC Issues Guidance on Use of Company Websites to Disseminate Information to Investors
Client Alert - June 27, 2008 | SEC Issues Helpful New Form 4 and Form 8-K Interpretations
Client Alert - June 12, 2008 | U.S. District Court Addresses Section 13(d) Beneficial Ownership and Reporting Standards
Client Alert - May 27, 2008 | Recent Developments Highlight the Need to Review Advance Notice Bylaws
Client Alert - July 25, 2007 | SEC Proposes Shareholder Access Alternatives, Approves AS-5 and Adopts Definition of Significant Deficiency; PCAOB Proposes Amendments to Auditor Independence Rules
Client Alert - March 15, 2007 | SEC Staff Releases Additional Guidance Regarding Proxy Statement Disclosures
Client Alert - January 25, 2007 | SEC Staff Issues Interpretations on New Executive Compensation Disclosure Rules
Client Alert - December 22, 2006 | SEC Amends Executive Compensation Disclosure to More Closely Align with FAS 123R
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