Stoll Keenon Ogden PLLC | Advertising Material

Stoll Keenon Ogden PLLC | Advertising Material

Sharon A. Mattingly

Member, Louisville

Sharon is a Member in Stoll Keenon Ogden’s Louisville office and has been with the firm since 1991. She is part of the Labor, Employment & Employee Benefits practice, as well as the Securities & Corporate Governance and Mergers & Acquisitions practices and serves on the board of directors for the firm. 

Focusing primarily on employee benefits, Sharon assists businesses and organizations across all sectors in maintaining compliant benefit offerings. She works with employers, from solo practitioners to partnerships to Fortune 500 companies.

Sharon is AV Preeminent® Peer Review Rated by Martindale-Hubbell®, is listed in Best Lawyers in America® and is honored as a Kentucky Super Lawyers® for her many legal accomplishments. She is a frequent speaker at seminars and community meetings.

Sharon is a current member and the former president of the Louisville Employee Benefits Council, and is a member of the ESOP Association and the Women Lawyers Association of Jefferson County. She previously served on the executive committee and board of directors for the Kentucky Shakespeare Festival, and on the board of directors for the Business and Professional Women of River City. She serves on various committees with the Cathedral of the Assumption, mainly related to its “Feed My Neighbor” program.

Labor, Employment & Employee Benefits: Sharon has more than 25 years of experience in the design and maintenance of qualified and nonqualified retirement plans, health and welfare plans, and executive deferred compensation plans. She also provides guidance on employee benefit issues in mergers and acquisitions, as well as the purchase and sale of businesses through employee stock ownership plans. She has done extensive work with the Internal Revenue Service and the Department of Labor on tax and ERISA compliance. Since the Patient Protection and Affordable Care Act was signed into law in March 2010, Sharon has provided counsel to employers on the impact of the various components of the Act on their businesses and employees.

Securities & Corporate Governance: In the area of executive compensation, Sharon has provided counsel to privately held and publicly traded companies and nonprofit entities. She has experience with both equity- and performance-based incentive compensation, including stock option plans, phantom plans, restricted stock plans and stock appreciation rights. She regularly addresses IRC 280G and 409A compliance issues.

Mergers & Acquisitions: Sharon coordinates benefit program transitions, redesign, or terminations for employers in the process of buying and selling businesses. She advises employers on what can be changed and what should, or must, be protected.

Vanderbilt University Law School
1991, J.D.
University of Louisville
1988, B.A., summa cum laude
U.S. District Court, Eastern District of Kentucky
U.S. District Court, Western District of Kentucky


  • AV® Preeminent™ Peer Review Rated by Martindale-Hubbell®
  • Best Lawyers® 2016 Employee Benefits (ERISA) Law "Lawyer of the Year" in Louisville
  • The Best Lawyers in America®, Employee Benefits (ERISA) Law, 1991 - present
  • Kentucky Super Lawyers® Honoree, 2007; 2015 - 2023
  • Louisville Magazine Top Lawyer, Employee Benefits Law and Retirement Benefits/Pension Law, 2012 - 2014
  • Woodcock Medal Recipient
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  • Louisville Bar Association
  • Kentucky Bar Association, Member Services Committee, 2012-2015
  • American Bar Association
  • Lets Dance Louisville/Feed My Neighbor, Steering Committee, 2014-present
  • The ESOP Association, 2000-present
  • Women Lawyers Association of Jefferson County, 1995-present
  • Kentucky Public Pension Oversight Board, Member
  • Focus Louisville Alumni Group
  • Louisville Employee Benefits Counsel, 1991-present; Past President
  • Kentucky Shakespeare Festival, former Board of Directors
  • Business & Professional Women/River City, former Board of Directors
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Work Highlights

Reorganization, Refinancing and Acquisition of Major Healthcare Entity

Stoll Keenon Ogden represented a major healthcare services entity, its affiliated upstream and sister companies, its owners and its founding management team in comprehensive reorganization, refinancing and acquisition transactions totaling more than $300 million. The matters resulted in the closing of a senior secured term loan and  revolving credit facilities secured by owned senior care facilities in four states with a 9-member syndicate of commercial banks; the requisition of waivers, consents and estoppels from various property lessors on leased senior care facilities in four states; restructuring of upstream holding companies and combination of two upstream ownership groups and boards of managers; the creation of a management company; the introduction of healthcare facility management agreements; the migration of payroll and benefits for more than 7,000 employees; the related restructuring of multiple lease and debt financing and supplier relationships;  the creation and reorganization of multiple SPE organizations accompanied by extensive non-consolidation analysis and issuance of a substantive non-consolidation opinion to the lending syndicate; the exercise of purchase option and acquisition of multiple senior care facilities; the contribution of additional equity capital from the client’s majority owners; and the amendment and restructuring of multiple Master Lease and inter-creditor agreements.

News Publications Seminars
"The Affordable Healthcare Act:  Its Impact on Your Business," 2013 Kentucky Cable Telecommunications Association Annual MeetingAug, 28, 2013
"Your 401(k) Plan - Compliance with IRS and DOL Regulations," CPAs in Business and Industry Conference presented by the Kentucky Society of CPAsSept. 16, 2011
"Fiduciary Responsibility and the ESOP Trustee," 7th Annual Tri-State ESOP Conference, co-presenter2008
"Business Succession Planning with ESOPs," 2007 Business Life Cycle Series, panel moderator2007
"What is 409(p) and Why Do We Care," 6th Annual Tri-State ESOP Conference, co-presenter2007
"Education Assistance Programs," Corporate Education Connection Series, presenter2007
"Annual Employee Benefits Law Update," Indiana University Southeast Human Resources Breakfast Series, presenter2003-2007
"Health Savings Accounts - The Latest Health Benefit Plan," presenter2004
"Nuts and Bolts of 401(k) Plans," Lorman Education Services, presenter2001-2003
"HIPAA Compliance in Kentucky: Understanding the Security and Privacy Regulations," Lorman Education Services, presenter2003
"Section 125 Cafeteria Plans," Lorman Education Services, presenter2003
"Integrating Retirement Plans into Estate Planning Process," Lorman Education Services, presenter2001