Jennifer Merrigan Fay

Jennifer Fay is a partner in Goodwin’s Employment practice and a former member of the firm’s Executive Committee. She is also a founding member of the firm’s Trade Secrets & Restrictive Covenants practice and she is the lead partner of Goodwin’s Pay Equity Initiative. Jennifer focuses her employment law practice on servicing the firm’s life sciences, technology, private equity/venture capitalist and financial services clients, as counselor, a litigator and an employment law compliance expert. She has developed a particular expertise in connection with CEO and other executive-level employment issues, including in the healthcare setting, complex workplace investigations, restrictive covenants, employee separations and reductions in force, and the development and implementation of proactive human resources strategies, including interactive workplace training. Jennifer dedicates much of her practice to investigations related to alleged discrimination/harassment, ethics and policy violations, founders’ disputes and whistleblower claims.

Jennifer is also one of the firm’s primary specialists on employment-related issues that arise in connection with transactional matters, including mergers and acquisitions, asset deals and financing events. She regularly advises clients regarding complex topic areas, including IRS Code Section 409A compliance with respect to employment arrangements, sophisticated employment arrangements (including for public company executives), bonus plans and equity compensation matters.

She has special expertise in the areas of restrictive covenants including noncompetition, nondisclosure and nonsolicitation agreements. Trade secret issues often come into sharpest focus when an employee leaves one company to start another or work for a competitor. Such cases raise trade secret issues for all parties involved. Jennifer regularly provides strategic counseling and litigation services to clients who find themselves in these circumstances.

Jennifer also has in-depth knowledge of worker classification, discrimination, harassment and anti-retaliation laws, pay equity legislation and other high priority areas of interest for employers. She applies her subject matter expertise while counseling clients, negotiating with opposing counsel, handling disputes including through mediation and litigation, and collaborating with the firm’s business law attorneys and clients.

Jennifer works with publicly traded organizations as well as small businesses and across industry lines. She has ongoing relationships with many of the firm’s life sciences and technology clients, as well as numerous private equity and venture capital firms and their portfolio companies.

Her notable work in the past year includes handling sensitive and high stakes executive-level investigations and transitions, collaborating with respected economists to conduct gender pay equity audits, and presenting in venues across the country as a subject matter expert with respect to workplace harassment and assault.

Over the years, Jennifer has developed special expertise in the areas of executive employment agreements, worker classification matters, sexual and other types of discriminatory harassment, reductions-in-force and restrictive covenants.

Jennifer’s recent transactional representative experience includes:

• JMI Equity in its $90 million strategic growth investment in Coursedog
• TCR² Therapeutics in its definitive agreement with Adaptimmune Therapeutics, under which Adaptimmune will combine with TCR² to create a preeminent cell therapy company focused on treating solid tumors
• SonoThera in its $60.75 million Series A financing round
• Biocon Biologics in its acquisition of Viatris’ global biosimilars business for $3.335 billion
• Forma Therapeutics in its acquisition by Novo Nordisk
• iRobot in its definitive agreement to be acquired by Amazon for $1.7 billion
• Klaviyo in its product partnership with Shopify
• Checkmate Pharmaceuticals in its acquisition by Regeneron Pharmaceuticals for $250 million
• JMI Equity in its $85 million growth investment in ServiceTrade
• Pear Therapeutics in its business combination with Thimble Point Acquisition Corp. to become a publicly traded company

Jennifer is a graduate of the Massachusetts Commission Against Discrimination's Train the Trainer Certification Program and is a member of the Boston, Massachusetts and American Bar Associations.

Jennifer has been named a Recommended Lawyer by Legal 500 US for her work in Workplace and Employment Counseling in 2024.

Jennifer has been recognized by The Best Lawyers in America for her work in Litigation - Labor and Employment in 2022-2024, and in Employment Law – Individuals and Employment Law – Management in 2024.

Jennifer is listed in the Labor and Employment category in Chambers USA: America’s Leading Lawyers for Business, where clients praise her for being “commercial, savvy and an excellent lawyer,” "very good in a crisis," and “understanding how businesses work, really knowing the law, and understanding people issues.” Additionally, Chambers sources stated that Jennifer “has a great reputation for handling complex matters” and “is very well rounded and well versed in many areas of employment law.” She has also been recognized by Best Lawyers in the field of labor and employment litigation.

Jennifer’s recent publications include:

• Co-author, “Most Noncompete Agreements with Covered Employees Violate the National Labor Relations Act According to Recent Guidance,” Goodwin Client Alert, May 31, 2023
• Co-author, “Delaware Court of Chancery Finds for the First Time That Officers’ Fiduciary Duties Include Caremark Duty of Oversight, and That Sexual Harassment Is a Breach of the Duty of Loyalty,” Goodwin Client Alert, January 30, 2023
• Co-author, “FTC Proposes a Sweeping Rule That Would Ban Nearly All US Noncompete Agreements,” Goodwin Client Alert, January 6, 2023
• Co-author, “Ten Action Items for Employers When Planning Layoffs,” Goodwin Insights, October 18, 2022
• Co-author, “OSHA’s Emergency Temporary Standard: A Practical Guide for Employers,” Goodwin Client Alert, November 10, 2021
• Co-author, “Key Provisions of the OSHA Standard for Vaccination, Testing and Face Coverings Related to COVID-19,” Goodwin Client Alert, November 4, 2021
• Quoted, “Why Workplace Vaccine Mandates Aren’t Widespread — Yet,” The Wall Street Journal, July 27, 2021
• Co-author, “EEOC Releases Updated COVID-19 Vaccine Guidance for Employers,” Goodwin Client Alert, June 1, 2021
• Co-author, “Mitigating Risks after Reopening in the U.S.: What to Do When an Employee Who Has Returned to the Workplace Has Symptoms of, Tests Positive for or Has Been Exposed to COVID-19,” Goodwin Client Alert, June 16, 2020
• Co-author, “Preparing For Re-Entry: Key Considerations For Returning Employees To The Workplace Amid The COVID-19 Crisis,” Goodwin Client Alert, April 19, 2020
• Co-author, “New Guidance on the FFCRA: Key Takeaways and Action Items for U.S. Employers,” Goodwin Client Alert, April 7, 2020
• Co-author, “Labor Cost Reduction Options for Employers in a Distressed Economy: The CARES Act and Other Considerations,” Goodwin Client Alert, March 30, 2020
• Co-author, “Payroll Deduction Deadline Under Massachusetts Paid Family and Medical Leave Law is Extended,” Goodwin Client Alert, June 18, 2019
• Co-author, “Massachusetts Revises Guidance for Paid Family and Medical Leave Law,” Goodwin Client Alert, May 3, 2019
• Co-author, “Time-Sensitive Action Items Under the Massachusetts Paid Family and Medical Leave Law,” Goodwin Client Alert, April 24, 2019
• Co-author, “DOL Proposes to Increase Salary Thresholds for Exempt White-Collar Employees,” Goodwin Client Alert, March 12, 2019
• Co-author, “The Securities Law Questions Raised by #MeToo,” Law360, February 18, 2018
• Co-author, “Massachusetts AG Issues Guidance on the Amended Massachusetts Equal Pay Act: Overview, Key Takeaways and Action Items,” Goodwin Client Alert, March 6, 2018
• Author, “For the Record: Combatting Sexual Harassment and Cultivating a Culture of Respect,” Goodwin Attorney Articles, January 1, 2018

Speaking Engagements

Jennifer is a regular speaker at internal and external seminars and webinars, board of director and executive committee meetings. Her recent presentations include:

• "Hot Topics Concerning Workplace Re-Entry: Decisions for U.S. Employers,” Goodwin Webinar, June 23, 2021
• “Workplace Re-Entry: Legal and Practical Considerations for U.S. Employers,” Goodwin Webinar, April 30, 2020
• “COVID-19 Recovery & Return to the Workplace: Legal Considerations: The New Workplace and Workforce,” Massachusetts High Tech Council
• “Workplace Re-Entry: Legal and Practical Considerations for Massachusetts Employers,” MassBio
• “Policy Forum on Legal Issues Related to Re-Opening,” Massachusetts Association of Health Plans
• “Workplace Re-entry: Legal and Practical Considerations,” Boston Biotech CEO Forum
• “Q&A with Goodwin on Employment and Privacy Issues Associated with COVID-19,” Boston Biotech GC Forum
• “Key Legal and HR Considerations for Business Leaders in the Face of COVID-19,” Goodwin Webinar
• “Putting the U.S. Cares Act into Context for Multi-National Companies,” Goodwin Webinar
• “Putting the U.S. CARES Act into Context,” Goodwin Webinar, April 2, 2020
• “Sexual Harassment Investigations: Do the Securities Laws Require Disclosure? Can Directors Be Sued? Practical Considerations, Legal Standards, and Recent Cases," Law360
• “Ask the Expert,” The CFO Leadership Council
• “Harassment and Sexual Assault,” Board Leaders Seminar at Babson College, Daly & Company
• “Sexual Harassment and Other Topics,” Law School for the CFO, NYC CFO Leadership Council
• “Sexual Harassment and Gender Pay Equity Issues,” Tapestry Networks, Northeast Audit Committee Network and the Compensation Committee Leadership Network
• “Trailblazers,” Women@Work Network, Loomis Sayles & Company
• “Sexual Harassment: What is the Difference,” Massachusetts Bankers Association Executive Retreat
• “Women in Banking: Taking it to the Next Level for Success,” Massachusetts Bankers Association
• “Enforcement of Non-Competition Agreements: Developments in Massachusetts,” Employee Relations Law Journal
• “The Securities Law Questions Raised by #MeToo,” Mutual Fund Directors Forum Webinar, May 2, 2018
• “Board Oversight of Workforce Risk,” Northeast Audit Committee Network, February 15, 2018
• “Sexual Harassment and Sexual Assault in the Workplace,” The Directors Letter, Three Part Video Series, 2016