Kimberly J. Pustulka

Partner

Cleveland + 1.216.586.7002

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Kimberly Pustulka is a trusted adviser to public companies and their boards on significant corporate governance, capital markets, and Securities and Exchange Commission (SEC) compliance matters, drawing on more than 25 years of experience spanning a wide range of industries. She serves as lead partner on multibillion‑dollar financing transactions and navigates clients, including multiple Fortune 500 companies, through the full spectrum of public company disclosure, stock exchange requirements, and market‑moving events — calibrating legal judgment with practical boardroom instincts.

Kim counsels clients on shareholder activism preparedness and defense, investor engagement, and communications strategy, including in proxy fights, bringing a steady hand to volatile situations. Her governance work includes advising on environmental, social, and governance (ESG) issues, and she collaborates closely with the Firm's cybersecurity practice on cyber incident response and related disclosure issues.

A recognized leader, Kim is the incoming president of the Ohio Chapter of the Society for Corporate Governance and co-chairs Jones Day's Women Affinity Group and the Cleveland Office's Women RRAIN initiative. She also serves on the Cleveland Leadership Center board and is a proud member of the 2025 Leadership Cleveland class. She regularly presents on corporate governance and SEC compliance topics, including for corporate boards, the National Association of Corporate Directors (NACD), and the Firm's public company speaker series. She had long tenures on the boards of Positive Education Program, the Lakewood YMCA, and the University at Buffalo Alumni Association.

Clients rely on Kim for solutions that are pragmatic, actionable, and board‑ready — grounded in market practice, informed by experience, and executed with calm under pressure.

Experience

  • GrafTech announces cooperation agreement with stockholder Nilesh UndaviaJones Day is representing GrafTech International Ltd. (NYSE: EAF) in connection with its cooperation agreement with one of GrafTech’s largest stockholders, Mr. Nilesh Undavia, who owns approximately 6.7% of the Company’s outstanding common stock.
  • GrafTech International proxy contest with Nilesh UndaviaJones Day advised GrafTech International Ltd. in its successful proxy contest defense against activist shareholder Nilesh Undavia. GrafTech’s Annual Meeting was held in May 2024.
  • SER Capital Partners acquires Charah Solutions, Inc.Jones Day advised SER Capital Partners in its acquisition of all of the issued and outstanding shares of common stock of Charah Solutions for a consideration of $6.00 per share.
  • GrafTech completes $450 million Senior Secured Notes offeringJones Day represented GrafTech International Ltd., a leading manufacturer of high-quality graphite electrode products essential to the production of electric arc furnace steel and other ferrous and non-ferrous metals, in connection with the Rule 144A and Regulation S offering of $450 million aggregate principal amount of 9.875% Senior Secured Notes due 2028 (the "Notes") by GrafTech Global Enterprises Inc., its wholly-owned subsidiary.
  • SITE Centers Corp. establishes $250 million at-the-market programJones Day represented SITE Centers Corp., a self-administered real estate investment trust, in connection with the establishment of an at-the-market program for the sale of up to $250 million of its Common Shares.
  • FirstEnergy subsidiary completes $300 million private placement of Senior NotesJones Day represented The Cleveland Electric Illuminating Company, an electric distribution utility subsidiary of FirstEnergy Corp., a diversified energy holding company, in connection with its private placement of $300 million of Senior Notes.
  • YETI Holdings completes $288 million IPOJones Day represented YETI Holdings, Inc., a designer, marketer, retailer, and distributor of a variety of innovative, branded, premium outdoor products, in connection with its $288 million initial public offering of Common Stock.
  • Marathon Petroleum acquires Andeavor in deal valued at $23.3 billionJones Day advised Marathon Petroleum Corp. (NYSE: MPC) in connection with the acquisition and related financing of Andeavor (NYSE: ANDV) to create a leading U.S. refining, marketing, and midstream company.
  • DDR spins off $3 billion portfolio into separate publicly-traded REITJones Day advised DDR Corp. in its spin-off of a portfolio of 50 assets, comprised of 38 Continental U.S. assets and the entirety of the Puerto Rico portfolio into a separate publicly-traded REIT named Retail Value Inc. ("RVI").
  • FirstEnergy subsidiary completes $450 million private placement of Senior NotesJones Day represented Mid-Atlantic Interstate Transmission, LLC, a transmission-only subsidiary of FirstEnergy Corp., a diversified energy holding company, in connection with its private placement of $450 million of Senior Notes.
  • Sprint completes $1.5 billion public offering of Senior NotesJones Day advised Sprint Corporation, a communications services company, in connection with its underwritten public offering of $1.5 billion aggregate principal amount of 7.625% Notes due 2026, guaranteed by Sprint Communications, Inc.
  • MPLX completes $5.5 billion public offering of Senior NotesJones Day represented MPLX LP in connection with a public offering of $5.5 billion of Senior Notes, consisting of (i) $500 million aggregate principal amount of 3.375% Senior Notes due 2023, (ii) $1.25 billion aggregate principal amount of 4.000% Senior Notes due 2028, (iii) $1.75 billion aggregate principal amount of 4.500% Senior Notes due 2038, (iv) $1.5 billion aggregate principal amount of 4.700% Senior Notes due 2048, and (v) $500 million aggregate principal amount of 4.900% Senior Notes due 2058.
  • Owens Corning acquires Paroc Group, a leading European mineral wool manufacturer, for approximately €900 million (US$1.04 billion)Jones Day advised Owens Corning in its acquisition of Paroc Group, a leading producer of mineral wool insulation for building and technical applications in Europe, from CVC Capital Partners for an enterprise value of approximately €900 million ($1.04 billion).
  • Owens Corning issues $400 million of 4.400% Senior Notes in public offeringJones Day represented Owens Corning, a global developer and producer of insulation, roofing, and fiberglass composites, in connection with its underwritten public offering of $400 million aggregate principal amount of 4.400% Senior Notes due 2048.
  • FirstEnergy raises $1.616 billion in private placement of Convertible Preferred StockJones Day represented FirstEnergy Corp., a diversified energy holding company, in connection with its issuance of $1.616 billion of Series A Convertible Preferred Stock in a private placement to affiliates of Elliott Management Corporation, Bluescape, and GIC.
  • FirstEnergy raises $850 million in private placement of Common StockJones Day represented FirstEnergy Corp., a diversified energy holding company, in connection with its issuance of $850 million of Common Stock in a private placement to funds affiliated with Zimmer Partners, LP.
  • DDR completes $350 million registered public offering of Senior NotesJones Day represented DDR Corp., a self-administered and self-managed real estate investment trust, in connection with its registered public offering of $350 million aggregate principal amount of 3.900% Senior Notes due 2024.
  • FirstEnergy completes $3 billion Senior Notes OfferingJones Day represented FirstEnergy Corp., a diversified energy holding company, in connection with its underwritten public offering of $3 billion of Senior Notes consisting of $500 million aggregate principal amount of 2.85% Notes, Series A, due 2022; $1.5 billion aggregate principal amount of 3.90% Notes, Series B, due 2027; and $1 billion aggregate principal amount of 4.85% Notes, Series C, due 2047.
  • DDR completes $175 million registered public offering of depositary sharesJones Day represented DDR Corp., a self-administered and self-managed real estate investment trust, in connection with its registered public offering of 7,000,000 depositary shares, each representing a 1/20th fractional interest in a share of its newly designated 6.375% Class A Cumulative Redeemable Preferred Shares, at a price of $25.00 per depositary share.
  • DDR completes $450 million registered public offering of Senior NotesJones Day represented DDR Corp., a self-administered and self-managed real estate investment trust, in connection with its registered public offering of $450 million aggregate principal amount of 4.700% Senior Notes due 2027.
    • View All

    January 2026 Alert

    SEC Chairman Atkins Signals Regulation S-K Overhaul

    DECEMBER 2025 Commentary

    Amendments to Exchange Act Section 16(a) Extending Insider Reporting to Foreign Private Issuers Enacted

    January 23 - December 11, 2025 Firm Hosted

    2025 Public Company Speaker Series

    DECEMBER 2025 Alert

    SEC Dismisses Remaining SolarWinds Claims

    November 2025 Commentary

    SEC Upends No-Action Letter Review Process for 2026 Proxy Season

    November 2025 Commentary

    Striking the Balance: Managing Shareholder Engagement in 2025

    October 2025 Commentary

    Navigating the SEC's Potential Shift to Semi-Annual Reporting: Key Considerations for Corporate Leaders

    October 2025 White Paper

    Preparing for an Evolving Shareholder Proposal Landscape

    September 2025 Alert

    SEC Says It's a "New Day": A New Agenda and New Leadership

    SEPTEMBER 2025 Alert

    ExxonMobil Announces First-of-its-Kind Retail Voting Program
    View All

    January 23 - December 11, 2025 Firm Hosted

    2025 Public Company Speaker Series

    January 23 - December 10, 2024 Firm Hosted

    2024 Public Company Speaker Series

    Additional Speaking Engagements

    • December 2014
      18th Annual RR Donnelley SEC Hot Topics Institute: SEC Enforcement
    • Fall 2013
      SEC Enforcement, moderator, 16th Annual RR Donnelley SEC Hot Topics Institute
    • Fall 2008
      Avoiding Problems Overseas: Understanding the Foreign Corrupt Practices Act, comoderator, Bowne's 12th Annual SEC Issues Update Seminar
    • Winter 2007
      Cleveland Bar Association's Securities Law Institute - Recent Developments
    • December 2006
      New Executive Pay Disclosure, Greater Cleveland General Counsel Association

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