David A. Thornton

David Thornton advises employers on retirement, health and welfare benefits for executives and employees. Over more than 30 years, he has counseled hundreds of public and private employers and nonprofit organizations on drafting, maintaining and administering retirement plans. Those plans have ranged from $1 million to several billion dollars in assets, with many in the $100 million to $500 million range. His work includes pension, profit-sharing and 401(k) plans, employee stock ownership plans (ESOPs), and other nonqualified plan alternatives.

ESOP transactions are a significant part of David’s practice, requiring attention to fiduciary duties and tax code requirements. More broadly, he advises employers and trustees on their fiduciary responsibilities and on compliance with laws and regulations applicable to employee benefit plans. In response to increased scrutiny of ERISA fiduciaries by the U.S. Department of Labor and plaintiffs’ attorneys, David led the development of a fiduciary compliance program for clients. It combines a self-audit process, fiduciary training, documentation and support for service-provider requests for proposals. For one client, the program produced approximately $6.5 million in administrative fee savings over two years.

David also works on the implementation and administration of self-funded and fully insured health benefit plans, including Affordable Care Act compliance. His advice extends to HIPAA and COBRA compliance, cafeteria plans and medical reimbursement plans. For municipalities, he provides plan design, amendment and compliance advice on qualified and nonqualified benefits, including state-law issues affecting pension benefits and matters involving Internal Revenue Code Sections 457 and 409A.

David’s background as an ERISA litigator informs his advice where benefits disputes and business decisions intersect. He successfully defended Osborne v. Hartford Life & Accident Ins. Co., a case that reached the U.S. Supreme Court and changed the interpretation of “occupation” under ERISA; that interpretation remains in effect. His practice brings that litigation experience to the design, administration and compliance questions employers face across their benefit plans.

• University of Tennessee College of Law - J.D., 1984

  Order of the Coif

• University of Tennessee - B.A., 1981

• Tennessee, 1984

• U.S. District Court, Eastern District of Tennessee, 1984
• U.S. District Court, Middle District of Tennessee, 1984
• U.S. District Court, Western District of Tennessee, 1984
• U.S. Court of Appeals, Sixth Circuit, 1984
• U.S. Court of Appeals, Eighth Circuit, 1984
• U.S. Supreme Court, 2007

The Best Lawyers in America© — Employee Benefits (ERISA) Law; Litigation: ERISA (2006-2027)

Best Lawyers® — Memphis Litigation: ERISA “Lawyer of the Year” (2026, 2024, 2022); Memphis Employee Benefits (ERISA) Law “Lawyer of the Year” (2023, 2021, 2019)

Mid-South Super Lawyers (2006, 2010-2022)

Memphis Business Journal “Best of the Bar” — Private Firm, Large (2018 overall winner)

• Memphis Bar Association — Treasurer (1992), Director (1991), Young Lawyers Division
• Tennessee Bar Association — Corporation and Business Law Section
• American Bar Association — Business Law Section
• American Health Law Association (AHLA)