The Legal Department

Running Into The Fire: Brandon Neal Of Walgreens Boots Alliance On How To Make A Career Pivot In The Legal Department

LEGD 5 | Career Pivot

 

Brandon Neal, Senior Vice President and Deputy General Counsel of Walgreens Boots Alliance, shares his experience moving between industries, ultimately into an executive role in one of the largest global companies.  After working on Wall Street, Brandon transitioned into an in-house position at Wells Fargo where he led a team of 100 lawyers to develop “living wills” for the bank following the financial crisis.  He pivoted again to a health system and eventually landed an executive role in the legal department of Walgreens Boots Alliance right before the COVID-19 pandemic.  Brandon provides practical advice for how to succeed when making a transition, learning to “live with your decisions” in-house and why in-house counsel’s role is to “run into the fire.” Brandon credits his volunteer work on the board of a non-profit museum with expanding development of his leadership skills.  He also used this role to build relationships and broaden his technical governance experience.  If you’ve ever wondered how to navigate a career transition, this is the episode for you!

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Running Into The Fire: Brandon Neal Of Walgreens Boots Alliance On How To Make A Career Pivot In The Legal Department

My name is Brandon Neal. I am Senior Vice President and Deputy General Counsel of Walgreens Boots Alliance. Walgreens Boots Alliance is an integrated healthcare pharmacy and retail leader selling to millions of customers and patients every day with sales of over $130 billion. The functions I oversee are mergers and acquisitions, our treasury and finance function, as well as our retail business, which includes our sourcing, marketing, and overall support of the retail function as well as our pharmacy business and our healthcare business.

My legal team is approximately 65 people. Half of that being attorneys and we’re spread all over the globe. The fun fact about me is that I wanted to be an artist when I was growing up as a kid, and while I put it away to the side, I sometimes come back to it with my daughter. It’s a really fun way for us to connect.

Our guest is Brandon Neal. He’s the Deputy General Counsel for Walgreens Boots Alliance. We’re going to talk about career transitions and managing a legal team. Brandon, how are you?

Stacy, I’m doing well. How are you?

I’m great. It’s great to see you.

It’s great to be here. Thank you for having me.

We met at a conference and shared a similar experience working for healthcare organizations, but you weren’t always in healthcare. I was intrigued by that career pivot because healthcare is super technical and you don’t usually see people from other industries picking that up mid-career. Can you talk a little bit about your background in finance on Wall Street, what led you, and how you’ve gotten into healthcare?

I guess that it probably goes back a little bit earlier in needing to make a pivot. As a kid, I wanted to be an artist when I grew up and then I got the advice from my parents, “Maybe you should do something where you could make some money and pivot to business school.” I was always on this business financial services track, and was going to go work at Wachovia, a predecessor of Wells Fargo out of college but then decided to go to law school. I did a stint working on Wall Street at Simpson Thacher.

Out of law school, I started at Simpson Thacher on Wall Street in New York and did a little of everything from capital markets M&A to private equity and securities. I’m originally from Carolina. My wife is too. When I thought about making the pivot in-house at Wells Fargo, where I initially thought I may go straight out of college had an opportunity. I did a little bit of everything at Wells Fargo. While I was there, I practiced in the areas of consumer lending, capital markets, government, institutional banking, and regulatory. That’s where it became the seeds of making a pivot and I realized that these skills that you’re learning as an attorney, especially in-house, are transferable. How did I make the pivot to healthcare?

LEGD 5 | Career Pivot
Career Pivot: The skills that you’re learning as an attorney, especially in-house, are really transferable.

 

An attorney who tried to recruit me on on-campus interviews while I was in law school. When I left the firm in New York and tried to recruit me as I was moving back to North Carolina, Charlotte, he stepped into the role of a chief legal officer of a healthcare system and said, “I see what you’re doing at Wells Fargo.” At that time, I was doing a lot of building out the legal department and helping it get into a specific area where legal was not in that area before. He said, “Those skill sets are what I need here at healthcare. I feel confident knowing you from law school that you could probably pick up the healthcare piece.”

I don’t know if he had higher expectations than I had myself, but it was correct in that respect, that it was somewhat easier to pick it up after having been in one regulated industry and move into another. I happened to step into healthcare right before the pandemic. COVID expedited my learning curve whether I liked it or not.

You got a crash course in all health areas of healthcare regulation. I am aware that banking is pretty highly regulated as well. Can you talk about some of the parallels between banking and healthcare?

It’s also a timing element. I will say, generally effectively, the regulatory frameworks are very similar in terms of needing to be mindful, the regulatory rulemaking, the comment to being mindful of the trade associations, and figuring out where things are going and how new changes and regulations apply to you. The questions that you typically ask in-house of your business clients are relatively the same, although the substance is different. Being mindful of the regulatory framework and the reputational risk that comes along with that. Having that made the step into healthcare a little bit easier. I would also say the timing element applied to my timing because when I stepped into banking and joined Wells Fargo was right after the financial crisis.

You know how to time these transitions. Like, “How do I learn as much as I can about a complicated thing? I’ll step into a crisis.

There’s no learning like a crisis, especially for in-house attorneys. We have the most value during a crisis, unfortunately. I don’t know what that does for longevity but you’re exactly right. That taught me or prepared me a lot for stepping into healthcare with the pandemic. Do you remember back to the financial crisis where there was all the park funding and the government bailouts and the relief that was granted to the banks?

There's no learning like a crisis, especially for an in-house attorney. We have the most value during a crisis. Click To Tweet

Sounds very similar to 2020.

That’s exactly right with the Care Act. Even that framework and thinking about they’re doling out this money, but let’s be very mindful of how we use it for audits and compliance that comes on the backend once things begin to settle down. To be very frank, once the tide of public opinion begins to shift, which we saw in pretty incredible healthcare.

It’s a bummer. Nobody is banging pots and pans and lighting the building’s blue anymore. You already had the muscle of understanding regulation and agency oversight. Did you do anything specific to get up to speed on healthcare regulations? There were no conferences I guess in 2020, but how did you bone up on the substantive technical areas?

That’s a good question. I started in 2019, so I had six months to get up the seed before the pandemic. I did make a conference or two. I would say those were very helpful. Two other pieces that were very helpful, one is to just make sure you have a great team in place. Even as I got a proceed, I knew enough about stark and the kickback, I was able to pick it up, but the in-depth knowledge that comes with practicing years over years, having good team members to support, and knowing where the issue spot was very helpful at the higher leadership levels.

You were already in a regulated industry and so you had a muscle already built up for dealing with agencies and regulations. What did you do? Did you do anything specific to get up to speed with the technical aspects of healthcare?

As you mentioned, I already had the framework and so it was finding a way to substitute the substantive aspects of where I needed to step into. One of the key things that I did was to look at my law firm partners who supported me, whether it be alumni or friends from law school, and say, “I’m stepping into healthcare. What do I need to know?” They are very helpful in terms of either putting you through a bootcamp to say, “These are the very intro preliminary rules of the road. These are the things you’d be mindful of,” or the watch outs or providing you with materials that I read before stepping into the role.

When I stepped in some of the attorneys on my team or even my boss, like, “How do you know about Stark? How do you know these things?” That’s one of the very practical approaches you can take. I would say even as you step in, and it’s easier to do as you move up through the leadership ranks where you have enough of a working knowledge, you need to have those subject matter experts on your team who have that in-depth knowledge. I’ve been very fortunate at each place I’ve gone to have substant experts who are strong and able to supplement after by issue spot and know where to go and leverage their knowledge as well. Those are some of the things I would say practically that you can do and always try to keep up with different industries just out of curiosity, which I do a lot of.

A lot of reading on your own. Both of those are great points. It’s important in-house to develop, I would say, full relationships with your outside counsel. It’s not just that transactional, like, “I’m sending you something at 6:00 on a Friday. I need it Monday morning. Hurry up and grind it out for me.” There are those other softer things they can deliver and help you be better in your job that don’t cost the firm much but can help them solidify the relationship and deliver more value.

That’s right. Stacy, I’m going to brag on you a little bit. One thing I did leave out was conferences, which I started in 2019. I was able to attend a few conferences before everything shut down. I found attending conferences like the one I attended with you and learning from peers or those who have been more experienced in the field and are seeing the issues, I learned a lot from that as well. It’s hearing what others are facing in a similar industry and for similar-sized organizations.

That’s the inspiration for why I wanted to do this show. You tee that up perfectly. Not everyone can travel and sometimes people don’t seek people out at conferences. Maybe they’re not very social or whatever. The peer-to-peer information sharing and tips and all that and having a network that you can call, have you seen this before is a requirement of the role. I started this show to help other folks have that. I’m thrilled that we’re connected through one of those experiences.

Same here. When we speak about transitions, I would say the most difficult transition was the transition from private practice to in-house. That transition to, to your point, being able to connect with other in-house attorneys, I can’t say no. I have to figure out how we meet the business objectives so I can still have a job because I work for a company that needs to take some level of risk.

LEGD 5 | Career Pivot
Career Pivot: The most difficult transition is from private practice to in-house.

 

Let me ask you about that transition then. If you think back on that because you’ve been in-house for a while now, what was the hardest part?

There are two parts. First is living with your decisions. It was easier to lay out. Here’s the legal answer but not necessarily have to live with the practical implications of that and not have to be questioned five years down the road when a business leader says, “Who told us no on this? Who said we could do this?” That was one of the biggest things that’s adjusted to. As much as sometimes we’re put in our legal box, we are part of the business team and part of the strategy. You live with your decisions and are part of the team. That’s a little bit of nuance that I had to adjust to.

The other part was that I went from private practice to Wells Fargo as a massive company. It’s the unpredictability of questions. I was used to being staffed on a particular deal. I knew what I was going to work on. I knew the universe of questions, but at Wells Fargo, I could get a call from a variety of different businesses at any time of the day. There’s a question of having to think on your feet a little bit more and being willing to say, “I think this is the answer but I’m not sure I’m going to have to call you back and figure it out.” It’s to leverage the other people and experts within the legal departments and stuff as well.

Isn’t that the truth? I feel like my head is on a swivel. I don’t know if this was your experience but coming through law school and then being at a law firm, I felt like the expectation was that I would always have the answer. One thing I had to get used to going in-house was being comfortable to say, “I’m not sure. Let me find out.” Giving myself the time, pausing to learn, and being vulnerable with the client to say like, “I don’t know everything.”

That’s exactly right. What I’ve learned is, in some ways, they appreciate that if you can get them a better answer a day later or a week later than a, “No, we can’t do that answer,” which is always a little bit of an easier answer. They appreciate that. That’s a great point.

To your point about living with it, it makes it harder to say no. I tell people in my in-house career, “One hand.” You’re not going to be very successful if you’re the no department. I always say I’m the department of “yes if.” When we talked before, you talked about experiences outside of work that helped you grow your career. You were on a nonprofit board, but interacting with other people outside of your law firm or your legal office. Can you talk a little bit about how you’ve used those experiences to move your career forward?

You're not going to be very successful if you're the “No” department. Be the department of “Yes”. Click To Tweet

That’s a great question and it dovetails into your last question, which is an adjustment moving in-house. You’re not one that very defined track of I’m an associate, then I become a senior associate, then I’m a partner of the council. You know that trajectory when you’re in-house, there’s only one general counsel. The path upward and the path to leadership and management, which everyone seems like they want is a little bit more difficult and opaque. That was something to get used to. I found myself needing an outlet for other leadership opportunities or a way to step outside of my traditional legal box.

I got involved with some nonprofit organizations because I was moving back to Charlotte. This is when I was at Wells Fargo, and it was my hometown. I got on the board of our modern art museum. What I found was that because I was so young and energetic, they were like, “Do whatever you want.” I got a lot of leadership experience off of that. I would say there were also very many leaders on that board from around the city, including our Wells Fargo leadership. They were able to see, “Brandon is a leader in this capacity. He could probably do it for our company. Why are you not doing it for our company?”

In addition to giving that exposure, it also taught me a lot of the skills that I would need in leadership within my company and helped me flex or stretch myself beyond the traditional legal box to work on development activities or review the financial statements of the nonprofit. It was instrumental, I would say, to my career. I can trace back a lot of my bigger career steps to my nonprofit board service and how it prepared me or helped give me some of the connections I would need to move up in my career.

I would bet it also you saw the business from a different standpoint. When you’re in a governance role, you could predict the questions that senior leaders or board members might have when you were at Wells or now at Walgreens.

Two things have come in that are very helpful. One is doing onboarding training and walking through the governance. I found that, even now, I’m able to use that when we have new board members come on. If we did it well as I used to train board members on certain aspects or prepare for the transition of leadership, which we’re going through transitional leadership now, I’m able to prepare a new leader for what they might expect and do that in a very succinct way.

One of the things that we’re seeing in the nonprofit sector, which we’ll begin to see and we’re not already seeing more of, is this generational transition or succession with a lot of nonprofit leaders moving on and transitioning. Over the past years, I have had countless search committees for nonprofit leaders. You’re seeing through that. That transition and being able to deal with that, what that means, and what the key areas are have been very helpful in my corporate jobs too.

Only the general counsel is going to get that experience otherwise and they may be learning on the job, by the way. Whereas if you’ve done it as a board member, that would put you leaps and bounds ahead. It’s interesting because I don’t know that people appreciate that you can certainly contribute a lot to a board but you also get a lot back both in the networking and substantive expertise as you’ve shared.

I’ve received more than I’ve given probably on the boards for sure.

That’s awesome. Let’s talk a little bit about Walgreens Boots Alliance. It’s a very cute name. The Boots is just adore. That’s the big corporate parent to Walgreens.

If you’ve been to the UK, in particular on the High Street, the Boots brand or Boots stores of the beauty cosmetics are our stores in the UK and abroad. They’re doing well as well. Walgreens Boots Alliance is a parent company of Walgreens, which everyone in the US is familiar with as well as Boots. We also have some international presence as well throughout the UK and other international areas. The other part that we have been growing and transitioning or pivoting to supplement our traditional pharmacy and how ubiquitous and how much interaction we have with the communities in which we serve is our healthcare segment.

Walgreens Boots Alliance also has a healthcare segment with VillageMD, our primary care provider, Summit Health, which is our multispecialty care, and CityMD, which is urgent care. We’re also doing a lot of other initiatives to move into value-based care. We’ve announced a deal with Pearl to move a little bit more into value-based care and extend our reach with ACOs. We are doing a lot. It’s very interesting. I never have had a boring day and it’s a really exciting time to be there.

I know Walgreens and Boots are retail being a healthcare provider. Are there any other parts of the business besides those two?

Retail, which we have all obviously front of store. Pharmacy, which is huge and we’re working through how we expand upon what we do every day and allow pharmacists to do even more. As I mentioned, we have an international business with Boots within our healthcare business. Our big three segments right now are traditional pharmacy, retail, and healthcare. We’re expanding a lot off of that. I would say from the legal side, where we do a lot more, you would imagine the day-to-day operation of a company outside. There’s a treasury function and marketing that we do, a ton of IP that our team does moving to digital and AI, thinking about how we can use those tools to help us improve our business, and strategic partnerships in M&A. We’re doing a lot of that as well.

To the point about your head is on a swivel, it’s three very related but distinct industries and then running an international business. How big is the legal team?

I’ll say my team is around 65. We have, give or take, probably a similar amount in the litigation department as well. We’re a small for our relatively sized company. We have a ton of great people who have been there and who have long institutional knowledge, which is very helpful, and who are experts in their field. It’s a small but very strong and mighty team and filled with really good people.

You’ve talked before about your journey into Wells and then into healthcare. You were recruited because of your experience with restructuring and developing legal teams. Can you give some examples of what you’ve done to develop the team in terms of structuring or growth opportunities?

I did that at no bond. I’ll say the first thing at Wells Fargo. One of my main tasks in one of my last jobs was to figure out how to mobilize 100 attorneys to work on a project and get them involved where they weren’t involved before, and this was not going to be their full-time job but a part-time job.

A hundred lawyers on one project?

Yeah. It was there really quickly. After the financial crisis, all the two big developed banks had to put in place these living wills, which were cover resolutions. It’s the official name of how the bank would go through, if we encountered another financial crisis, the sell-off pieces and wind itself down so they wouldn’t impact all the deposit accounts in the US financial system in the way 2008 happened.

Is it like a disaster planning?

It is on steroids. The colloquial name of living will is pretty applicable. It’s a living will for the banks of what would happen if they needed to wind themselves down. We were tasked with bringing out a legal team to support all of this work to make sure we got this right with brand-new regulations. My job was to ultimately lead the team that spearheaded this on the legal side and mobilize 100 attorneys to look at different aspects from derivatives to consumer lending to mortgage lending. That’s where I learned the structure of the legal department and being able to flex for different things. It’s a combination. I promise I’m getting to your question.

I’m fascinated. It’s like you have a small army there to do something no one’s ever done before with a rule book that there’s nobody who knows how to interpret it.

That’s exactly right. You’re building it all out. This is not their full-time job. It’s a side project but a very meaningful side project that means a lot to the banking industry, our country, and the success of the company. One of the key takeaways I learned is we battle as in-house counsel on how we align with the business and do we align in terms of business segments. I’ll use Walgreens for example. Do we align purely to pharmacy, retail, or healthcare, or if you’re looking in healthcare, do we align to the specialty areas, primary care, or ortho? There’s always that balance as opposed to a horizontal one. It’s having a subject matter expert for contracting and marketing.

LEGD 5 | Career Pivot
Career Pivot: As in-house counsels, we battle whether we align to the business or align in terms of business segments.

 

What I learned was this hybrid model of you can’t have it either way. A mix of having some dedicated support to business lines who can flex and be almost like a general counsel as well as some of the folks who are horizontal. They may be regulatory attorneys, marketing, or digital privacy. That’s my philosophy of developing a legal department structure.

You learned about what mix makes the best team. I’ve been doing some recruiting or have done recruiting throughout my career. I’ve struggled with whether is it better to recruit somebody with technical experience or is it better to recruit somebody who has leadership and team experience. It sounds like you were able to do both.

It is a mix of both. This is fine to need people to say, “I want to be the technical expert.” I’m not necessarily in the different areas or taking on leadership management of people.

People want different things. It’s okay that you want to be the technical person. We need one of those.

You need people who are willing to flex and have that leadership capability so that they can take on more things and also help drive some results from the staff that you have on hand and make sure you’re getting the most out of all the talent you have across the legal department. I do think it’s a mix of both. The challenge for us, when we start thinking about titles and development opportunities, is how we create paths for both of these sorts of perspectives. One is an expert council path, whereas the other may be more of a managing council track. That’s one of the challenges that we constantly face as an in-house council.

Most people start their careers in a law firm and that career is very linear. You know how many years it takes. You know pretty much what you need to do. There’s a political element in there, but when you go in-house, it’s a little more opaque to people. You mentioned that earlier, but for all attorneys, even if they are folks who are more technically inclined, everybody wants some progression in their career. Too often, especially in companies, that progression goes along with managing people. Most people, especially lawyers, don’t like to manage other people.

The career path in a law firm is a very linear one. You know how many years it takes and you know pretty much what you need to do. But when you go in-house, it’s a little more opaque. Click To Tweet

That’s right. It takes a special person to manage someone and develop people. You have to have a passion for it. We have to create more pathways for people and beyond managing people. Typically, there’s only one general counsel. It’s a pyramid as you go up. What opportunities can we find for people, whether it’s title progression or taking on more areas of responsibility? One of the things that’s been great is the regulations and technology are developing so fast that we’re seeing a lot of new areas.

There are more opportunities to flex and pick up new work. AI guys are creating entirely different issues or a different flavor or lens on the issues we already addressed. As new regulations come out, they’re very exciting opportunities. Going back to my first management experience, it was driven by this new regulation in the banking industry that didn’t exist before 2008.

What an opportunity for you. It was a major crisis but you didn’t waste it.

Speaking of crisis, I got really good advice from a general counsel at a large company one time, who told me, “As in-house counsel, your job is to run into fires.” I was like, “This sounds promising.”

Sign me up.

I haven’t intentionally run into fires, I don’t think, but the fires have made me a better in-house attorney and have given me a lot of opportunities that I don’t think I would’ve had without the fires. There is some element of truth to that, and that is when we show our value as an in-house council. It is when there is a crisis. To be honest, it’s also when it’s most exciting, although it’s the most stressful time.

I’ve learned the most in the hardest times and been able to grow as a result of that. You want to have a break in between fires. You need to refill or recharge. You talked about your board experience and I get the impression you do a lot of reading. What else do you do for your professional development?

I try to attend conferences, but as you know in-house, sometimes, the budget is not necessarily there for that. Also, I utilize my law firm partners quite a bit especially, “Can you send me what you have and maybe an antitrust update around efficacy enforcement these days? Send me something like that. I’m just curious about this.” There’s a lot that I do. Connecting with other in-house counsel like yourself, Stacy, to say, “What are you guys seeing in your industry?” I’m trying to anticipate if that can be impactful to our areas. It is still also doing the nonprofit boards. I don’t think that you no longer need that. I continue to do a lot of that as well. One of the big things I have found is doing a lot of professional development for my team is helping me as well.

Talk more about that. That was going to be my next question. How do you develop the team?

I’ll wrap up the previous question in that. One of the best professional development opportunities I have and my last two leaders have done this has said, “Why don’t I sacrifice a portion of my one-on-one time with the CEO for you to come in and talk to the CEO about what you’re seeing and who you are.” That was a big opportunity for me. I thought I could replicate that as well. I started doing that with my attorneys at both jobs. I’m taking some time for them to meet the chief legal officer and have a few minutes to let them know what they’re doing. I found that it’s very beneficial, not just for the attorney who’s looking for that professional development, but also for the chief legal officer to see, “I didn’t know you were doing that. That’s exciting and can be able to speak to that in leadership rooms.”

As a leader, we talked about do you want to manage people. It’s the most stressful part of the job, but it’s the most rewarding part of the job as well. I had an attorney who was relatively quiet and shy and I forced her to speak with our chief legal officer. When you see someone do an amazing job and the chief legal officer is like, “That’s an impressive person,” it fills you up in a way that no review of contracts or negotiation could ever do.

Managing people is the most stressful part of the job, but it's the most rewarding part of the job as well. Click To Tweet

I couldn’t agree more. That’s a great idea because any time you have exposure to senior executives is a learning opportunity. I would bet you learned by watching your staff interact with the CEO and the CLO.

For our leader of healthcare, I sit on his leadership team, which is a business team. I encourage all of our team members as much as they can with their primary business clients to see if they can sit in with their business teams. That is a strong way to develop and not just think about things from your legal perspective, but get a better understanding and be at the table with what is your business facing, what are the challenges, and what the goals are that they’re trying to pursue. That helps you think about the legal issues and anticipate where they need to go and be more of a strategic partner, which I hope our legal departments are.

I couldn’t agree more. The closer you are to the business, the better legal advice you give. The lawyers that can see across the business connect dots in the ways that the folks that stay in a vertical don’t.

That’s exactly right. There are very few people short of the CEO and the executive team has the visibility that a lot of our legal teams and senior legal leaders have. There is a lot of value in that. It took me a while to realize that I know where all these pieces fit together because I see a broad spectrum more than people who may be a leader of a particular business unit or P&L would. After all, you see how it all fits together and you know the overall risk of the profile of the company and the strategy.

That’s one of the things I like about the job. It’s seeing the whole picture. This is the last question I ask all guests. I know you’re an artist or were an artist. I use music or have used music in my career and throughout my life to get through hard times or get excited about things. I always ask folks what their pump-up song is.

That’s a very difficult question to narrow down one. I would say it has changed since I’ve had kids, and I’m going to go with this song. It’s We Will Rock You by Queen. The reason why is my son who loves music had a cool music teacher who instead of doing the normal curriculum had him listen to rock music. He would come home like, “I got to listen to this. I want a pre-game, soccer mix tape.” That was the number-one song. Every day we drove to soccer every weekend, he would play that. Since it started on my playlist, I found myself sometimes having it on there. It takes me back to sports events when I used to play it. That’s my pump-up song. If I may add one more, it’s the Chicago Bulls intro music since I’m here in Chicago now. Going back to the days of the ‘90s, those can get me going.

Those are awesome. I’m going to add those to the playlist. Brandon, thanks so much. I enjoyed the conversation and some real takeaways for all in-house lawyers. I appreciate you being on the show.

Thank you for having me. This is great, Stacy. Keep doing what you’re doing. This is a great resource for in-house counsel.

Thank you.

 

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