Being All Things to All People

Potbelly’s Matt Revord on putting the ‘General’ in General Counsel

By Amy Fisher

“I liked the idea of trying to figure out how to make both parties happy, the buyer and the seller,” explained Matt Revord, Chief Legal Officer at Potbelly Sandwich Works. He initially began his law career in litigation, but transitioned to corporate transactional work early on. He says he wanted to “figure out how to get more milk from the cow, whereas litigation is really more of a fight over who spilled the milk.”

Instead of completing a case with one winner and one loser, he wanted two winners in the end. While he liked litigation, as Revord thought about his future practice, what he really liked was working with both parties, so going to corporate transactional work was the right move.

At the time, he worked for Kirkland & Ellis, and they supported his transition, telling him that if he did a good job, as was expected, that would be great, but that if he did a poor job they would have to let him go.

“I think that was a fair admonition,” Revord said. He did do a good job and, “it worked out very well. The firm was very supportive, and I had great clients. I was lucky to work for a firm that allowed me that flexibility.”

The move also helped prepare him for working in house, and ultimately to serve as General Counsel (GC). Revord says going from litigation to corporate was far different than he thought it would be, “but one of the fun parts of being a lawyer is that you are faced with different problems all the time and you are forced to analyze and come up with different solutions for them.”

He felt his new role was a good way to be ready for anything. At Kirkland and at his first job in house, Revord decided he should acquire various skill sets that he noticed many GCs possessed.

“Generally speaking, there is a reason that the General Counsel is called the General Counsel—because they are counsel to a general series of situations, and it is important to at least be able to issue-spot in diverse areas of the law,” he explained.

Revord gained experience and made himself knowledgeable in various areas, so when the time came, he had the attributes companies considered important in a GC.

When Revord joined Potbelly in 2007, he wanted to transition the Legal Department from focusing on real estate to being a business partner to the entire organization. The prior GC came from a real estate background, so he was focused on the issues that came along with signing a substantial number of leases as the company grew.

Revord saw opportunity in other areas, such as how litigation and vendor contracts were handled, how people worked with the Board of Directors, and how the management team partnered with lawyers. It took months for him to demonstrate that he could bring value in more than just a legal manner, but Revord made several changes and updates. One such area was the aforementioned vendor contracts, of which Potbelly had few.

“There were a number of major vendors that we did not have contracts with, and I thought that introduced an element of risk that we didn’t want to have,” Revord said. “Over a several-year period, we achieved contracts with all of those major vendors. That was a big victory for us, not because we took advantage of the vendors—certainly not—but because we had a contractual relationship with those vendors and good fences make good neighbors. It’s a good idea to have a contract that sets that out.”

Proactively vs. Reactively

Revord continually is trying to keep the Legal Department working proactively instead of reactively, and in making this a reality he stives to improve everywhere he sees a need. As the department became more organized, the ability to locate a requested document right away became a reality. Previously it might have taken up to a week to locate a file, but Revord and his team digitized many documents so they could respond to requests more quickly, adding to people’s confidence in the Legal Department.

“If people believe they can turn to you for an answer and get the correct answer in a fair amount of time, that does a lot to enhance the credibility of the department—that we are here to help, not to say ‘no.’”

“[I] viewed it as my job to solve problems and answer questions that people brought to me, not to just tell them, ‘Oh, go read this and figure it out.’”

People were very happy to see that because it hadn’t always happened in the past. “It was really a matter of proving yourself over time: that you were a very hard worker, that you were willing to take on anything, and you wanted to help the business team achieve better solutions in all aspects of the business.”

Another thing Revord did to modernize processes and spur growth was to create an online portal storing every legal document. “We posted things up there and I told everybody, ‘Not only can I get to this stuff, but you can too. If you would like to look at a contract, you don’t have to come to the Legal Department and ask GC. Just go to the portal and look at it.’”

Admittedly, not a lot of people took them up on this offer, but it has proven to be helpful that they have the option and it contributed to a higher level of organization in the company.

Learning From Leaders

Revord’s Chief Executive Officer (CEO), Aylwin Lewis, has introduced him to a new style of leadership. Revord thinks most people lead as they like to be led and in a manner consistent with their personality styles.

“But,” Revord said, “[Lewis] has a different approach. He believes that leadership can be learned, leadership can be taught, and if you do have innate leadership skills, there are many lessons for you to learn still to become a better leader.”

Potbelly has taken this to heart and put together a detailed structure for how to lead. There is a Leadership Model, coaching style quadrants, a matrix of questions to ask to find core issues, a coaching checklist, and Traits of the Potbelly Leader (including that traits he/she is educated, an active leader, has the initiative to get things done, solves problems correctly and on time, and is capable of growing other leaders).

The company, according to Revord, considers the ability to grow other leaders to be as important as becoming a strong leader oneself. “We have a high-growth company, and attracting, retaining, coaching and improving our talent is a very important aspect of our business,” he said. “It’s a people business, a hospitality business, so Lewis’ view was that leadership is not something you just kind of ‘do.’ It is a learned tool, and that has been remarkably effective from the shop level up to the senior executive level.”

In keeping with the company’s commitment to developing talent, Revord has created a plan for the people on his team; perhaps most notably so for Senior Counsel Bahi Okupa. One of the reasons Okupa was hired, Revord said, is that she brings to the table some specific skill sets that the hiring team was seeking—

that she is very bright and has been a great addition to the team. “But, like anybody, she had areas in which she spent less time and had less experience, so we created a continuous development plan, or CDP,” he said.

Everyone at Potbelly, including Revord, has a CDP; they are set on an annual basis to establish goals for the year, and they are checked twice per year via six-month check-ins. Okupa’s check-in included getting up to speed in areas like litigation, human resources and employment law.

“When you’re in house, it’s important to be able to spot the issues and be familiar with them so you can raise them and be familiar with them well in advance of something becoming a problem,” Revord said. “And just greater experience in a greater number of areas will do that.”

Furthermore, Potbelly hosts a formal mentoring program—“also a brainchild of Aylwin Lewis,” Revord noted. When Lewis came to Potbelly, he saw quite a bit of informal mentoring and, as with the leadership program, committed to institutionalizing the mentoring program with the goal of mentoring a larger group of people and involving everyone in it.

So, starting a few years ago, each member of the senior leadership team was assigned a new mentee annually. Revord meets with his mentee every two weeks early in the year, then monthly later in the year. They discuss everything from the mentee’s annual review to changes and developments in the company to recommended leadership books. And both the mentee and the mentor report in writing to the CEO at the end of the year about what they have been doing and what they’ve accomplished.

“It’s been a really interesting process,” Revord said. “It’s paid dividends in showing people that we actually care about their development and we’re willing to spend time and effort so we can get that type of development and dialogue on a long-term basis.”

Guides & Good Times

In Revord’s career, he has worked with three particularly impactful people who have proven to be mentors to him. Tom Kuhns, a fellow litigator when Revord was at Kirkland & Ellis, taught Revord a lot about bringing joy and passion to your work, even if that work is not particularly exciting. Kuhns is an energetic, outgoing and exuberant guy, Revord said, who “approached his work with a passion.”

Also at Kirkland & Ellis, Roger Taylor taught Revord about planning and problem solving. He told Revord what he really liked about him was that when Revord came to him with a problem, he also came with a solution to that problem. Taylor reminded Revord of the value of being prepared, saying it is easy to be a critic but much harder to fix the problem.

Mike Levin was the GC at Sears, and is, per Revord, “an extremely smart person with a very good knack for picking talent.” The lesson taken from him was to empower your people. Revord explains that lawyers often have to deliver unpleasant news, and Levin always stood behind his lawyers, backing their recommendations. “Hiring really smart people and empowering them to do their work were two valuable lessons I learned from Mike Levin,” Revord said.

Finally, Revord’s advice to young professionals is to get involved in areas outside of your department. “It will often give you a new perspective on the overall business you didn’t have, and you will certainly meet people from other areas of the business that you might not normally run into. And those relationships and those different perspectives can be beneficial to your happiness at work and your effectiveness at work.”

Another Revord recommendation is to join the company softball team and/or go out for drinks with coworkers. He talks about Potbelly’s “Fun Committee,” which organizes events like holiday parties and even small things, like wear-a-baseball-jersey-to-work day.

“Just knowing more about an organization—more about the people there and what makes the organization tick—those are all important things to your effectiveness at work and ultimately your happiness at work.”

Flourishing From ‘Failures’

Revord recalls a couple of learning experiences that could be called “successful failures,” from which he has grown as a lawyer and a leader.

Illustration No. 1

The first of these is the Brunswick New Technology Group, “a high-growth group working on new technologies that would both support existing Brunswick businesses and hopefully lead to new businesses as well.”

Revord and his team grew this unit from approximately $10 million in revenue to in the $350-million to $400-million range in a roughly three- to four-year period.

“Primarily through acquisition and some organic growth,” Revord said. “It was a successful business in terms of growth and bringing a new perspective to Brunswick. However, at the end of the day, it really wasn’t a company that would flourish within Brunswick. And eventually Brunswick New Technologies was sold and many of the pieces of the business went on to be successful independently. It was a successful failure because the company grew and there was a core business that made sense, it just didn’t really fit in with Brunswick.”

Illustration No. 2

Another notable learning experience for Revord stemmed from implementing complicated new internal processes, working especially hard on one in particular. After one of the business leaders looked at the policy, he called Revord and said he really did not like it. Revord was understandably unhappy, his defensiveness came through in the conversation, and the call did not go well. After hanging up the phone and reflecting on the discussion, Revord recognized that he had handled it poorly.

“The goal of this new policy was to improve a process for the company, and if there was a senior business leader who didn’t like it, even if it was after we thought we were done with the review and implementation process, he deserved the courtesy if nothing else,” Revord acknowledged. “But also, as a senior business leader, we needed his input. So rather than calling him on the phone, I walked down to his office and I apologized and said, ‘I didn’t handle that well. Your concerns are legitimate, and what can we do to improve this policy?’ And I think that was very impactful for him in that he saw that I faced up to a situation that I hadn’t handled as well as I would have liked. And we worked together well and we rapidly adjusted the policy to reflect his comments, which were good comments, and we continued to roll it out to the company and everything was fine.”

Amy Fisher is a freelance writer based in Chicago, Illinois.