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Carolyn Rashby

Carolyn Rashby provides business-focused advice and counsel to companies navigating the constantly evolving and overlapping maze of federal, state, and local employment requirements. Carolyn’s approach is preventive, while recognizing the need to set clients up for the best possible defense should disputes arise.

As a senior member of Covington’s Institutional Culture and Social Responsibility Practice Group, Carolyn has co-led significant investigations into workplace culture, DEI issues, and reports of sexual misconduct and workplace harassment.

As an employment lawyer with over two decades of experience, Carolyn focuses on a wide range of compliance and regulatory matters for employers, including:

Conducting audits regarding employee classification and pay equity
Advising on employment issues arising in corporate transactions
Strategic counseling on a wide range of issues including discrimination and harassment, wages and hours, worker classification, workplace accommodations and leave management, performance management and termination decisions, workplace violence, employment agreements, trade secrets, restrictive covenants, employee handbooks, and personnel policies
Drafting employment contracts and offer letters, separation agreements, NDAs, and other employment agreements
Advising on employee privacy matters, including under the California Consumer Privacy Act
Providing guidance on use of AI in the workplace and development of related policies
Leading anti-harassment and other workplace-related trainings, for employees, executives, and boards

Carolyn also works frequently with the firm’s white collar, privacy, employee benefits and executive compensation, corporate, government contracts, and cybersecurity practice groups to ensure that all potential employment issues are addressed in matters handled by these groups.

Contact:Read more about Carolyn RashbyEmail

On December 19, 2025, New York Governor Kathy Hochul signed into law the “Trapped at Work Act” (the “Act”) (N.Y. Lab. Law §§ 1050–55) to prohibit certain types of so-called “stay-or-pay” agreements that require an employee to repay an employer for certain expenses or compensation if the employee terminates employment within a certain period of time after their start date.  These obligations often include repayment for expenses such as training, education, quit fees, damages clauses, sign-on-bonuses, and other types of cash payments tied to a mandatory stay period.  The Act, which took effect on December 19, 2025, is similar to a new California law that took effect on January 1, 2026.

The New York Act and the new California statute follow on the heels of the National Labor Relations Board’s (“NLRB”) February 2025 recission of a 2024 NLRB General Counsel memorandum, which proposed that the NLRB adopt a framework to presume that any stay-or-pay provision is unlawful even if entered into voluntarily.  The NLRB’s recission of this memo paved the way for New York and California (and potentially other states) to regulate stay-or-pay agreements at the state level.Continue Reading New York Bans Certain “Stay-or-Pay” Agreements

On November 19, 2025, the Equal Employment Opportunity Commission (“EEOC”) released a technical assistance document, “Discrimination Against American Workers Is Against The Law,” and updated its landing page on national origin discrimination.  This development reflects EEOC Chair Lucas’s focus on national origin discrimination and Anti-American bias and follows…

Continue Reading EEOC Releases New Technical Assistance: “Discrimination Against American Workers Is Against The Law”

California Governor Gavin Newsom has signed several Assembly Bills (AB) and Senate Bills (SB) that expand employee rights and increase workplace compliance obligations for employers.  Here is a rundown on the key new laws.  Unless otherwise specified, the laws take effect on January 1, 2026.Continue Reading California Update: New Employment Laws and Compliance Obligations for 2026

The California Civil Rights Council and the California Privacy Protection Agency have recently passed regulations that impose requirements on employers who use “automated-decision systems” or “automated decisionmaking technology,” respectively, in employment decisions or certain HR processes. On the legislative side, the California Legislature passed SB 7, which would impose additional obligations on employers who use these technologies; the bill is currently on the Governor’s desk. And, the Governor has signed SB 53, which provides certain employee whistleblower rights with respect to AI safety. Below, we discuss some of the key requirements in the new regulations and legislation.Continue Reading Navigating California’s New and Emerging AI Employment Regulations

On June 5, 2025, the U.S. Supreme Court altered the landscape for employers facing “reverse discrimination” Title VII lawsuits in the Sixth, Seventh, Eighth, Tenth, and DC Circuits, by striking down a rule that had required plaintiffs from “majority groups” to allege additional “background circumstances” to state a prima facie case of employment discrimination.  Examples of “background circumstances to support the suspicion that the defendant is that unusual employer who discriminates against the majority” included statistical data that the employer had engaged in a pattern of discrimination against majority groups or a member of the relevant minority group made the employment decision that allegedly harmed the member of the majority group.   In the other circuits, no such additional pleading requirement was required in reverse discrimination lawsuits.  Justice Jackson authored the Court’s 9-0 opinion, Ames v. Ohio Dept. of Youth Servs., No. 23-1039, and Justice Thomas filed a concurring opinion, joined by Justice Gorsuch.Continue Reading Supreme Court Holds That All Employment Discrimination is Equal: Ames v. Ohio Dept. of Youth Servs.

            On April 3, 2025, 10 former Equal Employment Opportunity Commission (“EEOC”) officials, including former commissioners, general counsel, and Chairs Charlotte A. Burrows and Jenny R. Yang, issued a public letter responding to the recent EEOC technical assistance document, “What You Should Know About DEI-Related Discrimination at Work,” which we described in a previous blog post.  The public letter, “Statement of Former Equal Employment Opportunity Commission (EEOC) Officials on Employer Diversity, Equity, and Inclusion Efforts,” refers to the technical assistance document as the “Acting Chair’s document” since that document was issued by Acting Chair Lucas without a Commission vote and thus represents Lucas’s views. Continue Reading Former EEOC Officials Respond to EEOC Technical Assistance Document “What You Should Know About DEI-Related Discrimination at Work”

On March 19, 2025, the Equal Employment Opportunity Commission (“EEOC”) released two “technical assistance” documents titled, “What You Should Know About DEI-Related Discrimination at Work” and “What To Do If You Experience Discrimination Related to DEI at Work” (“technical assistance”).  The technical assistance follows President Trump’s issuance of Executive Order 14173 (“Ending Illegal Discrimination and Restoring Merit-Based Opportunity”) on January 21, 2025, in which the president called for “ending illegal discrimination and preferences, including DEI” in the private sector.  The EEOC and Department of Justice announced in a press release that the purpose of the technical assistance is “to help educate the public about how well-established civil rights rules apply to employment policies, programs, and practices—including those labeled or framed as ‘DEI.’”Continue Reading EEOC Technical Assistance: “What You Should Know About DEI-Related Discrimination at Work”

As explained in a prior blog post, on January 21, 2025, President Trump signed Executive Order 14173 (“Ending Illegal Discrimination and Restoring Merit-Based Opportunity”) (the “EO”), establishing new requirements for federal contractors and grant recipients to agree that their compliance with federal anti-discrimination laws is “material to the government’s payment decisions” for purposes of the False Claims Act (“FCA”) and to certify that they do not operate any “programs promoting DEI that violate any applicable Federal anti-discrimination laws.”  On February 21, a federal judge in the District of Maryland granted a preliminary injunction to block these and other portions of the EO, including potential FCA enforcement actions based on the certification provision, as well as a provision of Executive Order 14151 (“Ending Radical and Wasteful Government DEI Programs and Preferencing”).Continue Reading Federal Appeals Court Reinstates Provisions of DEI Executive Orders

On January 21, 2025, President Trump issued the Ending Illegal Discrimination and Restoring Merit-Based Opportunity Executive Order (the “EO”), which revokes Executive Order 11246, a 60-year-old Civil Rights-era directive that prohibited federal contractors from discriminating on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin, and required federal contractors to take affirmative action to provide equal opportunity in employment. The EO seeks to “end[] illegal preferences and discrimination” and “promote individual initiative, excellence, and hard work” by ending the use of “dangerous, demeaning, and immoral race- and sex-based preferences under the guise of so-called ‘diversity, equity, and inclusion’ (DEI) or ‘diversity, equity, inclusion, and accessibility’ (DEIA)” programs. The EO does so by prescribing required contract provisions for federal contracts and by requiring specific reports from the heads of federal agencies, including identification of private entities for potential investigation, as described further below. The provisions of the EO do not apply to federal or private sector employment and contracting preferences for veterans. Federal contractors and grant recipients have until April 21, 2025 to comply with the EO’s revocation of affirmative action requirements. However, federal contractors, subcontractors, and grant recipients may become subject to the new contract provision requirements imposed by the EO without delay.1Continue Reading President Trump’s “Ending Illegal Discrimination and Restoring Merit-Based Opportunity” Executive Order Targets Federal Contractors and the Private Sector

Five states have joined the growing number of states with pay transparency laws requiring employers to include compensation information in job postings.  An Illinois law and a Minnesota law took effect on January 1, 2025, and New Jersey, Vermont, and Massachusetts laws will take effect later this year.  While the new laws differ in their specific requirements, they generally mirror pay transparency statutes passed in recent years in other states, including California, Colorado, and New York, that require employers to disclose pay ranges, and sometimes benefits information and other compensation, in job postings.  Continue Reading New Pay Transparency Laws Effective in 2025