27th Annual Stanford Directors' College 2022
Jay Clayton
Senior Policy Advisor & Of Counsel, Sullivan & Cromwell; Former Chair, Securities and Exchange Commission; Chairman, Apollo Global Management
Jay Clayton, who recently served as the Chairman of the U.S. Securities and Exchange Commission (SEC), is a Senior Policy Advisor and Of Counsel to Sullivan & Cromwell. Mr. Clayton’s legal practice centers on advising institutions, board of directors and individuals on governance, markets, regulatory and legislative matters, particularly where multidisciplinary advice and practical experience are valued.
As Chairman of the SEC from May 2017 to December 2020, Mr. Clayton focused on modernizing the regulation and oversight of our equity and fixed income markets, concentrating on the interests of long-term investors. The SEC adopted over 70 rules, one of the busiest rulemaking calendars in Commission history. It enhanced disclosures and protections for retail investors, increased capital formation opportunities for smaller issuers, and expanded investment opportunities while maintaining important investor protections. The SEC also worked to finalize a number of the remaining Dodd-Frank mandates, including standing up the Title VII regime for security-based swaps.
During his tenure, the SEC pursued a highly effective, retail investor-oriented enforcement program, bringing over 2,800 actions, obtaining $15 billion in financial remedies, and returning $3.5 billion to harmed investors. In fiscal year 2020, the Commission ordered financial remedies of $4.68 billion, the highest ever ordered in a single year. In 2019, the Commission ordered the second-highest amount, at $4.3 billion.
The SEC also reaffirmed its commitment to promoting diversity, inclusion, and opportunity both within the agency and in the industries and markets it oversees. This led to the issuance of the SEC’s first Diversity and Inclusion Strategic Plan. Mr. Clayton led the SEC Diversity Council and served as senior sponsor for three SEC employee affinity groups supporting African American, Hispanic and Latino and veteran colleagues.
In addition, under his leadership, the women and men of the SEC proactively addressed various market developments and emerging risks, including the 2020 COVID-19 economic shock, the digitization of securities and other assets, the Brexit and LIBOR transitions, and cybersecurity matters. Mr. Clayton was an active member of the Financial Stability Board, the International Organization of Securities Commissions, the Financial Stability Oversight Council and the President’s Working Group on Financial Markets. He also testified before Congress on over a dozen occasions, providing detailed, publicly-available testimony on the activities of the Commission and the state of financial markets.
Prior to Mr. Clayton’s government service, he spent over 20 years at Sullivan & Cromwell where he was a member of the management committee, co-managing partner of the General Practice Group and co-head of the Cybersecurity Group. He was a lead lawyer in an array of complex M&A and capital markets transactions, as well as regulatory and governance matters, in the financial, telecoms, energy, transportation and ecommerce sectors. Mr. Clayton also advised a number of individuals in connection with their public and private investments as well as succession and transition matters.
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