Capital Formation Developments

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Washington MCLE
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About This Course

As capital markets evolve, legal advisors play an increasingly strategic role in helping firms manage the intersection of innovation, regulation, and market opportunity. This session provides attorneys with a legal-focused exploration of current capital formation practices and the regulatory changes shaping them.

Attorneys will examine how firms are pursuing new approaches to capital raising, along with the legal risks and responsibilities that accompany those innovations. With today’s financial environment in flux, panelists will highlight the impact of recent FINRA activity—particularly Regulatory Notices 24-17 and 25-06—and how proposed amendments may affect firm procedures and oversight structures.

Whether advising clients through compliance planning or providing legal input on capital strategy, attorneys will gain insights into the tools, frameworks, and updates essential for navigating the future of capital markets with confidence. This CLE session emphasizes practical legal considerations while also identifying emerging pathways for firms to raise capital more efficiently and responsibly.

Lecturer Bios

Gabriela Aguero

Gabriela Aguero is Director in FINRA’s Corporate Financing Department. In her role, she oversees the Public Offering Review (POR) program. The POR group is responsible for the review of a wide array of filings and the interpretation and application of FINRA’s rules that regulate underwriting activities and conflicts of interests in public offerings.

Ms. Aguero began her career at FINRA when she joined NASD in 2000. She has an MBA from the John’s Hopkins Carey Business School in addition to an undergraduate degree in Finance as well as designation as a FINRA Certified Regulatory and Compliance Professional™ (CRCP™) Program at Wharton.

Laura Trotz

Laura Trotz is District Director of the Chicago District Office of FINRA. In her role as District Director, Ms. Trotz is responsible for overseeing District’s Surveillance and Examination programs. She has more than 20 years of experience in the securities industry and has been with the Chicago District Office for 18 years; previously, as an Associate District Director responsible for managing the District’s cycle and cause examination programs, Examination Manager responsible for managing a team of examiners for the cycle, cause and membership programs and as an examiner conducting cycle and cause examinations of member firms.

Ms. Trotz received her B.A. in Finance from Illinois Benedictine College and holds the Certified Regulatory and Compliance Professional™ certificate from the FINRA Institute at Wharton.

Matthew Vitek

Matthew Vitek is the Vice President of Legal at FS Investment Solutions, FS Investments’ wholly-owned broker-dealer subsidiary. Mr. Vitek is also a member of FS Investments’ Government Affairs team where he supports the company’s regulatory and legislative initiatives.

Prior to joining FS Investment Solutions, Mr. Vitek served as Associate General Counsel in the Office of General Counsel at the Financial Industry Regulatory Authority (FINRA) where he was responsible for various policy initiatives and rule changes. Earlier in his career, Mr. Vitek was a counsel in FINRA’s Department of Member Regulation where he provided interpretative advice on FINRA rules and regulatory guidance with respect to the federal securities laws and related rules and regulations.

Mr. Vitek earned a BA in Communication from the University of New Mexico, a MBA from Baylor University, a JD from Drake University and a LLM in Securities and Financial Regulation from the Georgetown University Law Center.

Leslie Gardner

Leslie Gardner is a Managing Director and Associate General Counsel of J.P. Morgan Chase & Co., where she has worked for over 27 years. Her current role is North America Head (and Global Co-Head) of the Banking/Capital Markets Practice Group of J.P. Morgan’s Legal Department, which covers Investment Banking, M&A/Conflicts, Equity and Debt Capital Markets, Securitized Products, Public Finance and Research. She is also a member of the extended management team of J.P. Morgan’s General Counsel. Before joining J.P. Morgan & Co. in 1992, Leslie was a senior associate attorney in the Corporate Department of Cahill Gordon & Reindel in New York.

J.P. Morgan’s Equity Capital Markets Legal team has won ILFR’s “Best In-House Equity Team – Americas” five times since 2012, and Leslie received ILFR’s “Americas Women In Business Law” award in 2014.

Leslie has been active in industry committees throughout much of her career, including as a member of the FINRA Corporate Financing Committee since 2013, the SIFMA Capital Markets Committee from 2007 to 2018 (Chairman from 2009 to 2011) and the Corporate Bond Committee of its predecessor, BMA (including as Chairman), the City Bar M&A Committee from 2005 to 2008 and the City Bar Securities Regulation Committee from 2010 to 2012.

Leslie graduated from Amherst College and from New York University School of Law, where she was the Executive Editor of the Annual Survey of American Law. She currently lives in Park Slope, Brooklyn and Woodbury, Connecticut, with her husband, Michael Glanzer, and springer spaniel, Winston – with occasional visits from their two grown children.

Gail S. Neely

Gail Neely advises clients on a variety of complex regulatory and corporate matters, including in connection with securities offerings.

Drawing on her sophisticated regulatory knowledge and in-depth experience, Gail delivers strategic and pragmatic counsel to broker-dealers, private equity firms, and public and private companies. Her company clients range from start-ups to soon-to-be-public companies to leading multinational corporations.

With experience spanning thousands of public offerings and private issuances, Gail helps clients successfully raise capital through an array of securities products. Her work includes a number of precedent-setting transactions, including the first-ever direct listing on behalf of Spotify. She also frequently advises on special purpose acquisition company (SPAC) initial public offerings and de-SPAC transactions.

Gail's practice includes:

Securities issuances, including initial and follow on public offerings, private placements, direct listings, SPAC and de-SPAC transactions, mergers and acquisitions, and employee benefit issuances
Regulatory considerations and securities transactions for broker-dealers and investment advisors
FINRA Corporate Finance analysis
US stock exchange initial and continued listing requirements
State Blue Sky laws
Gail also advises clients on a pro bono basis. Her work includes representing New York inmates seeking clemency in partnership with the Legal Aid Society. She has also conducted research for non-governmental organizations on issues relating to child marriage and transgender rights.

Gail is a member of the American Bar Association’s Business Law Section sub-committees on the FINRA Corporate Finance Rules and Blue Sky Laws.

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Capital Formation Developments

Washington MCLEAccreditation Info

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