William Wetmore

William K. Wetmore advises hedge fund (including activist hedge fund), private equity fund and corporate clients on securities law compliance, corporate governance matters, securities offerings, contract drafting, and securities issues related to mergers and acquisitions.

William’s experience includes deep knowledge related to:

• Crafting strategies for compliance with Sections 13(d) and 16 of the Securities Exchange Act of 1934.
• For investment fund clients, determining potential exemptions from Section 16 disgorgement.
• For investment fund clients, drafting and filing Schedules 13D and G, and Forms 13F and 13H.
• For corporate and investment fund clients, drafting and filing Forms 3, 4 and 5.
• Assisting with litigation strategy and providing guidance on pleadings for Section 16 short-swing trading liability cases.
• Structuring takeovers and private placements to reduce Section 16 exposure.
• Reviewing client corporate governance policies and advising on governance best practices.

Prior to law school, William worked for five years as a print and online journalist, honing his writing skills and developing a deadline-driven mindset.

Experience:

• Worked as a journalist for five years before law school.
• Advises investment funds on U.S. securities law compliance.

Representative Work:

• For a global investment firm, handled the securities laws compliance issues and securities filings related to the initial public offering (IPO) of a significant air carrier. Ensured that all of the IPO-related transactions were exempt from Section 16 short-swing profit liability, giving the client flexibility for future trading and eliminating potential compliance and liability issues during the life of the investment.
• Advised a New York-based equity investor in a Section 16 short-swing trading liability case involving an issue of first impression. Provided substantive law guidance for the litigation strategy and reviewed and edited briefing materials.
• Prepared successful requests for no-action relief from the SEC staff to allow a client to exclude shareholder proposals from its annual meeting proxy material.
• Reviewed and revised Securities Exchange Act of 1934 filings, including Forms 10-K, 10-Q and 8-K for corporate clients in diverse industries.
• Assisted a Maryland non-profit organization in the successful transfer of several subsidiaries to another non-profit organization.
• Represented a significant shareholder of an oil and gas producer in an effort to pursue strategic alternatives, including a potential change-of-control transaction. Advised on the securities law compliance and disclosure strategy and drafted all securities law filings for the matter.

Education:

• J.D., The George Washington University Law School, with honors, 2008
• B.A., University of Michigan, 2000

Bar Admissions:

• California
• District of Columbia