Jennifer Morton’s practice focuses on matters involving the regulation of broker-dealers and securities markets.

She advises market participants, including global financial institutions, investment advisors, private equity firms, wealth managers, fintechs, and trade organizations (SIFMA), on a wide range of regulatory and transactional matters, including public and private mergers and acquisitions, SEC registration and FINRA membership, digital asset and blockchain technology, AI, restructuring and expansion of business operations, and trading and markets issues. She also has extensive experience representing corporate and investment banking clients in public offerings and private placements and assisting clients on internal investigations and enforcement matters.

Jennifer regularly counsels clients on a wide range of federal, state, and SRO rules and regulations, including those governing net capital, custody, customer protection, cross-border requirements under SEC Rule 15a-6, cybersecurity, books and records, SEC Regulation Best Interest, capital raising and conflicts of interest, new issues/IPO allocation, trade reporting, ATS registration, and the preparation and distribution of research.

In recognition of her extensive contribution to financial services regulation, she received the 2024 Women in Business Law Financial Regulation Lawyer of the Year Award from the International Financial Law Review (IFLR).

Jennifer joined the firm as a partner in 2026 from another major international law firm.

Read More

Notable Experience (including those prior to joining Cleary)

Market Participants Involved in M&A and Capital Raising Transactions

  • Regulatory and transactional advice with respect to capital raising, mergers and acquisitions, joint ventures, expansion of business operations of broker-dealers, including regulatory approvals, post-closing integration, and corresponding compliance considerations.

  • Société Générale S.A. in connection with its business combination with AllianceBernstein.

  • Mubadala Investment Company PJSC in its acquisition of Fortress Investment Group (Fortress) from SoftBank Group Corp., and corresponding U.S. regulatory approvals.

  • Merrill Lynch in connection with its acquisition by Bank of America.

  • Intercontinental Exchange Inc. in connection with its acquisition of TMC Bonds LLC and Virtu BondPoint, each a U.S. registered broker-dealer that operates an ATS.

  • SS&C Technologies Inc. in connection with the acquisition of Eze Software Group.

  • Thomson Reuters in its acquisition of REDI, a cross-asset execution management system (EMS) property.

See More

Formation and Expansion of Broker-Dealers

  • Formation, registration, and expansion of broker-dealers and ATSs, including entities focused on retail brokerage and private wealth, investment banking advisory, private placements, and secondary placements of private securities, digital assets, research distribution, and secondary trading.

  • Gemini Galactic Markets LLC in connection with its broker-dealer registration with the SEC and membership with FINRA, authorizing the firm to operate an alternative trading system (ATS) that offers subscribers the ability to trade in digital asset securities.

See More

Broker-dealers Involved in Investigations & Enforcement and Seeking Regulatory Relief

  • Broker-dealers involved in SEC and FINRA investigations and enforcement actions, including with respect to off-channel communications, trade reporting (CAT, TRACE) trading in securities issued in accordance with Rule 144A, broker-dealer status issues, FINRA IPO allocation rules, the SEC net capital rule, and books and records retention.

  • SIFMA Primary Markets Committee in connection with comment letters in response to FINRA Regulatory Notices 23-09, 24-17 and 25-06, advocating to change FINRA rules that govern capital raising and the preparation and distribution of research reports.

See More

Selected Activities

trigger

ABA Business Law Section Subcommittees on FINRA Corporate Financial Rules, Trading and Markets, and Blue Sky Laws.

ABA Business Law Section Task Force on Blockchains, Cryptocurrencies and Asset Management.

Publications

“The Use of AI in the Securities Industry: U.S. Regulatory Considerations for Broker-Dealers and SEC-registered Investment Advisers,” The Review of Securities & Commodities Regulation, 2024

“New York State Finalizes Significant Amendment to Part 500 Cybersecurity Regulation,” American Bar Association, 2023

“James Bartos,” United States Securities Law: A Practical Guide, 3rd Edition

Events

Panelist, “Best Practices and Lessons Learned in Research,” Securities Industry and Financial Markets Association (SIFMA) Compliance and Legal Society Annual Seminar, March 2026

Moderator, “Tokenize This $Panel,” Fordham Law Blockchain Regulatory Symposium, October 2025

Moderator, “Current Developments in Capital Markets,” Securities Industry and Financial Markets Association (SIFMA) C&L Regional Seminar, New York, October 2024

Panelist, “Current Compliance Issues in Investment Banking,” Securities Industry and Financial Markets Association (SIFMA) Compliance and Legal Society Annual Seminar, March 2024

Moderator, “Evolving Ecosystem: Market Integrity,” Fordham Law Blockchain Regulatory Symposium, October 2023

Panelist, “FinTech Investing in 2023: Market Trends and Legal Issues,” U.K. FinTech Week, April 2023

Panelist, “Expanding to the U.S.: A Guide for FinTechs,” U.K. FinTech Week, April 2023

Speaker, “Banking and FinTech Innovation,” Roundtable hosted by Empire Startups part of New York FinTech Week, April 2023

Presenter, “MiFID II and U.S. Considerations,” Institutional Investor Legal Forum Spring Round Table, April 2023

Moderator, “The Path to Senior Management,” SIFMA’s C&L Society Future Leaders panel, June 2022

Panelist, “Investment Advisory Regulatory Developments,” 2019 Money Management Institute (MMI) Annual Conference, October 2019

Speaker, “A Discussion for Broker-Dealer Senior Executives to Share Their Perspectives, Insights and Challenges,” Ernst & Young’s annual Broker-Dealer Roundtable, April 2019

Panelist, “Regulatory Developments Impacting Investment Advisers,” 2018 Money Management Institute (MMI) Annual Conference, October 2018