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Matthew Franker

Matt Franker has nearly twenty years of experience advising public and private companies, underwriters, and boards of directors in capital markets offerings, securities disclosure and compliance, corporate governance and ESG matters, mergers and acquisitions, and general corporate issues. Matt has significant experience representing companies from a broad range of industries, including life sciences, financial services, manufacturing, energy, consumer products, and telecommunications. Matt, a former SEC staff member, also has extensive experience advising clients on SEC rulemakings and regulatory proceedings.

Matt has been recognized in Legal 500 for his work on capital markets transactions, and his capital markets experience includes advising companies and underwriters on registered and exempt offerings of common and preferred equity securities and investment grade, high-yield and convertible debt securities, exchange offers, debt tender offers, and consent solicitations. Matt has an extensive securities advisory practice focused on assisting public companies in a wide variety of disclosure, corporate governance, and compliance matters.

Prior to joining Covington, Matt served as an attorney-adviser with the U.S. Securities and Exchange Commission's Division of Corporation Finance. While at the SEC, he worked on a wide variety of transactional and securities compliance matters, with an emphasis on the manufacturing, construction, and financial services industries. His experience at the SEC focused on IPOs, secondary offerings, mergers and acquisitions, exchange offers, going-private transactions, PIPEs and private equity financings and evaluating no-action requests to exclude shareholder proposals under Exchange Act Rule 14a-8.

On August 4, 2023, the Securities and Exchange Commission’s (“SEC”) final rule on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure was published in the Federal Register, confirming the dates on which these new requirements will enter into force.  Covington has previously published a detailed summary of this rule, which imposes significant new disclosure requirements for publicly traded companies and, in certain instances, foreign private issuers.  As discussed in greater detail in that alert, the new rule requires U.S. public companies to report material cybersecurity incidents on Form 8-K within four business days of their determination that a material cybersecurity incident has occurred.  Foreign private issuers will be required to furnish information on Form 6-K about material cybersecurity incidents that they disclose or otherwise publicize to any stock exchange or to security holders in a foreign jurisdiction. Continue Reading Compliance Dates for SEC’s New Cyber Disclosure Rules Confirmed