Jurgita Ashley

Practices

• Corporate Transactions & Securities

Professional Experience

Jurgita is an associate attorney in the Corporate Transactions & Securities practice group. She focuses her practice on federal and state securities law filings and compliance, including public and private securities offerings; takeover matters; corporate organization and governance matters; and public company mergers and acquisitions.

During law school, Jurgita served as a Judicial Extern for the Honorable Alice M. Batchelder of the United States Court of Appeals for the Sixth Circuit and as a Legal Drafting Instructor at the University of Akron School of Law.

Education

• University of Akron, J.D., 2006, summa cum laude, Akron Law Review, Board Member and Text & Research Editor
• East Tennessee State University, B.A., 2003, summa cum laude
• Vytautas Magnus University, Lithuania, 2000

• Securities, Capital Markets and Corporate Governance Matters
• Prepares and/or reviews periodic reports, proxy and written consent solicitation statements, registration statements on Forms 10, 8-A, S-1, S-3, S-4 and S-8, Section 16 filings, Forms 144, Schedules 13D/13G and other SEC filings made by public companies and their officers, directors and shareholders
• Advises public companies on corporate governance, investor relations, and compliance issues related to SEC, NYSE, NYSE MKT, NASDAQ and FINRA/OTC rules and regulations, responses to SEC comment letters, and recommendations of ISS and other proxy advisory firms
• Counsels and assists with the implementation of policies and procedures in response to new rules and regulations on corporate governance and executive compensation
• Reviews executive compensation disclosures in SEC filings
• Conducts and/or assists with annual meeting processes of public and private companies and advises on shareholder proposal matters
• Participates as company or underwriter counsel in equity and debt securities offerings, including going public transactions, follow-on public offerings, PIPEs, "equity line" transactions, Rule 144A offerings, exchange and repurchase transactions, and registrations with the SEC
• Participates as counsel in venture capital financings
• Prepares exchange listing applications and assists with responses to investigations, non-compliance notices and delistings
• Assists new public companies in developing and implementing corporate governance practices and procedures
• Takeover Matters
• Provides advice to hedge funds, activist shareholders and companies on takeover matters, including proxy contests, consent solicitations, Schedule 13D disclosures, group formation issues, shareholder proposals and control share acquisitions
• Mergers & Acquisitions and Other Corporate Matters
• Acquisition, disposition and merger transactions involving public and private companies
• Company restructurings and recapitalization transactions, including reverse stock splits and filings with FINRA
• Joint ventures

• "IPO on the Cheap?" · BiotechBlog, April 18, 2011 (sole author)
• Comment Letter to the Securities and Exchange Commission on Proposed Rules for Implementing the Whistleblower Provisions of Section 21F of the Securities Exchange Act of 1934, December 3, 2010 (co-author)
• Public Company Update: SEC Issues Proposed Say-or-Pay Rules, October 2010 (co-author)
• Public Company Update: Proxy Access - Initial Considerations for Public Companies, September 15, 2010 (co-author)
• "Director Obligations" (discussing former directors' and officers' SEC reporting obligations) · LexisNexis Emerging Issues Analysis, May 2010 (sole author)
• Public Company Update: Placing a Poison Pill "On the Shelf", August 2009 (co-author)
• Comment Letter to the Securities and Exchange Commission on Proposal Regarding Proxy Access, July 14, 2009 (co-author)
• "Greenmail Disgorgement Statutes and Corporate By-Law Provisions Could Trap Activist Hedge Funds" · Bloomberg Corporate Law Journal, Winter 2009 Issue (co-author)

• "2013 Proxy Season and Annual Meeting", presented to the Society of Corporate Secretaries and Governance Professionals, January 15, 2013
• "The Use of Non-GAAP Financial Measures", January 10, 2013
• "The Impact of Federal Securities Laws on Social Media Communications", presented to the Society of Corporate Secretaries and Governance Professionals, March 14, 2012

• Selected for inclusion in Rising Stars by Ohio Super Lawyer magazine in 2013
• Beatrice and C. Blake McDowell, Jr. Scholarship
• CALI Awards for highest achievement in Securities Regulation, Bankruptcy, Contracts, Property, Civil Procedure, Criminal Law, Wills, Trusts & Estates, Constitutional Law, and Professional Responsibility
• American Bankruptcy Institute Medal of Excellence
• Ernest Karam Award for highest achievement in Contracts

• Lithuanian