Meredith B. Cross


Cross, Meredith
Meredith Cross is a partner in the Transactional and Securities Departments, and a member of the Corporate Practice and Strategic Response Group. Ms. Cross rejoined the firm in 2013, after having served as Director of the Division of Corporation Finance of the US Securities and Exchange Commission since 2009. Representing clients in corporate and securities matters, she has experience with the full range of issues faced by public and private companies in capital raising and public reporting.


Ms. Cross's practice is primarily focused on advising public companies and underwriters on corporate finance securities law matters, including disclosure and other requirements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as the requirements under the Sarbanes-Oxley Act and the Dodd- Frank Wall Street Reform and Consumer Protection Act. She serves as issuer’s counsel and underwriters' counsel in public and private offerings of debt and equity securities.
While serving as the Director of the Division of Corporation Finance of the SEC, Ms. Cross led the Division’s efforts to implement both the Dodd-Frank Act and the Jumpstart Our Business Startups (JOBS) Act. Under her leadership, the Division recommended close to 60 rulemaking releases to the Commission, including those relating to say-on-pay, conflict minerals, proxy access, compensation committees and compensation advisers, asset-backed securities, and the new regulatory regime for derivatives. Ms. Cross also guided the Division’s pragmatic response to numerous issues relating to the IPO “on-ramp” provisions of the JOBS Act. During her tenure, Ms. Cross testified before Congress numerous times on a broad range of issues including corporate governance, capital formation, risk retention in asset-backed securities offerings, executive compensation oversight, and agency management and budget.
Before first joining WilmerHale in 1998, Ms. Cross served as Deputy Director of the SEC’s Division of Corporation Finance. During her prior SEC tenure, she was involved with a number of corporate finance rulemakings, including changes to shelf registration, electronic delivery of prospectuses and other information to investors, the plain English initiatives, limited partnership roll-up rules, and small issue exemptions from registration and reporting. Before becoming Deputy Director, Ms. Cross served as Associate Director of the Division's sections on International Corporate Finance and Small Business. In the international area, she played a key role in the ongoing development of international disclosure and accounting standards for use in cross-border offerings. Ms. Cross also previously served as the Division's Chief Counsel. As Chief Counsel, she was responsible for no-action letters and legal interpretations in the Division on a wide range of matters, including Rule 144, Section 16, registration of employee benefit plans and exemptions from registration and reporting.

Professional Activities

Ms. Cross is a frequent speaker at securities law conferences, including the Northwestern University Annual Securities Law Institute and programs sponsored by the Practicing Law Institute, the American Bar Association and the American Society of Corporate Secretaries.

Ms. Cross is a member of the ABA Corporate Laws Committee and a member of the Board of Governors of the Wilmer Eye Institute at Johns Hopkins.

Honors & Awards

  • Recipient of the 2014 Linda Quinn Lifetime Achievement Award by
  • Recognized for her exceptional securities practice in the 2006, 2007, 2008, 2009 and 2014 editions of Chambers USA: America's Leading Lawyers for Business
  • Selected by peers for inclusion in The Best Lawyers in America (2005-2006, 2006, 2007, 2008 and 2009 editions)
  • Named to the NACD Directorship 100, A Who’s Who of the American Corporate Governance Community, in 2010
  • Recognized as a Dealmaker of the Year by The American Lawyer in 2003

Publications & News


October 9, 2014

SEC Enforcement Actions Emphasize Importance of Stock Ownership Reporting Obligations for Public Companies and Insiders

On September 10, 2014, the Securities and Exchange Commission announced charges against 28 officers, directors and major stockholders of public companies for violating Section 16(a) and/or Section 13(d) of the Securities Exchange Act of 1934, as amended.

June 6, 2014

Partner Meredith Cross Receives Linda Quinn Lifetime Achievement Award

WilmerHale Partner Meredith Cross was recognized as the recipient of the Linda Quinn Lifetime Achievement Award during the annual Women's 100 Conference held by

May 23, 2014

Chambers USA Ranks Top WilmerHale Lawyers and Practices in 2014 Edition

We are pleased to announce the names of the individuals and practice areas that are ranked in the 2014 edition of Chambers USA: America's Leading Lawyers for Business.

February 20, 2014

Update: SEC's Financial Reporting and Audit Task Force

On February 11, Margaret McGuire, Vice Chair of the US Securities and Exchange Commission's (SEC) Financial Reporting and Audit Task Force (Task Force), participated in a DC Bar panel discussion to review the objectives, administration and early initiatives of the Task Force since its formation was announced by the SEC last July.

December 6, 2013

Meredith Cross Talks IPOs, Jobs and Disclosure

A Q&A interview featuring WilmerHale Partner Meredith Cross, published in the December 6, 2013 of The Deal Pipeline.

September 25, 2013

SEC Proposes Rules for Pay Ratio Disclosure

At an open meeting on September 18, 2013, by a 3-2 vote, the Securities and Exchange Commission proposed a new rule,1 as mandated by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, to require companies to disclose (i) the median of the annual total compensation of all company employees (excluding the company’s principal executive officer), (ii) the annual total compensation of the company’s principal executive officer and (iii) the ratio between the two. A summary of the proposed rule is set forth below.

July 11, 2013

SEC Adopts JOBS Act and Dodd-Frank Act Private Placement Provisions; Proposes Additional Requirements for Private Placement Market

At an open meeting on July 10, 2013, the Securities and Exchange Commission (SEC): approved final rules implementing Section 201(a)(1) of the Jumpstart Our Business Startups Act (the JOBS Act) to eliminate the prohibition on general solicitation and advertising for certain offerings made pursuant to Rule 506 of Regulation D of the Securities Act of 1933 (the Securities Act) and Rule 144A under the Securities Act; approved a final rule to disqualify securities offerings involving certain felons and other “bad actors” from reliance on Rule 506, as mandated by Section 926 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the Dodd-Frank Act); and proposed amendments to Regulation D, Form D and Rule 156 under the Securities Act intended to enhance the SEC’s ability to evaluate changes in the market and to address the development of practices in Rule 506 offerings.

May 6, 2013

2013 IPO Report

Our 2013 IPO Report offers a detailed analysis of, and outlook for, the IPO market. The report features regional breakdowns, a Q&A with former SEC Corp Fin Director Meredith Cross, and a discussion of the use of social media for investor communications under Regulation FD. We review the elements of relief being chosen by emerging growth companies under the JOBS Act; offer practical insight on “test-the-waters” communications and scheduling the first annual meeting of stockholders; summarize IPO disclosure requirements applicable to directors, officers, 5% stockholders and selling stockholders; discuss Form 10 IPOs as an alternative route to going public; and present useful IPO market metrics that are ordinarily unavailable elsewhere.

April 29, 2013

SEC Gives Nod to Use of Social Media Under Regulation FD—If Done Correctly

On April 2, 2013, the Securities and Exchange Commission issued a Report of Investigation that concluded an investigation by the SEC’s Division of Enforcement into whether the CEO of Netflix, Inc. had violated Regulation FD by posting an updated corporate metric on his personal Facebook page, without the company making any other simultaneous public disclosure of that metric.

April 8, 2013

Former SEC Senior Special Counsels Brown and Zepralka Join Cross at WilmerHale

WilmerHale is pleased to announce that Lillian Brown and Jennifer Zepralka have joined the firm as partners in its Washington DC office. Both Brown and Zepralka join from the SEC where they worked closely with WilmerHale Partner Meredith Cross.


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JD, Vanderbilt University Law School, 1982, Order of the Coif, Vanderbilt Law Review

BA, cum laude, Duke University, 1979

Bar Admissions

District of Columbia


The Hon. Albert J. Henderson, US Court of Appeals for the Eleventh Circuit