George A. Naya

George A. Naya

Partner

Contact Info

Phone: (202) 295-6643

Primary Office

Washington
1919 Pennsylvania Avenue, N.W.
Suite 550
Washington, DC 20006-3434

George A. Naya

Partner

George A. Naya

George Naya is an experienced corporate lawyer with a broad practice centered on U.S. securities laws and corporate governance. He advises clients in a diverse array of industries and has extensive experience in both domestic and international capital markets transactions.

In addition to his time in private practice, George has served as in-house counsel at one of the world’s largest investment banks, Morgan Stanley, and at a publicly traded fintech firm, E*TRADE. He is keenly aware of the challenges facing in-house legal teams and brings this perspective to bear in delivering practical, actionable advice with business solutions and dynamics in mind.

Securities and Transactional

George advises companies on U.S. securities law matters and capital market transactions. His securities practice includes assisting with routine SEC disclosures, including quarterly and annual reports, proxy statements, and strategic responses to SEC comment letters. Clients particularly rely on his significant experience ahead of annual shareholder meetings, where he supports Legal and Investor Relations teams with shareholder engagement, responding to shareholder proposals, and addressing the policies of proxy advisory firms and institutional investors. Company directors and executives turn to George for counsel on Section 16 compliance and Rule 10b5-1 trading plans.

George also regularly advises on a wide variety of capital market activities. He has advised domestic and foreign companies, financial institutions, and foreign government agencies in a wide variety of capital markets and other financing transactions, including investment grade and high-yield debt offerings, equity offerings, tender offers, exchange offers, private offerings, and syndicated credit facilities.

Public and private companies involved in strategic transactions – including IPOs, spin-offs, and mergers – look to George for advice on disclosure, financing, governance, and re-organization issues. He has also advised on antitrust, share repurchase agreements, and other strategic matters.

Governance

George advises companies on sensitive governance issues, including drafting insider trading policies and pre-clearing insider transactions, director independence, and related-party transactions. Additionally, he works with companies on annual governance exercises, including maintaining corporate policies and board committee charters current with stock exchange listing requirements and proxy advisory firm policies.

Experience

  • Advised E*TRADE Financial Corporation and Morgan Stanley on SEC disclosure and governance matters as well as on capital markets offerings in excess of $5 billion. 
  • Assisted public companies in a wide variety of industries with note offerings, with an aggregate principal amount in excess of $10 billion.
  • Assisted numerous public companies in submitting no-action letters to the SEC regarding shareholder proposals.

Credentials and Accolades

Education

J.D., University of Virginia School of Law, 2012

  • Senior Editorial Board, Virginia Tax  Review
  • Latin American Law Organization

B.A., University of Florida, 2009

  • Dean’s List

Bar Admissions

District of Columbia
New York

George Naya is an experienced corporate lawyer with a broad practice centered on U.S. securities laws and corporate governance. He advises clients in a diverse array of industries and has extensive experience in both domestic and international capital markets transactions.

In addition to his time in private practice, George has served as in-house counsel at one of the world’s largest investment banks, Morgan Stanley, and at a publicly traded fintech firm, E*TRADE. He is keenly aware of the challenges facing in-house legal teams and brings this perspective to bear in delivering practical, actionable advice with business solutions and dynamics in mind.

Securities and Transactional

George advises companies on U.S. securities law matters and capital market transactions. His securities practice includes assisting with routine SEC disclosures, including quarterly and annual reports, proxy statements, and strategic responses to SEC comment letters. Clients particularly rely on his significant experience ahead of annual shareholder meetings, where he supports Legal and Investor Relations teams with shareholder engagement, responding to shareholder proposals, and addressing the policies of proxy advisory firms and institutional investors. Company directors and executives turn to George for counsel on Section 16 compliance and Rule 10b5-1 trading plans.

George also regularly advises on a wide variety of capital market activities. He has advised domestic and foreign companies, financial institutions, and foreign government agencies in a wide variety of capital markets and other financing transactions, including investment grade and high-yield debt offerings, equity offerings, tender offers, exchange offers, private offerings, and syndicated credit facilities.

Public and private companies involved in strategic transactions – including IPOs, spin-offs, and mergers – look to George for advice on disclosure, financing, governance, and re-organization issues. He has also advised on antitrust, share repurchase agreements, and other strategic matters.

Governance

George advises companies on sensitive governance issues, including drafting insider trading policies and pre-clearing insider transactions, director independence, and related-party transactions. Additionally, he works with companies on annual governance exercises, including maintaining corporate policies and board committee charters current with stock exchange listing requirements and proxy advisory firm policies.