Walter Joseph "Jay" Clayton III (born July 11, 1966) is an American attorney who was the chairman of the U.S. Securities and Exchange Commission from May 4, 2017, until December 23, 2020.

After attending Lafayette College, where he was a member of the soccer team,[2] Clayton transferred to the University of Pennsylvania where he graduated with a Bachelor of Science in Engineering degree in 1988, and received the Thouron Award for post-graduate study in the United Kingdom.

[1][5] During college and graduate school, Clayton was a member of the Ocean City Beach Patrol and Penn Law rugby team, an intern with the U.S. Attorney's Office in Philadelphia and U.S. representative Curt Weldon, and an employee of United Engineers and Constructors.

[1][9] He specialized in mergers and acquisitions transactions and capital markets offerings[8] and represented prominent Wall Street firms, including Goldman Sachs.

[8] During the financial crisis of 2007–2008, Clayton advised Bear Stearns in its fire sale to JPMorgan Chase in 2007, Barclays Capital in the purchase of Lehman Brothers' assets following their bankruptcy, and Goldman Sachs in connection with the investment by Berkshire Hathaway.

[5] Clayton disclosed to the U.S. Office of Government Ethics that his other corporate clients had included TeliaSonera AB, Ally Financial, Deutsche Bank, UBS, Volkswagen, SoftBank Group, The Weinstein Company, Pershing Square Capital Management, and Valeant Pharmaceuticals.

[17] Clayton's nomination was endorsed by Manhattan district attorney Cyrus Vance Jr.[14] U.S. senator Catherine Cortez Masto, a Democrat representing Nevada, expressed concern that Clayton represented Swedish firm TeliaSonera in a proposed venture that would combine Russian telecommunications companies MegaFon and Altimo.

[22] Clayton has expressed concern about the decline in the number of U.S. public companies and also has been outspoken on securities law issues related to distributed ledger technology, cryptocurrencies and initial coin offerings.

[20][23] Several high-profile prosecutions occurred during Clayton's tenure, including against then-representative Chris Collins in 2018, and senator Richard Burr and the Eastman Kodak Company in 2020.

[28] One of his final actions at the SEC before resigning was to sue Ripple Labs challenging the legality of trading cryptocurrency XRP as an unregistered security, which the company called "a parting shot".

[35] In February 2021, Apollo Global Management appointed Clayton to the newly created role of lead independent director on its board.