Brooke D. Clarkson


Brooke D. Clarkson is a partner and SEC, PCAOB, and FINRA litigation attorney with Foley & Lardner LLP. Brooke’s practice focuses on representing public companies and their officers and directors, audit firms and their partners and other entities and individuals in investigations and proceedings involving the Securities and Exchange Commission (SEC), Public Company Accounting Oversight Board (PCAOB), Financial Industry Regulatory Authority (FINRA) and other government and non-government agencies and in private litigation. Brooke also has significant experience assisting boards of directors and their committees with internal investigations involving financial reporting and other conduct and counseling them on compliance with the federal securities laws and other applicable rules and regulations. Brooke is a member of the firm’s Securities Enforcement & Litigation and Government Enforcement Defense & Investigations Practices. She is also a member of the Environmental, Social, and Corporate Governance (ESG) Team.

Brooke serves on the firm’s recruiting committee and is an active member in the firm’s pro bono efforts, representing individuals in Social Security Administration matters, including administrative law judge hearings, in connection with the D.C. Bar Pro Bono Clinic.

Prior to joining the firm, Brooke was a trial preparation assistant in the Frauds Bureau of the District Attorney’s Office of New York County, New York.

Representative Experience

  • Public companies and officers and directors in SEC investigations/proceedings involving accounting, compliance and disclosure issues
  • Individuals in SEC investigations/proceedings involving insider trading
  • Audit committees in internal investigations and related SEC investigations/proceedings involving accounting, compliance and disclosure issues
  • National and regional audit firms and partners in SEC and PCAOB investigations/proceedings
  • Part of a team appointed to be an independent consultant in connection with an SEC consent judgment

Awards and Recognition

  • Selected for inclusion to the Washington, D.C. Super Lawyers – Rising Stars® list (2017)

Presentations and Publications

Brooke is a contributing author to the Securities Enforcement: Counseling and Defense treatise (published by Matthew Bender) and the Accountants’ Liability treatise (published by Practicing Law Institute).

08 March 2024 Article

SEC’s Slimmed Down Climate-Related Disclosures Finally Adopted

On March 6, 2024, the Securities and Exchange Commission adopted regulations that will require public companies to file mandatory climate-related disclosures with the SEC beginning in 2026.
22 December 2022 Newsletters

Dual-Hatted CEO and CCO Named Individually in SEC Settlement for Compliance Violations

On December 5, 2022, the SEC filed a settled action against investment advisory firm Two Point Capital Management Inc. and its chief executive officer, who also served as the Firm’s chief compliance officer until February 2021.
Cannabis harvest.
22 November 2022 Newsletters

Cannabis Company Cops to SEC Accounting Fraud Charges

On October 24, 2022, the Security & Exchange Commission (SEC) issued settled orders against Cronos Group, Inc. (Cronos), a Canadian cannabis company, and its former Chief Commercial Officer.
09 August 2022 Foley Funds Legal Focus

The SEC’s Latest CCO Case and the Ongoing Need for a Framework

On June 30, 2022, the SEC filed a settled action against Hamilton Investment Counsel, LLC and its chief compliance officer.
18 July 2022 White Papers

Cannabis Mid-Year Update 2022

With record inflation and the uncertain outcomes of geopolitical issues roiling global markets, the cannabis industry has nevertheless continued unperturbed.
06 July 2022 Manufacturing Industry Advisor

Top Legal Issues Facing the Manufacturing Sector in 2022

As the global economy faces the third year of the pandemic, manufacturers are no longer focused on figuring out when things will return to “normal.”