William W. Clayton

Associate Professor of Law

William Clayton is a business law scholar whose work focuses primarily on the law and policy of private markets. He is a leading researcher in the area of private equity fund contracting and governance, and his scholarship and comment letters have been cited extensively in recent rule-making, comment letters and amicus briefs relating to private investment funds. Clayton's work has been published or is forthcoming in journals including the Vanderbilt Law Review, the Yale Journal on Regulation, and the Harvard Business Law Review, and he is also a contributing author to multiple forthcoming research handbooks on private equity and venture capital. Before joining the BYU Law faculty in 2018, Clayton worked as a corporate lawyer at Wachtell, Lipton, Rosen & Katz and as a private funds lawyer at Simpson Thacher & Bartlett LLP in New York City, and he was the Executive Director of the Yale Law School Center for the Study of Corporate Law.

Clayton currently serves as one of the directors of BYU's Global Business Law Program, where he has co-organized conferences including the BYU Law Winter Deals Conference in Park City and the Private Funds Roundtable in New York City. 

Clayton teaches courses on contracts, business organizations, and corporate finance, and he is also the founding director of the BYU Law Deals Academy, an annual immersive transactional law program in New York City for first-year students. BYU Law's first travel academy, the Deals Academy served as an early model for the law school's broader academy program, which was rated among the top dozen most innovative national law school programs by Bloomberg Law in 2023 and 2024.

Clayton holds a J.D. from Yale Law School, an M.B.A. from Stanford Graduate School of Business, and a B.A. from Stanford University.

Courses Taught

  • Business Organizations
  • Contracts
  • Corporate Finance


  • J.D., Yale Law School
  • M.B.A., Stanford Graduate School of Business
  • B.A., Stanford University
  • “Private Equity Negotiations,” in The Palgrave Encyclopedia of Private Equity (invited chapter, forthcoming 2024) (Douglas Cumming & Benjamin Hammer eds.)
  • “Private Equity Fund Bargaining: What We Know (and Don’t Know)” in Elgar Research Handbook on the Structure of Private Equity and Venture Capital (invited chapter, forthcoming 2024) (Brian Broughman & Elisabeth de Fontenay eds.)
  • High-End Securities Regulation: Reflections on the SEC’s 2022-23 Private Funds Rulemaking, 14 Harvard Business Law Review 71 (2024)
  • High-End Bargaining Problems, 75 Vanderbilt Law Review 703 (2022)
  • How Public Pension Plans Have Shaped Private Equity, 81 Maryland Law Review 840 (2022)
    -Selected for reprint in the Securities Law Review and Corporate Practice Commentator
  • Public Investors, Private Funds, and State Law, 72 Baylor Law Review 294 (2020)
  • The Private Equity Negotiation Myth, 37 Yale Journal on Regulation 67 (2020)
  • Preferential Treatment and the Rise of Individualized Investing in Private Equity, 11 Virginia Law & Business Review 249 (2017)