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Gary S. Matsko

phone: 617-589-3877
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Gary is a trial attorney, representing individuals and businesses in civil litigation and before regulatory agencies, including the Securities and Exchange Commission. He represents parties in actions throughout New England, in several U.S. federal courts and in arbitration proceedings. Gary has litigated cases involving claims arising from business sales and acquisitions, securities claims, employment disputes, shareholder disputes, environmental matters and other business matters.

Gary’s prior roles as Enforcement Branch Chief for the New England Region of the Securities and Exchange Commission and as legal assistant to an SEC Commissioner taught him to look beyond the obvious solutions to service clients creatively and thoroughly.

  • Successfully brought two SEC investigations to conclusion for a public company without enforced action
  • Obtained a jury verdict worth approximately $6 million for a NYSE-listed company after a three-week trial in Delaware Superior Court in a breach of contract action arising out of defendant’s failure to honor an environmental indemnification. Prevailed in Delaware Supreme Court appeal of the case
  • Successfully brought SEC investigations of the CFO of a public company without enforced action
  • Successfully prosecuted breach of contract, negligent supervision, failure to supervise and vicarious liability claims against a broker and brokerage house before a Financial Industry Regulatory Authority (FINRA) arbitration panel
  • Represented former senior officer of major mutual fund complex in SEC investigation and enforcement litigation
  • Represented outside director of a public company in SEC enforcement litigation
  • Represented former public company employee in an SEC revenue recognition investigation
  • Represented trust beneficiary in claims against trustees for misuse and diversion of trust assets
  • Represented LLC and majority members in suit with respect to diversion of business opportunity and fiduciary breaches
  • Represented the sellers of two major hospitals in prosecuting their suit against the buyer for breach of post-closing contract and third party contract obligations resulting in a $6 million judgment for our clients
  • Represented a senior securities trader for a major investment company complex in an SEC investigation and enforcement action
  • Successfully defended a local businessman in an SEC insider trading investigation
  • Represented the sellers of a sports promotion and agency business with respect to the buyer’s failure to account to clients for post-closing revenues
  • Represented the majority shareholder and members of the board of directors of a golf course enterprise in defending against claims advanced by a minority shareholder
  • Lattuca v. Robsham, 442 Mass. 205 (2004) – Represented plaintiff Trustee in claim against an agent and lender to the trust who had used access as lender to facilitate diversion of trust assets to himself. Trial court found that agent/lender had violated fiduciary duty and the covenant of good faith and fair dealing. Supreme Judicial Court affirmed the decision.
  • DiCarlo v. Lattuca, 60 Mass. App. Ct. 344 (2004) – Procured reversal of judgment against client as executor of his mother’s estate where trial court had found the estate owed sums to mother’s former partner in real estate partnership. Case established the principal that a claim for a partnership accounting accrues for statute of limitations purposes on the dissolution of a partnership which occurs by operation of law on the death of a partner. The Appeals Court ruled that the trial court erred in declining to dismiss the claim on statute of limitations grounds.
  • John G. Danielson, Inc. v. Winchester-Conant Properties, Inc., 322 F. 3rd 26 (1st Cir. 2003) – Procured the reversal of judgment and remand for new trial in Federal Copyright case brought by architect against developer client where the trial court had given improper jury instruction with respect to apportioning profits between copyright owner and party determined to have infringed on the copyright. The decision of the U.S Court of Appeals for the First Circuit established important authority with respect to the criteria to be applied in apportioning profits in copyright suit.
  • Striar v. American Medical International, Inc., 45 Mass. App. Ct. 87 (1998) – Obtained a breach of contract judgment for client who was one of several sellers of two hospitals sold to a national hospital chain. Client was not a direct party to the medical services contract entered in connection with the sale of the hospitals, and held to have been breached, but was a party to the sales contract. Succeeded in establishing the client’s right to sue on the theory that the services contract was incorporated by reference into the sales contract and on third party beneficiary theory. Appeals Court affirmed.
  • 21 Merchants Row Corp v. Merchants Row, Inc., 412 Mass. 204 (1992) – Successfully defended commercial landlord client against a tenant’s claim that the landlord’s refusal to consent to an assignment of the lease interfered with the tenant’s contract to sell its business. Supreme Judicial Court rendered a landmark decision regarding lease assignments.


  • Peer Review AV® Preeminent™ rated by Martindale-Hubbell, the highest bestowed rating
  • Massachusetts Super Lawyers 2004-2005, 2007, 2010-2020


  • Massachusetts
  • United States District Court for Massachusetts
  • Southern and Eastern Districts of New York
  • United States Court of Appeals for the First and Second Circuits


  • Boston Bar Association (Member, Securities Litigation Committee)
  • Massachusetts Bar Association
  • New York Bar Association
  • International Lawyers Network

When Gary is not in the office or serving as an active board member of Friends of Boston Homeless, he enjoys skiing, biking and traveling. He is also a novelist whose unpublished book was under consideration by a well-known film company for a movie adaptation in 2016.

News & Insights

Law practice enjoined from distributing fee from PI settlement, quoted by Massachusetts Lawyers Weekly

Unexpected Successor Liability Arising From an Asset Purchase, authored article in Corporate Counsel

De Facto Merger: The Threat of Unexpected Successor Liability, authored article in Business Law Today

SEC “Gag Orders”: Does Settling in Silence Advance the Public Interest?, authored article in Washington Legal Foundation's Legal Backgrounder

Joint-Defense Agreements Helpful in Securities Cases, authored article in New England In-House

Fraud Traps for the Unwary, authored article in The Corporate Board

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