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Securities Exchange Act › Securities Violations

The Securities Exchance Act is a United States federal statute enacted in 1934 to govern the secondary securities trading market. In addition, the Securities Exchange Act established the Securities and Exchange... more +
The Securities Exchance Act is a United States federal statute enacted in 1934 to govern the secondary securities trading market. In addition, the Securities Exchange Act established the Securities and Exchange Commission (SEC), which is the primary regulatory agency enforcing federal securities laws. less -
A&O Shearman

Southern District Of New York Denies Digital Asset Trading Company’s Motion For Judgment On The Pleadings

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On February 7, 2025, Judge Paul A. Engelmayer of the United States District Court for the Southern District of New York denied a motion for judgment on the pleadings in a putative class action against a cryptocurrency...more

Zelle LLP

AI Update: New Lawsuit Highlights the Risks Of AI-Related Disclosures

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A recent lawsuit filed in the US District Court for the Southern District of New York—Sarria v. Telus International (Cda) Inc. et al., No. 1:25-cv-00889 (S.D.N.Y. Jan 30, 2025)—involves two distinct risks associated with...more

Cadwalader, Wickersham & Taft LLP

SEC Brings Suit Against Elon Musk for Failure to Report Twitter Ownership

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On January 14, 2025, the U.S. Securities and Exchange Commission (the “SEC”) sued Elon Musk over his 2022 acquisition of Twitter, Inc. stock and alleged failure to timely disclose a 5% ownership stake in Twitter, as required...more

Cornerstone Research

SEC Enforcement of Cryptocurrency Dropped 30% in the Last Year of the Gensler Administration

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Enforcement during Gensler administration was considerably higher than during the previous administration. The Securities and Exchange Commission (SEC) brought 33 cryptocurrency-related enforcement actions in 2024, the...more

Orrick, Herrington & Sutcliffe LLP

SEC sanctions broker-dealer for misleading bond sales

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On January 13, a broker-dealer agreed to pay over $40 million to settle SEC charges that it failed to properly supervise its employees in the sale of mortgage-backed bonds. According to the SEC order, the broker-dealer’s...more

Cooley LLP

SEC files complaint against Elon Musk alleging violation of Section 13(d)

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On Tuesday, the SEC filed a complaint in the D.C. federal district court alleging that Elon Musk ignored the Section 13(d) beneficial ownership reporting deadline when, in March 2022, he acquired more than 5% of outstanding...more

Allen Matkins

SEC's Latest Complaint Against Elon Musk Spawns Questions About The Politics Of SEC Enforcement

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Earlier this week, the Securities and Exchange Commission filed a civil complaint in the U.S. District Court for the District of Columbia.  The complaint alleges that Mr. Musk in acquiring shares of Twitter failed to file a...more

Allen Matkins

SEC Settles "Charges" For Failure To File Timely Form D

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Last week, the U.S. Securities and Exchange Commission announced that it had settled "charges" against two private companies and one registered investment adviser for failing to timely file Forms D for several unregistered...more

BCLP

Perk Redux - Yet Another Company Stumbles Over SEC Executive Compensation Rules

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On December 17, 2024, the SEC announced settled charges against Express, Inc. for failing to disclose perks paid to its then CEO, including personal use of airplanes. Without admitting or denying the SEC’s findings,...more

Orrick, Herrington & Sutcliffe LLP

FINRA accepts AWC for failure to fingerprint personnel

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On December 6, FINRA accepted a New York-based member firm’s Letter of Acceptance, Waiver, and Consent which addressed allegations of the firm’s failure to take required fingerprints of most associated persons prior to or...more

Katten Muchin Rosenman LLP

Tenth Circuit Court of Appeals Affirms Dismissal of Putative Securities Class Action Brought by Short Seller

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On October 15, 2024, the United States Court of Appeals for the Tenth Circuit affirmed the dismissal of a putative securities class action against online retailer Overstock.com (“Overstock” or the “Company”) and certain of...more

Morgan Lewis - All Things FinReg

SEC Charges Crypto Market Maker as Unregistered Dealer

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The Securities and Exchange Commission (SEC) filed a complaint against a crypto market maker (Market Maker) on October 10, 2024, alleging that the firm operated as an unregistered securities dealer in violation of Section...more

A&O Shearman

The Second Circuit Revives Exchange Act Claims Against Outside Auditor, Finding Alleged Misstatements In Audit Certification To Be...

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On October 31, 2024, the United States Court of Appeals for the Second Circuit revived claims brought under Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rule 10b-5 against an outside auditor (the...more

Hogan Lovells

SEC brings Regulation FD enforcement action for selective disclosure via social media

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On September 26, the SEC announced that it had charged public company DraftKings Inc. with violating Regulation FD, or “Fair Disclosure,” under the Exchange Act. The SEC alleged that the company selectively disclosed...more

A&O Shearman

Eastern District Of Wisconsin Dismisses Putative Securities Class Action Against Department Store Chain For Failing To Plead...

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On September 30, 2024, Judge Lynn Adelman of the United States District Court for the Eastern District of Wisconsin granted a motion to dismiss a putative securities class action asserting claims under Sections 10(b), 14(a),...more

Nutter McClennen & Fish LLP

Nutter Securities Enforcement Update: Oct. 1 Quarterly Review

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The Nutter Securities Enforcement Update is a periodic update of noteworthy recent securities enforcement activity, settlements, decisions, and charges. We provide brief summaries that highlight recent enforcement action...more

Allen Matkins

Can AI Act With Scienter?

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The legal implications of artificial intelligence, or AI, are vast.  Many, no doubt, have read stories about lawyers being embarrassed by briefs drafted with AI. What if AI is used to draft disclosure documents that are...more

A&O Shearman

Northern District Of California Grants Motion To Dismiss Putative Securities Fraud Class Action Against Technology Company For...

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On September 3, 2024, Judge Rita F. Lin of the United States District Court for the Northern District of California granted a motion to dismiss a putative securities fraud class action against a technology and digital...more

Orrick, Herrington & Sutcliffe LLP

FINRA accepts placement agent’s AWC

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On September 16, FINRA accepted a Letter of Acceptance, Waiver, and Consent (AWC) from a member firm, settling alleged rule violations made during its participation as a placement agent in a contingency offering....more

Orrick, Herrington & Sutcliffe LLP

SEC charges and fines 12 municipal firms with record-keeping violations

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On September 17, the SEC charged 12 municipal advisors for not maintaining and preserving certain electronic communications, leading to over $1.3 million in civil penalties. The firms admitted to violations under Sections 15B...more

Bass, Berry & Sims PLC

Recyclable K-Cups: Investors Beware?

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On September 10, the Securities and Exchange Commission (the Commission or SEC) charged Keurig Dr Pepper Inc. (Keurig) for making inaccurate statements about the recyclability of its K-Cup single-use beverage pods.  Without...more

Cooley LLP

Keurig settles SEC “greenwashing” charges

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According to a 2023 survey discussed in Global Executives Say Greenwashing Remains Rife in the WSJ, executives think greenwashing is widespread: almost “three-quarters of executives said most organizations in their industry...more

BCLP

ICAHN Settles With SEC for Failures to Disclose Key Details of Margin Loan Stock Pledges - Teaching Moment for Directors and...

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On August, 19, 2024, the SEC announced settled charges against Carl C. Icahn and his publicly traded company, Icahn Enterprises L.P. (IEP), for failing to disclose information relating to Icahn’s pledges of IEP securities –...more

A&O Shearman

Central District Of California Grants Motion To Dismiss Putative Securities Class Action Against Plant-Based Meat Substitute...

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On August 9, 2024, Judge Michael W. Fitzgerald of the United States District Court for the Central District of California granted a motion to dismiss a putative securities class action against a producer of plant-based meat...more

Stark & Stark

More Than $390 Million in Penalties for Recordkeeping Failures

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The Securities and Exchange Commission (SEC) announced charges against 26 broker-dealers, investment advisers, and dually-registered firms for widespread and longstanding failures to maintain and preserve electronic...more

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