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Mealey's Securities

  • June 10, 2025

    High Court Won’t Hear Case To Address Disgorgement, Materiality Questions

    WASHINGTON, D.C. — The U.S. Supreme Court decided not to grant certiorari to an investment officer and his investment firm asking the court to address questions regarding an award of disgorgement and the materiality of alleged misrepresentations under the Investment Advisors Act of 1940.

  • June 09, 2025

    Investors Won’t Respond To Petition On Securities Fraud Materiality Requirement

    WASHINGTON, D.C. — Investors on June 6 waived their right to respond to an auditor’s petition for writ of certiorari to the U.S. Supreme Court, asking the court to determine when the materiality requirement for securities fraud liability is satisfied.

  • June 05, 2025

    Judge Allows Shareholder Claims That Directors Breached Duty To Continue

    GEORGETOWN, Del. — A Delaware chancellor granted in part and denied in part motions to dismiss filed by a company that designed self-driving robotaxis and several directors, as well as Amazon.com Inc., in a case brought by common stockholders alleging the directors breached their fiduciary duty during the company’s merger with Amazon, finding the shareholders adequately alleged more than half of the directors breached their fiduciary duty.

  • June 04, 2025

    11th Circuit: Shareholder Can’t Recover Profits From Company’s Stock Repurchase

    ATLANTA — A panel of the 11th Circuit U.S. Court of Appeals affirmed a lower court ruling dismissing a shareholder’s case against an automotive technology company and its founder and majority shareholder seeking to recover the founder and majority shareholder’s profits after the company repurchased shares of its stock on the open market, holding that federal securities statues and the Securities and Exchange Commission’s guidance prohibit such recovery.

  • June 04, 2025

    Investors Urge 9th Circuit Not To Hear Class Certification Issue In Stock Loss Suit

    SAN FRANCISCO — A group of investors urged the Ninth Circuit U.S. Court of Appeals not to grant Wells Fargo & Co.’s petition for permission to appeal a California federal judge’s order granting class certification to the investors in their suit against Wells Fargo and certain executives alleging that news of the company’s practice of using fake interviews to give the impression of complying with internal diversity hiring practices led to a drop in stock value, arguing that the judge properly found that their out-of-pocket event study damages methodology satisfies the necessary requirements.

  • June 03, 2025

    Fund Manager Appeals Dismissal Of Challenge To SEC Administrative Law Proceeding

    WASHINGTON, D.C. — An investment fund manager filed a notice of appeal of a federal judge’s dismissal of his suit challenging the Securities and Exchange Commission’s administrative law proceeding against him as unconstitutional and barred by res judicata; the judge found that the manager’s allegations failed for either lack of subject matter jurisdiction or failure to state a claim.

  • June 03, 2025

    SEC Division Says Crypto Protocol Staking Activities Don’t Involve Securities

    WASHINGTON, D.C. — The Securities and Exchange Commission Division of Corporation Finance said in an online statement that it doesn’t consider certain protocol staking activities to involve securities, leading to mixed opinions from the SEC’s commissioners.

  • June 02, 2025

    Supreme Court Declines To Hear FINRA Constitutionality Case

    WASHINGTON, D.C. — The U.S. Supreme Court on June 2 denied a brokerage firm’s petition for a writ of certiorari, in which it asked the court to address the constitutionality of the Financial Industry Regulatory Authority (FINRA), as well as what constitutes an irreparable injury for the purpose of a preliminary injunction.

  • June 02, 2025

    High Court Won’t Hear Petition On Company’s Standing To Bring Short-Swing Case

    WASHINGTON, D.C. — The U.S. Supreme Court denied an investor’s petition for a writ of certiorari asking the court to determine if a micro-robotic technology company has Article III standing to bring a case against him for the disgorgement of short-swing profits for violating Section 16(b) of the Securities Exchange Act of 1934.

  • June 02, 2025

    SEC Voluntarily Dismisses Enforcement Action Against Cryptocurrency Firm

    WASHINGTON, D.C. — The Securities and Exchange Commission filed a joint stipulation dismissing its enforcement action against a cryptocurrency firm, its CEO and related entities that alleged the defendants used illegal platforms to offer crypto assets and employed an unregistered broker and clearing services.

  • June 02, 2025

    Solicitor General Urges High Court To Hear ICA Private Right Of Action Case

    WASHINGTON, D.C. — The U.S. solicitor general, on behalf of the United States, urged the U.S. Supreme Court to hear a case brought by multiple closed-end funds (CEFs) regarding whether a section of the Investment Company Act of 1940 (ICA) includes a private right of action, arguing that Congress didn’t mean for the provision to create a private right of action.

  • May 29, 2025

    1st Circuit Vacates Denial Of Fees In SEC Enforcement, Remands To District Court

    BOSTON — A panel of the First Circuit U.S. Court of Appeals vacated a Massachusetts federal judge’s finding that a hedge fund manager and his company are not entitled to attorney fees under the Equal Access to Justice Act (EAJA), finding the judge erred in its interpretation of the terms of the statute.

  • May 29, 2025

    Bump-Up Exclusion Bars D&O Coverage For $90M Settlement Over Merger, Panel Affirms

    RICHMOND, Va. — The Fourth Circuit U.S. Court of Appeals on May 28 affirmed a lower federal court’s holding that a “bump-up” exclusion unambiguously precludes directors and officers liability insurance coverage for the $90 million settlement of two underlying lawsuits arising from a 2015 merger including $17,626,730 of the total settlement that ultimately went toward attorney fees.

  • May 28, 2025

    DOL Rescinds Guidance That Advised ‘Extreme Care’ On Crypto In 401(k) Plans

    WASHINGTON, D.C. — March 2022 guidance that directed fiduciaries to use “extreme care before they consider adding a cryptocurrency option to a 401(k) plan's investment menu for plan participants” has been rescinded, federal regulators announced May 28. 

  • May 27, 2025

    SEC Files Stipulations To Dismiss With Defendants In 3 Unregistered Dealer Suits

    WASHINGTON, D.C. — The Securities and Exchange Commission filed stipulations to dismiss three civil enforcement actions alleging that entities and individuals violated federal securities registered dealer requirements, as well as a joint stipulation to dismiss claims for violations of the dealer requirements in an illegal stock distribution and market manipulation civil enforcement action.

  • May 27, 2025

    Supreme Court Declines To Hear Ponzi Scheme Recovery Case

    WASHINGTON, D.C. — The U.S. Supreme Court on May 27 denied a petition for writ of certiorari filed by a bankruptcy trustee for an entity that pleaded guilty to charges related to its involvement in a multibillion-dollar Ponzi scheme who argued that the Eighth Circuit U.S. Court of Appeals misread Minnesota law regarding in pari delicto when it found that a bank the trustee alleged aided in the Ponzi scheme was entitled to it as an equitable defense.

  • May 22, 2025

    Judge Finds Company Did Not Mislead Investors About FDA Approval Prospects

    NEW YORK — A federal judge in New York granted a biopharmaceutical company and its CEO’s motion to dismiss shareholders’ putative class action alleging the company and the CEO misled the market regarding its prospects of receiving U.S. Food and Drug Administration approval to market its lead product candidate, finding the shareholders failed to adequately allege falsity or raise a strong inference of scienter.

  • May 22, 2025

    High Court Asked To Decide Issues About Securities Fraud Materiality Requirement

    WASHINGTON, D.C. — The auditor of an insurance company accused by investors of overstating the company’s earnings filed a petition for writ of certiorari to determine when the materiality requirement for securities fraud liability is satisfied.

  • May 20, 2025

    Pension Fund Seeks Rehearing En Banc Of Securities Case Against Gaming Company

    PASADENA, Calif. — A pension fund filed a petition for rehearing en banc with the Ninth Circuit U.S. Court of Appeals, arguing that a panel was wrong to affirm the dismissal of its class action suit alleging that a gaming company it invested in falsely inflated its share prices by finding that it needed to plead loss causation as part of its stock scheme claims.

  • May 19, 2025

    Judge Denies SEC’s Motion To Lift Injunction Against Crypto Asset Firm

    NEW YORK — A federal judge denied a joint letter motion filed by the Securities and Exchange Commission asking the judge to dissolve an injunction against crypto asset firm Ripple Labs Inc. and order that all but $50 million of the civil penalty Ripple was ordered to pay to the SEC be paid back.  The motion was made in connection with a settlement reached between the two parties.

  • May 16, 2025

    5th Circuit Affirms Dismissal Of Derivatives Suit Against Fracking Company

    NEW ORLEANS — A panel of the Fifth Circuit U.S. Court of Appeals affirmed the dismissal of a shareholder derivative suit alleging an energy company’s directors breached their fiduciary duties in overseeing the company’s efforts to comply with environmental laws and regulations after the discovery that its hydraulic fracturing work caused methane gas to leak into residential water supplies in Dimock Township, Pa., agreeing with the trial court’s findings that the directors did not act in bad faith.

  • May 15, 2025

    Wells Fargo Petitions 9th Circuit Over Class Certification In Stock Loss Suit

    SAN FRANCISCO — Wells Fargo & Co. petitioned the Ninth Circuit U.S. Court of Appeals for permission to appeal a California federal judge’s order granting class certification to a group of shareholders in their suit filed against Wells Fargo and certain of its executives after news of the company’s practice of using fake interviews to give the impression of complying with internal diversity hiring practices led to a drop in stock value, arguing the investors had not provided evidence that their damages can be measured on a classwide basis.

  • May 13, 2025

    SEC Reaches Settlement With Crypto Firm, Seeks Lifting Of Injunction, Penalty

    NEW YORK — The Securities and Exchange Commission reached a settlement with crypto asset firm Ripple Labs Inc. and two of its executives, agreeing to ask a federal court in New York to dissolve an injunction against Ripple and to order all but $50 million of the civil penalty Ripple was ordered to pay to the SEC be paid back to Ripple, which the court ordered after finding the cryptocurrencies sold by Ripple were effectively unregistered securities.

  • May 13, 2025

    Insurer Says COVID Fallout, Not AI Scheme, Behind Securities’ Class Allegations

    NEW YORK — CVS Health Corp. faced the same trends in the wake of the COVID-19 pandemic as other insurers, and it was those difficulties that impacted post-acute care prior authorization denials and the company’s economic performance, not an attempt to divest itself of an illicit artificial intelligence scheme in response to changes in the Medicare program, an insurer tells a federal judge in New York in seeking dismissal of a securities action.

  • May 12, 2025

    9th Circuit Affirms Ruling In Insurer’s Favor In Suit Prompted By SEC Investigation

    SAN FRANCISCO — The Ninth Circuit U.S. Court of Appeals on May 9 affirmed a lower federal court’s ruling in favor of an insurer in an insured’s lawsuit seeking coverage for its underlying expenses arising from a Securities and Exchange Commission (SEC) investigation, finding the insured failed to produce evidence that the SEC's investigation and the insured’s ensuing litigation costs “grew out of, flowed from, or bore any causal relationship to the SEC's notice of its intent to depose” one of the insured’s directors.