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Mealey's Securities

  • July 25, 2025

    9th Circuit: Bored Ape NFTs Trademarkable, But Confusion Not Shown

    SAN FRANCISCO — While a panel in the Ninth Circuit U.S. Court of Appeals agreed with the makers of Bored Ape Yacht Club nonfungible tokens (NFTs) that NFTs are trademarkable “goods” as defined in the Lanham Act, the panel reversed summary judgment in the company’s favor on trademark infringement and cybersquatting claims because it failed to show convincingly that consumers would confuse its NFTs with other ape-themed products from two defendants lampooning the original NFTs.

  • July 24, 2025

    Federal Judge Withdraws Securities Class Opinion After Fake Cites, Quotes Found

    NEWARK, N.J. — A New Jersey federal judge in a July 23 text order withdrew his earlier opinion and order denying a motion to dismiss a securities class action after an attorney in the case notified him in a letter that the opinion contained a “series of errors,” including inaccurately describing case outcomes and attributing nonexistent quotes to the defendants and other decisions.

  • July 23, 2025

    $27.5M Settlement Approved, Ending Shareholders’ Suit Over Pharmaceutical Merger

    SAN FRANCISCO — A federal judge in California granted final approval to a $27.5 million settlement among a pharmaceutical company, its former chief executive and shareholders who alleged that the company entered into a merger and sale to its largest shareholder significantly lower than its fair value, in violation of federal securities law.

  • July 23, 2025

    Federal Judge Dismisses Purchaser’s Suit Over Forced Deal Involving Reinsurer

    NEW YORK — Finding in part that a claim asserted under the Securities Exchange Act “may be domestic but is so predominantly foreign as to be extraterritorial,” a New York federal judge dismissed federal securities claims with prejudice and declined to exercise supplemental jurisdiction over state fraud and breach of contract claims in an insurer’s suit over its forced April 2024 purchase of the equity of reinsurer JRG Reinsurance Co. Ltd.

  • July 23, 2025

    Judge Approves $71M In Settlements To End Interest Rate Swaps Antitrust Suit

    NEW YORK — A federal judge in New York approved two class action settlements between pension funds and large financial institutions that acted as dealers in the trading of interest rate swaps (IRS), who the pension funds alleged engaged in a conspiracy to protect their position as dealers in the IRS market.

  • July 22, 2025

    CEO Injunction Reinstated After 1st Circuit Affirms Registration Violation Judgment

    BOSTON — A federal judge in Massachusetts reinstated an injunction against the CEO of a holding company for violating the registration provision of federal securities laws after a divided First Circuit U.S. Court of Appeals panel affirmed the district court’s partial summary judgment in favor of the Securities and Exchange Commission but vacated the injunction with instructions for the lower court to “assess the appropriateness of injunctive relief and civil penalties” against the CEO.  In reinstating the injunction, the judge found it likely that the CEO could repeat his actions.

  • July 21, 2025

    3rd Circuit Won’t Rehear Fraud Claims Against Custodian Financial Adviser

    PHILADELPHIA — A Third Circuit U.S. Court of Appeals panel denied the petition for rehearing of a securities fraud case filed by the winning bidder at the forced sale of a company that provides language services against the company’s custodian and financial adviser for allegedly misleading statements; the panel had affirmed a lower court’s dismissal of the case, finding the bidder’s claims time-barred.

  • July 18, 2025

    Hims Shareholder Files Derivative Complaint Over Compounded Semaglutide

    SAN FRANCISCO — A shareholder of Hims & Hers Health Inc. on July 17 filed a stockholder derivative action in a California federal court on behalf of the company, accusing the company’s board of directors and executives of misleading the shareholders about a collaboration with Novo Nordisk Inc. that would allow Hims to sell compounded semaglutide products.

  • July 18, 2025

    9th Circuit Reverses District’s Ruling In Securities Case Against Software Company

    PASADENA, Calif. — A Ninth Circuit U.S. Court of Appeals panel reversed the decision of a district court dismissing a class action brought against a software company and certain current and former senior executives by shareholders that allege that the defendants misled investors regarding certain acquisitions the company made, finding that the shareholders had adequately alleged scienter and falsity and remanding the case for further proceedings.

  • July 17, 2025

    Judge: Pharmaceutical Company Didn’t Violate Kickback Statute, Mislead Investors

    CHICAGO — A federal judge in Illinois granted a motion for summary judgment in favor of the maker of prescription drug Humira and the company’s then chief executives in a case in which shareholders allege that they violated federal securities laws by misleading investors by concealing that two marketing programs were in violation of the Anti-Kickback Statute, which, when revealed, caused the company’s stock to drop; the judge found that the subject programs did not violate the statute and that even if they did, the shareholders couldn’t prove that the defendants concealed the information about the potential anti-kickback violations with  purposeful or reckless intent to deceive.

  • July 16, 2025

    Rehearing Of 2nd Circuit Decision Sought In Suit To Void Stock Purchase Agreement

    NEW YORK — An aerospace company filed a petition for rehearing en banc and panel hearing in the Second Circuit U.S. Court of Appeals of its case seeking to void a stock purchase agreement (SPA) with a hedge fund because the hedge fund violated federal securities laws by not registering as a dealer; a Second Circuit panel affirmed the dismissal of the case, finding that under the terms of the agreement, the hedge fund did not have to be a registered dealer.

  • July 16, 2025

    Tech Company Waives Response To Latest High Court Petition In Direct Listing Case

    WASHINGTON, D.C. — A technology company on July 15 waived its right to respond to a shareholder’s petition for a writ of certiorari asking the U.S. Supreme Court to determine whether, under federal securities laws, a plaintiff must prove he bought shares registered in an offering for which the company issued false and misleading statements in order to bring a direct listings suit against the company.

  • July 16, 2025

    U.S., Former Execs Brief 2nd Circuit Cross-Appeals In Securities Fraud Case

    NEW YORK — Wrapping up briefing in consolidated cross-appeals in a securities fraud case, the federal government urged the Second Circuit U.S. Court of Appeals to reverse certain judgments in the long-running litigation and order resentencing for all three former hedge fund executives whom federal juries convicted in connection with the so-called “Black Elk” scheme that involved reinsurers.

  • July 11, 2025

    Judge Finds Securities Claims Against Medical Technology Company Lack Scienter

    TRENTON, N.J. — A federal judge in New Jersey dismissed a putative securities class action brought by pension funds against a medical device and technology company for alleged misstatements regarding efforts to address deficient manufacturing conditions at the company’s Boston facility, finding the pension funds did not plead “a strong inference of scienter.”

  • July 10, 2025

    Judge Approves $13M Settlement In Vehicle Marketplace Stock Drop Class Action

    NEW YORK — A federal judge in New York gave final approval to a $13 million settlement between shareholders and the officers and the trustee of a consignment-to-retail used vehicle marketplace and its parent company in a class action that alleged the company and its officers misrepresented the company’s business model in violation of federal securities laws.

  • July 09, 2025

    Settlement Of Derivative Complaint Against Peloton Over Safety Approved

    BROOKLYN, N.Y. — A federal magistrate judge in New York gave final approval to a settlement of a consolidated shareholder derivative action brought against current and former Peloton Interactive Inc. officers and directors that requires Peloton to make corporate governance enhancements regarding product safety.

  • July 03, 2025

    D.C. Circuit Affirms That SEC’s Proxy Voting Rule Changes Exceeded Authority

    WASHINGTON, D.C. — The District of Columbia Circuit U.S. Court of Appeals affirmed a federal judge’s ruling that the Securities and Exchange Commission acted in excess of its authority when it issued rule changes redefining proxy voting advice as a type of “solicitation,” finding that the SEC’s efforts to expand the definition “cannot be reconciled with the statutory text.”

  • July 03, 2025

    Judge Finds SEC Amendments To Corporate Proxy Statement Rule Didn’t Violate APA

    WASHINGTON, D.C. — A federal judge in the District of Columbia granted the Securities and Exchange Commission’s motion for summary judgment and denied shareholder advocates’ motion for summary judgment in a case brought by the shareholder advocates alleging that recent final amendments to SEC Rule 14a-8 violated the Administrative Procedure Act (APA), finding that the SEC provided satisfactory justification under the APA for its amendments.

  • July 02, 2025

    Insurers Fail To Plead Scienter In Securities Fraud Case Against Tech Company

    NEW YORK — A federal judge in New York granted a motion by a digital advertising and services technology company and certain directors and officers to dismiss a securities fraud class action alleging the company committed securities fraud when making material misrepresentations regarding its search advertising business that led the company’s stock price to drop, finding the investors didn’t plead actionable misstatements or facts supporting a strong inference of scienter.

  • July 01, 2025

    U.S. High Court Won’t Review Ruling On Precluding Relitigation Of SOX Issues

    WASHINGTON, D.C. — The U.S. Supreme Court on June 30 denied a petition for a writ of certiorari filed by a former Tesla Inc. worker who asked the justices to consider whether an arbitration award may preclude relitigation of issues underlying a Sarbanes-Oxley Act of 2002 (SOX) claim.

  • June 30, 2025

    2nd Circuit: Hedge Fund Didn’t Need To Register As Dealer To Enter Agreement

    NEW YORK — A panel of the Second Circuit U.S. Court of Appeals affirmed the dismissal of a case brought by an aerospace company that sought to void a stock purchase agreement (SPA) with a hedge fund because the hedge fund violated federal securities laws by not registering as a dealer, determining that under the terms of the SPA, the hedge fund did not have to be a registered dealer.

  • June 30, 2025

    High Court Denies Crypto Companies’ Venue, Nationwide Service Provision Petition

    WASHINGTON, D.C. — The U.S. Supreme Court on June 30 denied two crypto companies’ petition for a writ of certiorari for a suit brought against them by an investor alleging that they conspired to deflate the value of a crypto asset, which asked the court to determine whether the paired venue and nationwide service provisions of the Commodities Exchange Act (CEA) should be interpreted independently or as a whole.

  • June 30, 2025

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

    NEW YORK — A federal judge in New York denied the Securities and Exchange Commission’s renewed request that the judge dissolve an injunction against crypto asset firm Ripple Labs Inc. and order that all but $50 million of the $125 million civil penalty Ripple was ordered to pay to the SEC be returned to the company, finding that the parties had not shown the exceptional circumstances necessary for their agreement to “outweigh the public interest or the administration of justice.”

  • June 30, 2025

    $38M Settlement In Securities Case Tied To Roundup Litigation Gets Initial OK

    SAN FRANCISCO — A federal judge in California on June 27 granted preliminary approval to a $38 million proposed settlement in a securities fraud class action against Bayer AG, the parent company of Monsanto Co., related to statements it made about Monsanto’s science-based trial defenses in Roundup litigation. The judge said the court will likely be able to finally approve the settlement under Federal Rule of Civil Procedure 23(e)(2) as being “fair, reasonable, and adequate to the Class.”

  • June 30, 2025

    Supreme Court Agrees To Hear ICA Private Right Of Action Case

    WASHINGTON, D.C. — The U.S. Supreme Court on June 30 granted certiorari to a petition filed by closed-end funds (CEFs) regarding whether a section of the Investment Company Act of 1940 (ICA) includes a private right of action.