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September 05, 2025
WASHINGTON, D.C. — The United States and four other entities filed amicus curiae briefs in the U.S. Supreme Court, agreeing with closed-end funds (CEFs) that the court should find that Congress did not intend there to be a private right of action in Section 47(b) of the Investment Company Act of 1940 (ICA) and reverse the Second Circuit U.S. Court of Appeals’ decision finding the funds violated the ICA.
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September 04, 2025
WASHINGTON, D.C. — Divisions of the Securities and Exchange Commission and the Commodities Futures Trading Commission announced a cross-agency initiative to further the SEC’s Project Crypto and the CFTC’s Crypto Sprint in order to coordinate their efforts to enable the trading of certain spot crypto assets.
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September 04, 2025
PHILADELPHIA — A panel of the Third Circuit U.S. Court of Appeals affirmed a district court’s dismissal of a putative class complaint brought by an investor against Walmart Inc. and certain of its executives, finding that Walmart’s statements regarding criminal and civil investigations into its sale of opioids conducted by federal officials in Texas were not misleading and that its disclosures during the investigation were sufficient.
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September 04, 2025
WILMINGTON, Del. — A hearing was held Sept. 3 in the Delaware Chancery Court on motions filed by Juul Labs Inc. (JLI), its founders and board members and affiliated investment vehicles to dismiss a derivative complaint accusing them of breach of fiduciary duty for allegedly orchestrating financing that diluted the value of JLI shares before giving 1.2 billion JLI shares to the investment vehicles at a low price.
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September 04, 2025
PASADENA, Calif. — A split panel of the Ninth Circuit U.S. Court of Appeals vacated in part and remanded a lower court’s decision in a securities action brought by investors against financial services company Robinhood Markets Inc., certain of its senior executives and directors and underwriters of the company’s initial public offering (IPO), finding the lower court applied the wrong legal standards in evaluating the investors’ theories based on Section 11 of the Securities Act of 1933’s “misleading” prong and Item 303 of Securities Exchange Commission Regulation S-K.
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September 03, 2025
PHILADELPHIA — The lead plaintiffs in a long and winding securities fraud class action related to the construction of a hydraulic fracturing pipeline on Sept. 2 filed a brief in Pennsylvania federal court seeking final approval of a class action settlement for a cash payment of $15 million.
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September 03, 2025
NEW YORK — A Second Circuit U.S. Court of Appeals panel found that an investment manager, its client fund and its chief investment officer who served on a biotech company’s board of directors did not engage in an illegal short-swing transaction when they obtained an $87 million profit from selling its stock in the biotech company because the company’s board had approved the sale in advance.
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September 02, 2025
AUSTIN, Texas — A Texas law concerning proxy advisers’ consideration of environmental, social and governance (ESG), diversity, equity and inclusion (DEI) and sustainability factors that otherwise went into effect Sept. 1 will not be enforced against two proxy advisory firms under preliminary injunctions that a Texas federal judge granted Aug. 29.
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September 02, 2025
NEW YORK — A split panel of the Second Circuit U.S. Court of Appeals found that investors plausibly alleged Peloton Interactive Inc. and its executives stated two actionable material misstatements, vacating in part a lower court’s dismissal of the investors’ stock-drop suit against the company and executives.
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August 29, 2025
WASHINGTON, D.C. — In their petitioner brief in the U.S. Supreme Court, closed-end funds (CEFs) argued that the court should find “Congress didn’t create an implied private right of action in Section 47(b) of the [Investment Company Act of 1940 (ICA)]” and reverse the Second Circuit U.S. Court of Appeals’ decision finding the funds violated the ICA.
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August 28, 2025
NEW ORLEANS — A panel of the Fifth Circuit U.S. Court of Appeals granted in part a petition by three institutional investment management membership associations challenging rules the Securities and Exchange Commission adopted in 2023 to increase transparency in the securities lending and short sale markets, holding the SEC did not “consider and quantify the cumulative economic impact of the rules” but rejecting the associations’ other arguments.
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August 27, 2025
BOSTON — The First Circuit U.S. Court of Appeals reversed a district court’s dismissal of investors’ securities fraud class action against a global drug-development company and two of its officers, finding that the investors had plausibly alleged that the defendants “knowingly or recklessly misled investors as to problems lurking in its supply chain” of long-tailed macaques for drug-development research and safety testing, leading to an artificial rise, then drop, in stock price.
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August 27, 2025
NEW YORK — The Securities and Exchange Commission and a crypto asset firm withdrew their cross-appeals of a New York federal court’s ruling requiring the crypto firm to pay more than $120 million as a civil penalty after the court granted the SEC’s motion for entry of final judgment on the commission’s allegations that cryptocurrencies sold by the firm were effectively unregistered securities.
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August 25, 2025
PHILADELPHIA — A Third Circuit U.S. Court of Appeals panel vacated a lower court’s discovery and summary judgment rulings in investors’ suit against a reinsurer and three former executives over allegations that they violated federal securities laws by omitting historical loss ratios from loss reserves disclosures, finding those omitted historical loss ratios to be material and that discovery had not been completed.
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August 25, 2025
CINCINNATI — A Sixth Circuit U.S. Court of Appeals panel vacated a lower court’s class certification order in a suit against FirstEnergy Corp. brought by investors regarding a bribery scheme that delivered approximately $2 billion to the company through lobbying the Ohio Legislature to pass House Bill 6, finding that the lower court applied the wrong presumption in certifying the class.
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August 20, 2025
CINCINNATI — A company that sterilizes medical equipment has filed a brief in the Sixth Circuit U.S. Court of Appeals arguing that it should dismiss the appeal of investors who allege the company committed securities fraud in relation to statements it made about litigation involving a subsidiary of the company over personal injury claims connected to exposure to ethylene oxide (EtO), the chemical used in the sterilization process. The company argues that the investors assert the “same flawed arguments” on appeal that they asserted at the lower court.
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August 20, 2025
WILMINGTON, Del. — A corporation insured sued its directors and officers liability insurer in a Delaware federal court for breach of contract and seeks a declaration that the insurer must promptly reimburse it for the costs it has incurred in defending an underlying securities fraud lawsuit brought by shareholders.
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August 19, 2025
NEW YORK — An insurer argues in a New York federal court that reconsideration of dismissal of its federal securities law claims is warranted because the court overlooked laws and facts and disregarded allegations that misrepresentations and transactional conduct tied to the insurer’s compelled April 2024 purchase of the equity of reinsurer JRG Reinsurance Co. Ltd. occurred domestically.
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August 18, 2025
WASHINGTON, D.C. — The U.S. Supreme Court on Aug. 18 denied an investment officer and his investment firm’s petition for rehearing asking the court to reconsider its decision not to grant certiorari to address questions regarding an award of disgorgement and the materiality of alleged misrepresentations under the Investment Advisors Act of 1940.
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August 15, 2025
PHILADELPHIA — A Third Circuit U.S. Court of Appeals panel affirmed a lower court’s ruling that a pharmaceutical company’s shareholder could not opt out of a settlement of a securities fraud class action more than three years after the class opt-out period ended, finding that the shareholder’s continued separate action against the company did not properly show its intent to opt out of the class.
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August 14, 2025
PASEDENA, Calif. — A panel of the Ninth Circuit U.S. Court of Appeals affirmed a lower court’s finding that the fractured interests in life settlements were investment contracts under federal securities laws and therefore an investment firm’s sales agents violated federal law by selling unregistered securities and not being registered as broker-dealers, noting that the company’s control of the selection of policies and the fractional nature of the interests satisfy the Howey test.
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August 14, 2025
HONOLULU — A panel of the Ninth Circuit U.S. Court of Appeals denied a petition of the New Civil Liberties Alliance (NCLA) and individuals who had entered into settlements with the Securities and Exchange Commission to review the SEC’s denial of the NCLA’s request to amend an SEC rule requiring defendants to agree to not publicly deny allegations against them before entering into a settlement with the SEC because the requirement violates the First Amendment; the panel found the rule is not unconstitutional, citing longstanding precedent that allows the voluntary waiver of constitutional rights.
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August 11, 2025
CINCINNATI — Investigatory documents from law firms retained by an electric utility company suspected of wrongdoing in a securities bribery scandal are protected by the attorney-client privilege and the work product doctrine, a Sixth Circuit U.S. Court of Appeals panel found, deeming the company likely to succeed on a petition for mandamus related to an order to compel and granting the company’s motion to stay discovery pending the petition’s resolution.
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August 08, 2025
WILMINGTON, Del. — A federal judge in Delaware approved a settlement in a shareholder derivative action against Zoom Video Communications Inc. that alleged that certain current and former directors of the company misrepresented the company’s privacy and securities practices; under the terms of the settlement, Zoom will adopt and implement several governance reforms including establishing a cybersecurity committee and enhancing Zoom’s guidelines relating to stock trading plans.
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August 07, 2025
WASHINGTON, D.C. — In a reply brief in support of its petition for a writ of certiorari in the U.S. Supreme Court, a trading company urges the court to determine whether a nonsignatory to an arbitration agreement can compel a signatory to arbitrate a dispute between them to address a split among appellate courts. The trading company seeks to arbitrate securities fraud claims brought against it by investors who signed an arbitration agreement with another party to the alleged fraud.