The unanimous opinion requires shareholder plaintiffs to plead and prove that they purchased shares traceable to an allegedly false or misleading registration statement.

On June 1, 2023, the US Supreme Court issued its much-anticipated decision in Slack Technologies LLC v. Pirani. The key issue in the case was the extent to which shareholders who purchase shares from a direct listing — an innovative alternative to traditional underwritten public offerings — can pursue claims under Section 11 of the Securities Act of 1933. (Latham & Watkins has been involved in the majority of direct listings to date, including representing Spotify in the first direct listing.)