News & Analysis as of

Securities and Exchange Commission (SEC) Personal Benefit

Freeman Law

Insider Trading Law | An Evolving Landscape

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Throughout the history of the U.S. stock market, individuals have used insider access to information to gain an unfair advantage over other investors. The use of material non-public information (“MNPI”) in financial trading...more

Cooley LLP

Will the SEC’s shadow trading theory fall to SCOTUS’s major questions doctrine?

Cooley LLP on

In August 2021, the SEC filed a complaint in the U.S. District Court charging Matthew Panuwat, a former employee of Medivation Inc., an oncology-focused biopharma, with insider trading in advance of Medivation’s announcement...more

Morgan Lewis

Insider Trading: Can There Be a Tippee Without a Tipper?

Morgan Lewis on

It is generally understood that it is unlawful to trade on nonpublic, market-moving information, or tips from someone with inside information—but what if the tip was not unlawful in the first place? When someone receives a...more

Katten Muchin Rosenman LLP

Record Penalty for Alleged Regulation FD Violations and Best Practices Going Forward - Capital Markets Compass | Issue 5

On December 5, 2022, a large telecommunications company (the Company) and the US Securities and Exchange Commission (SEC) agreed to settle long-standing charges that executives allegedly had selectively disclosed material...more

Foley & Lardner LLP

SEC Brings Insider Trading Out of the Shadows

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On August 17, 2021, the Securities and Exchange Commission (SEC) filed a litigated enforcement action in federal court in San Francisco, California alleging insider trading against Matthew Panuwat. Of note, the SEC action...more

Cooley LLP

Blog: Is this insider trading?

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On Tuesday, the SEC announced that it had filed a complaint in the U.S. District Court charging a former employee of Medivation Inc., an oncology-focused biopharma, with insider trading in advance of Medivation’s announcement...more

Cooley LLP

Blog: House passes Insider Trading Prohibition Act—will it pass the Senate?

Cooley LLP on

On Tuesday, the Insider Trading Prohibition Act passed the house by a pretty big bipartisan majority—350 to 75. Currently, there is no explicit statutory prohibition on insider trading and prosecutors have relied on general...more

Foley Hoag LLP

U.S. Supreme Court Vacates Second Circuit’s Expansion of Criminal Insider Trading Liability

Foley Hoag LLP on

On January 11, 2021, the U.S. Supreme Court vacated the 2019 decision of the U.S. Court of Appeals for the Second Circuit in United States v. Blaszczak, which substantially broadened the scope of criminal insider trading...more

Polsinelli

Supreme Court Asks Second Circuit to Reconsider Ruling in Insider Trading Prosecution

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Last year, we reviewed the Second Circuit decision in United States v. Blaszczak, which made it easier to prosecute trading on inside information. A divided panel of the Second Circuit Court of Appeals declined to extend the...more

Proskauer - Tax Talks

SEC Continues to Scrutinize Disclosure of Perks and Personal Benefits

Proskauer - Tax Talks on

Over the past few months, the Securities and Exchange Commission (the “SEC”) has imposed civil penalties in the hundreds of thousands of dollars against multiple publicly traded corporations in connection with their failure...more

Mayer Brown Free Writings + Perspectives

Staff Guidance on Perquisites in a Pandemic

The Staff of the Securities and Exchange Commission Division of Corporation Finance provided guidance regarding evaluation of whether a benefit provided to a company’s executive officer is a perquisite or a personal benefit. ...more

Dorsey & Whitney LLP

What Counts as a “Perk” During the COVID-19 Pandemic?

Dorsey & Whitney LLP on

Companies have offered benefits to employees, including executive officers, to enable them to continue their work and otherwise to make their lives easier during the COVID-19 pandemic. Now the SEC has released additional...more

BCLP

SEC Issues New COVID-19 Guidance: Health-Related or Personal Transportation Benefits May Be Perqs

BCLP on

The SEC Division of Corporate Finance yesterday issued new Regulation S-K guidance, CD&I 219.05, to help public companies determine whether benefits provided to executive officers because of COVID-19 should be disclosed as...more

The Volkov Law Group

Insider Trading by Members of Congress: An Enforcement Nightmare?

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Several members of Congress have been implicated in potential insider trading scandals stemming from stock transactions that occurred at the beginning of COVID-19 crisis before the major stock market decline.  As reported by...more

Mayer Brown Free Writings + Perspectives

Another Perqs Related Order from the SEC

The Securities and Exchange Commission announced the entry of an order settling charges against a registrant relating to the failure to disclose fully perquisites and benefits provided to the former chief executive officer. ...more

Allen Matkins

Bharara Task Force Overlooks California Insider Trading Statute

Allen Matkins on

I have long advocated for a federal statutory definition of insider trading because I believe that the current approach has been for the courts to convict first and then explicate the theory supporting the conviction in a...more

BakerHostetler

Second Circuit Endorses New Criminal Theory for Insider Trading Prosecution

BakerHostetler on

For the first time since the Supreme Court’s 1983 decision in Dirks v. SEC, the United States Court of Appeals for the Second Circuit affirmed an insider trading conviction without proof of a personal benefit to the insider...more

Polsinelli

Prosecutors Not Required to Prove Tipper Received “Personal Benefit” to be Convicted Under Criminal Insider Trading Statute

Polsinelli on

On December 30, 2019 the Second Circuit issued its opinion in United States v. Blaszczak, finding that the government can criminally prosecute insider trading under 18 U.S.C. 1348 without proving personal benefit to the...more

WilmerHale

Insider Trading Law Alert: The Second Circuit Clears the Path for Insider Trading Convictions Absent a Dirks Personal Benefit

WilmerHale on

On December 30, 2019, the Second Circuit issued a consequential insider trading decision in United States v. Blaszczak. In Blaszczak, the Second Circuit faced the question whether the “personal benefit” test set forth in...more

Proskauer - Corporate Defense and Disputes

Second Circuit Holds that a “Personal Benefit” Is Not Required for Insider Trading Under Criminal Securities Statute

The Second Circuit held earlier this week that the criminal statute proscribing securities fraud permits convictions for insider trading without proof that the provider of material, nonpublic information received a personal...more

Proskauer - The Capital Commitment

House Passes Proposed Legislation Defining Insider Trading

Since the Second Circuit’s 2014 decision in United States v. Newman triggered a debate about the personal benefit requirement, several bills have been introduced in Congress to define insider trading. The most recent effort...more

WilmerHale

Insider Trading Prohibition Act Passed by the House of Representatives

WilmerHale on

Last week, a large, bipartisan majority of the US House of Representatives passed a bill that would explicitly codify a ban on insider trading, with 410 votes in favor of the bill and 13 against (12 Republicans and one...more

Foley Hoag LLP - White Collar Law &...

House of Representatives Votes to Codify Insider Trading Laws

December 9th, 2019, the full House of Representatives approved H.R. 2534, otherwise known as the Insider Trading Prohibition Act. If passed by the Senate and signed by the President, this legislation would mark an important...more

Ward and Smith, P.A.

Insider Guessing Can Still Land You in Jail

Ward and Smith, P.A. on

The most basic story of insider trading goes something like this: a corporate insider learns secret company information in the course of doing her job. She then goes out and trades on it, making (or saving) a bunch of...more

A&O Shearman

Second Circuit Re-Affirms Insider Trading Conviction Of Rajat Gupta

A&O Shearman on

On January 7, 2019, the United States Court of Appeals for the Second Circuit affirmed — for the second time — the insider trading conviction of Rajat Gupta. Gupta v. United States, No. 15-2707 (2d Cir. Jan. 7, 2019). In a...more

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