In The Cato Corp., 2017 BL 63285 (Feb. 28, 2017), The Cato Corporation (“Cato”) asked the staff of the Securities and Exchange Commission (“SEC”) to permit the omission of a proposal submitted by Walden Asset Management (“Shareholder”) requesting the board amend its written equal employment opportunity (“EEO”) policy to explicitly prohibit discrimination based on sexual orientation and gender identity or expression and report on its programs to substantially implement this policy. The SEC issued the no action letter allowing for exclusion of the proposal under Rule 14a-8(i)(10).Read More
On September 20, 2017, the Securities and Exchange Commission (“SEC”) filed a complaint (“Complaint”) against Peter C. Chang (“Chang”), alleging Chang violated Sections 10(b), 14(e), and 16(a) of the Exchange Act and Rules 10b-5, 14e-3, and 16a-3 thereunder. The SEC asserted Chang knowingly engaged in an insider-trading scheme and failed to disclose his ownership of securities in accordance with federal securities laws.
According to the Complaint, Chang served as the Chief Executive Officer, Chairman of the Board, and President of Alliance Fiber Optic Products, Inc. (“AFOP”) from its formation in 1995 until its acquisition by Corning, Inc. (“Corning”) in 2016.Read More
In Acosta v. Wedbush Secs., C.D. Cal., No. 2:17-cv-02471-SVW-KS, (C.D. Cal Aug. 15, 2017), the United States District Court for the Central District of California denied Wedbush Securities, Inc., Edward Wedbush, Gary Wedbush, Wedbush Securities In. Employees’ PS Retirement Plan, and the Wedbush Securities Inc. Commissioned Employees’ PS Retirement plan (collectively “Defendants”) motion to dismiss a complaint filed by the Department of Labor (“Plaintiff”) alleging violations of the Employee Retirement Income Security Act of 1974 (“ERISA”), finding that the issues raised in the motion were fact-intensive and therefore more appropriately resolved at trial.Read More
In United States v. Bray, 853 F.3d 18 (1st Cir. 2017), defendant Robert Bray (”Defendant”) appealed his conviction for insider trading. The First Circuit affirmed the jury’s guilty verdict for criminal securities fraud, finding that sufficient evidence supported the jury’s findings and that an error in the jury instructions was inconsequential.
The prosecution alleged Defendant asked for, and received, nonpublic information from Chris O’Neill (“O’Neill”) after stating he needed to make a “big score” to fund a real estate project and asking for any “bank stock tips”.Read More