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Securities

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Securities

FRAUD AND MANIPULATION—E.D. Pa.: Coinbase misrepresented cybersecurity compliance, but without scienter

October 22, 2026 | By Anne Sherry, J.D.

The company may have known that a breach had already happened while it was still warning of risks. A fraud complaint against Coinbase identified two misleading statements but faltered on scienter and loss-causation grounds. While most of the challeng...

FRAUD AND MANIPULATION—E.D. Pa.: Coinbase misrepresented cybersecurity compliance, but without scienter
Law Firms Mentioned:Baughman Kroup Bosse PLLC | Bleichmar Fonti & Auld LLP | Saxton Stump | Simpson Thacher & Bartlett LLP | Skadden, Arps, Slate, Meagher & Flom LLP | Utah Attorney General
Organizations Mentioned:BellRing Brands, Inc. | Coinbase Global, Inc. | Gemini Trust Co., LLC
FRAUD AND MANIPULATION—S.D.N.Y.: Court rejects CFTC-Gemini bid to vacate consent order
October 22, 2026
Rebecca E. Hoffman, J.D.

The court was not persuaded by subsequent shifts in enforcement priorities. The Southern District of New York denied a motion brought jointly by Gemini Trust Company, LLC and the CFTC to vacate a January 2025 consent order carrying continuing injunct...

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CORPORATE GOVERNANCE—N.M. Dist.: New Mexico Court Orders Meta to Pay $25B Over Privacy Misrepresentations
October 22, 2026
Tom Leithauser

A New Mexico state court today imposed a $25 billion penalty on Meta Platforms, Inc., after finding that the social media giant misrepresented its privacy practices in violation of the state’s Unfair Practices Act. Meta said it would appeal. “Faceboo...

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ENFORCEMENT—Utah Dist.: Utah sues Kalshi over prediction markets trading
October 22, 2026
Lene Powell, J.D.

Utah has strong prohibitions against betting that its attorney general says Kalshi is violating by offering prediction market trading on event outcomes including sports, politics, and culture. In a new lawsuit, the Utah Attorney General seeks an inju...

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FRAUD AND MANIPULATION—S.D.N.Y.: Statements about consumer consumption of BellRing’s products survive dismissal
October 22, 2026
Kristin J. Angelino, J.D.

Plaintiffs adequately pleaded that the consumer products company misrepresented weakening customer demand for its ready-to-drink protein shakes. The district court for the Southern District of New York granted in part and denied in part defendants’ m...

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AI NEWS—Industry experts weigh benefits, pitfalls of AI use by securities regulators
October 22, 2026
Suzanne Cosgrove

The panel, titled “The SEC and AI: Playing offense,” examined legal, investigative, governance and litigation risks arising from AI use in securities enforcement. More resources are being marshaled and traditional hurdles of technology adoption are b...

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Securities

BLOCKCHAIN—Better Markets, ‘Shadow SEC’ comment against crypto assets proposal

October 21, 2026 | By Anne Sherry, J.D.

Both letters suggest the SEC is obliging the crypto industry. Two comment letters urge the SEC to repropose or outright withdraw Regulation Crypto Assets, the proposed framework for non-security crypto assets subject to an investment contract. A grou...

BLOCKCHAIN—Better Markets, ‘Shadow SEC’ comment against crypto assets proposal
Law Firms Mentioned:Davis Polk & Wardwell LLP | Dynamis LLP | Klausner Kaufman, P.A. | Pullp
Organizations Mentioned:Brag House Holdings Inc. | Integer Holdings Corporation | Securities Industry and Financial Markets Association
EXCHANGES AND MARKET REGULATION—SIFMA calls on SEC to re-work portions of exemptive order on TSVs
October 21, 2026
Mark S. Nelson, J.D.

Much of the group’s comments focus on notice to issuers, the lack of a searchable portal, and concerns about whether TSVs observe certain investor protections. The Securities Industry and Financial Markets Association (SIFMA) submitted a comment lett...

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FRAUD AND MANIPULATION—Federal court dismisses Brag House Holdings IPO spinoff investor suit
October 21, 2026
R. Jason Howard, J.D.

Private emails, WhatsApp messages, and oral statements about the proposed restructuring were not prospectus communications, and group reliance allegations could not support the Section 10(b) claim. The U.S. District Court for the Southern District of...

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FRAUD AND MANIPULATION—S.D.N.Y.: Securities suit dismissed for falsity, scienter pleading defects
October 21, 2026
Jay Fishman, J.D.

Broad business statements did not mislead investors about alleged manufacturing problems. The U.S. District Court for the Southern District of New York dismissed the plaintiff pension fund's securities fraud class action against the defendant company...

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FRAUD AND MANIPULATION—M.D. Fla.: Violet Defense did not disclose full extent of NASCAR marketing spend
October 21, 2026
Rodney F. Tonkovic, J.D.

Former executives allegedly raised $13 million while relying on outdated revenue forecasts and misrepresenting how investor funds would be used. The SEC filed settled charges against two former executives of a now-defunct Florida photonics company. T...

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Securities

ENFORCEMENT—U.S.: Cert petition asks Court to resolve post-Jarkesy split on issue exhaustion

October 20, 2026 | By Rodney F. Tonkovic, J.D.

Is the issue-exhaustion requirement satisfied if presenting the claim would be "clearly useless?" A respondent in a FINRA disciplinary action has asked the Supreme Court to weigh in on whether statutory issue-exhaustion requirements bar courts from h...

ENFORCEMENT—U.S.: Cert petition asks Court to resolve post-Jarkesy split on issue exhaustion
Law Firms Mentioned:Allen Overy Shearman Sterling US LLP | Bleichmar Fonti & Auld LLP | Gainey McKenna & Egleston | Latham & Watkins LLP | Levi & Korsinsky, LLP | Morgan, Lewis & Bockius LLP
Organizations Mentioned:Amaero Inc. | Apex Treasury Corp. II | Applied Aerospace & Defense, Inc. | Arxis, Inc | BioVentrix, Inc. | City Therapeutics, Inc. | Creative Future Acquisition Corp. | EminiFX, Inc. | EuroSPAC Acquisition Corp. | Frazier Life Sciences Acquisition Corp. II | Iambic Therapeutics, Inc. | Klook Technology Ltd. | StraightPath Venture Partners, LLC | TCGX Acquisition Corp. II | The Toronto-Dominion Bank | York Space Systems, Inc.
AI NEWS—SEC to host roundtable on machine-understandable data
October 20, 2026
Anne Sherry, J.D.

Panels will explore how market participants are using AI and machine understandable data, the associated risks and costs, and ways the SEC can further support and enhance the use of these technologies. The SEC on November 9 will host a roundtable to ...

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DIRECTORS AND OFFICERS—S.D.N.Y.: Court rejects Axsome derivative contribution claim
October 20, 2026
Suzanne Cosgrove

A related class action failed to find a securities law violation, and its pre-judgment settlement discharged the defendants from contribution claims. The U.S. District Court for the Southern District of New York granted a motion to dismiss an Axsome ...

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FRAUD AND MANIPULATION—S.D.N.Y.: Final judgment entered in EminiFX commodity pool Ponzi litigation, CFTC announces
October 20, 2026
Rebecca E. Hoffman, J.D.

Tens of thousands lost hundreds of millions in the scheme, for which the company and its owner were found liable in August of last year. The CFTC announced October 19 that a final judgment was entered in the Southern District of New York against Eddy...

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ENFORCEMENT—S.D.N.Y.: Investment advisers denied bail, stay of financial penalties pending appeal
October 20, 2026
Mark S. Nelson, J.D.

Despite ruling against the defendants, the court extended their time to surrender from October to December 2026 to facilitate further appeal. Three persons convicted of securities fraud, investment adviser fraud, and, in two instances, convicted of o...

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FRAUD AND MANIPULATION—S.D.N.Y.: Majority of TD Bank’s alleged misstatements about AML program are actionable
October 20, 2026
Kristin J. Angelino, J.D.

The district court also allowed a scheme liability claim against defendants to go forward. The district court for the Southern District of New York denied, in part, defendants’ motion to dismiss securities fraud claims in a class action brought again...

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IPO TRACKER—Baird leads fourth defense-focused company to market
October 20, 2026
John Filar Atwood

A snapshot of the week’s IPO activity, including completed deals, new preliminary filings and IPO withdrawals. The week’s five new issuers included Tennessee-based Amaero, a maker of titanium alloy spherical metal powders for manufacturing, including...

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Securities

FIDUCIARY DUTIES—Del. Ch.: Court enjoins Cloudflare recapitalization meant to entrench founder control

October 19, 2026 | By Anne Sherry, J.D.

The defendants may opt for an initial trial on the issue of special committee members’ good faith. Cloudflare stockholders won a preliminary injunction against an allegedly unfair share reclassification. While conflicted transactions are protected by...

FIDUCIARY DUTIES—Del. Ch.: Court enjoins Cloudflare recapitalization meant to entrench founder control
Law Firms Mentioned:Block & Leviton LLP | Friedman & Tejtel PLLC | Gibson, Dunn & Crutcher LLP | Johnson Van Kwawegen LLP | Labaton Keller Sucharow LLP | Michael Best & Friedrich LLP | Morris, Nichols, Arsht & Tunnell LLP | Potter Anderson & Corroon LLP | Smith, Gambrell & Russell, LLP | Wilson Sonsini Goodrich & Rosati
Organizations Mentioned:Boustead Securities, LLC | California Public Employees’ Retirement System | Cloudflare, Inc. | Financial Industry Regulatory Authority, Inc. | Handelsbanken Fonder AB | New England Teamsters Pension Fund | Stichting Pensioenfonds ABP | Sutter Securities Inc. | Universities Superannuation Scheme Ltd.
EXPERT INSIGHTS—Leading expert in redomiciling from Delaware to Texas compares board duties in the two states
October 19, 2026
WK Editorial Staff

Jackson Walker partner Byron F. Egan offers a comparative look at board duties regarding business combinations. Texas corporation law expert Byron Egan continues a series of articles comparing key governance principles and selected statutory differen...

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MUNICIPAL SECURITIES NEWS—SEC director warns municipal entities on risks of opaque joint bonds and energy prepays
October 19, 2026
Lene Powell, J.D.

Sanchez urged municipal entities to ensure that state and federal laws are followed regarding bonds issued by joint government entities of which they are a member. The SEC is concerned about relatively high default rates in certain bonds issued by Jo...

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SEC NEWS AND SPEECHES—Daly outlines SEC plan for retail alternative-investment access
October 19, 2026
Jay Fishman, J.D.

The three-part initiative pairs modernized regulated-fund access with position-level transparency, fiduciary safeguards, and proposed performance-fee incentives for retail alternative investments. SEC Division of Investment Management Director Brian ...

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REGULATION TRACKER—Upcoming SEC and CFTC comment deadlines and effective dates
October 19, 2026
WK Editorial Staff

A table of proposed rule comment dates and final rule effective and compliance dates for SEC and CFTC rulemaking. Recent SEC activity includes the following: Cross trading. The SEC proposed to expand the group of securities eligible to be cross-trade...

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EXCHANGES AND MARKET REGULATION—N.D. Ill.: Allegations of FINRA’s ‘interference’ in Nasdaq applications lack jurisdiction, court finds
October 19, 2026
Rebecca E. Hoffman, J.D.

The court dismissed the complaint without prejudice but noted that FINRA’s immunity makes amendment futile. The Northern District of Illinois dismissed broker-dealers’ claims that FINRA’s involvement in the plaintiffs’ applications to be Nasdaq and N...

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Securities

FRAUD AND MANIPULATION—Assignment of Boeing fraud claims cannot clear Blue Chip standing hurdle

October 16, 2026 | By Rodney F. Tonkovic, J.D.

More details about an assignation did not change the result. A district court dismissed with prejudice an action brought against The Boeing Company and its former CEO, holding that an assignee lacked standing to assert fraud claims. The court acknowl...

FRAUD AND MANIPULATION—Assignment of Boeing fraud claims cannot clear Blue Chip standing hurdle
Law Firms Mentioned:Kirkland & Ellis LLP | Patzik, Frank & Samotny Ltd. | Simpson Thacher & Bartlett
Organizations Mentioned:The Boeing Company | Value Recapture Partners LLC
VITAL BRIEFING—U.S. trade court certifies tariff refund class
October 16, 2026
Brad Rosen, J.D.

The certified class consists of all importers of record who paid duties imposed by challenged tariff orders between February 1, 2025 and February 19, 2026, except for those entities that have filed separate recovery actions under IEEPA. In this editi...

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FRAUD AND MANIPULATION—Wells Fargo and Merrill Lynch reach settlement over excessive commissions for small-dollar trades
October 16, 2026
R. Jason Howard, J.D.

Wells Fargo and Merrill Lynch charged unreasonable commissions on more than 256,000 equity transactions and trades nationwide over the past five years. NASAA has announced that Wells Fargo Clearing Services, LLC, Wells Fargo Advisors Financial Networ...

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WORTH NOTING—Other litigation, regulatory activity and industry news
October 16, 2026
WK Editorial Staff

A weekly roundup of items of interest to the securities, derivatives and corporate governance communities. BROKER-DEALERS — FINRA obtained SEC approval for a rule change that combines the old rules governing outside business activities of registered ...

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SEC issues innovation exemption for tokenized securities venues: A new framework for onchain trading of tokenized NMS stocks
October 16, 2026
Meredith Abrams & Justin Browder, Anna C. Goodnight, Kristopher Kendall & Joshua Kim

I. Introduction On September 17, 2026, the Securities and Exchange Commission (the "SEC") issued an order designed to facilitate onchain trading of tokenized National Market System ("NMS") stocks through a new category of trading venue, a Tokenized S...

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