SEC Charges JP Morgan Affiliates with Violations Related to Self-Dealing and Conflicts of Interest

Plus DOJ and SEC bring charges for insider trading ahead of a CVS Health acquisition.

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Jonathan Richman has joined Brown Rudnick as a partner in the firm’s New York office.

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JP Morgan Affiliates to Pay $151 Million to Resolve SEC Enforcement Actions

The Securities and Exchange Commission today charged J.P. Morgan Securities LLC (JPMS) and J.P. Morgan Investment Management Inc. (JPMIM) – both affiliates of JPMorgan Chase & Co. (JP Morgan) – in five separate enforcement actions for failures including misleading disclosures to investors, breach of fiduciary duty, prohibited joint transactions and principal trades, and failures to make recommendations in the best interest of customers.

Without admitting or denying the findings in the SEC’s orders, the two affiliates agreed to pay more than $151 million in combined civil penalties and voluntary payments to investors to resolve four of the ­actions. The SEC did not impose a penalty in one of the actions, taken against JPMS, because JPMS cooperated in the investigation and undertook remedial measures.

by SEC Press Release

👉 The five SEC Orders are here.

SEC Charges Philadelphia-Area Resident with Insider Trading

The Securities and Exchange Commission today charged Willow Grove, Pennsylvania resident Carlos Sacanell with insider trading ahead of an announcement that CVS Health Corporation, Inc. had agreed to acquire Oak Street Health, Inc.

According to the SEC’s complaint, Sacanell was in a long-term relationship with a senior executive at Oak Street, who shared with Sacanell material nonpublic information about the CVS/Oak Street transaction in confidence. Sacanell allegedly purchased Oak Street stock and call options based on that information, resulting in him owning more Oak Street call options than any other retail investor and the fifth most overall. The complaint alleges that after the deal was publicly announced, Sacanell’s trading resulted in approximately $617,000 in illegal profits.

by SEC Press Release

👉 Bloomberg reports that Sacanell was also charged by federal prosecutors in the Eastern District of Pennsylvania with insider trading and lying to federal investigators. The article states that “when questioned by the Federal Bureau of Investigation, Sacanell lied, claiming he hadn’t gotten advance information about CVS’s plan to buy Oak Street, according to prosecutors.”

Web3 Gaming Firm Immutable Served Wells Notice by SEC, IMX Plunges 14%

Web3 gaming firm Immutable has been issued a Wells Notice by the U.S. Securities and Exchange Commission, the company said in a statement on Friday.

The company said the notice was received hours after the company’s “first interaction” with the SEC, and “cited statutory provisions and contained limited meaningful detail about the nature of the investigation”.

“With this action, the SEC is continuing to indiscriminately assert that tokens are securities. While not specified in the notice, we believe its claims are targeting the listing and private sales of IMX in 2021,” Immutable said, referencing a blog post about a pre-launch private purchase of Immutable’s token IMX by Huobi Ventures Blockchain Fund.

by CoinDesk

Nike CEO Elliott Hill Management Shakeup Starts With Marketing, Legal

Nike Inc.’s new Chief Executive Officer Elliott Hill is reshuffling his management team, starting with the company’s legal, sports marketing and supply chain teams.

Hill took the helm of Nike on Oct. 14, and is beginning to make moves at the sneaker giant, which has struggled in recent years. Shares have shrunk nearly 30% so far this year.

Ann Miller, the retailer’s chief legal officer, will take on the role of executive vice president of global sports marketing. Rob Leinwand, the deputy general counsel, will take over Miller’s role leading the retailer’s legal operation.

by Bloomberg

👉 “Ann Miller, the retailer’s chief legal officer, will take on the role of executive vice president of global sports marketing.”

I’m including this clip so I can pose a question to all of you rockstar lawyers and in-house counsel.

You've spent 20+ years as a securities lawyer and risen to the top of the legal profession as either a partner in a law firm or a senior in-house lawyer. Could you run Global Sports Marketing for Nike?

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