Securities

The SEC has long had a policy that effectively prohibited public companies from requiring arbitration of shareholder claims under the Securities Act[1] and Securities Exchange Act.[2] Last month, the SEC announced a change to that policy. In its September 17, 2025 Policy Statement, the SEC stated that, effective September 19, 2025, “the presence of an issuer-investor mandatory arbitration provision will not impact decisions [on] whether to accelerate the effectiveness of a registration statement under the Securities Act.”

The SEC’s Policy Statement eliminates one of the most significant impediments to public companies requiring arbitration for securities claims. But it leaves unresolved several important issues concerning the viability and impact of issuer-investor arbitration clauses.  Continue Reading SEC Changes Policy on Issuer-Investor Arbitration Provisions With Important Implications for Securities Class Actions

The Sixth Circuit in In Re FirstEnergy Corp. Sec. Litig., No. 23-3940, 2025 WL 2331754 (6th Cir. Aug. 13, 2025) recently reversed and remanded the district court’s class certification ruling in a securities class action on two independent bases: (1) that the district court applied the wrong standard when…

Continue Reading Sixth Circuit Remands Class Certification Ruling Back to District Court to Conduct Rigorous Analysis Under Comcast

On Wednesday, November 13, the Supreme Court heard oral argument in the case NVIDIA Corp. v. Ohman J, a class action suit filed in the Northern District of California alleging securities fraud under § 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5.  Early signals from the Justices’ questions have led observers to believe that the Court may affirm the Ninth Circuit’s decision to reverse and remand the decision granting Nvidia’s motion to dismiss for failure to state a claim. Continue Reading Supreme Court Expresses Skepticism Regarding Nvidia’s Motion to Dismiss Securities Class Action

Last week, the Supreme Court granted certiorari in NVIDIA Corp. v. E. Ohman J:or Fonder AB to address two important questions on the standard for pleading securities fraud claims under the Private Securities Litigation Reform Act (“PSLRA”): (1) whether plaintiffs seeking to allege scienter under the PSLRA based on allegations about internal company documents must plead with particularity the contents of those documents, and (2) whether plaintiffs can satisfy the PSLRA’s falsity requirement by relying on an expert opinion to substitute for particularized allegations of fact.Continue Reading Supreme Court to Review Securities Pleading Standard