Lorenzo v. Securities and Exchange Commission
United States Supreme Court
139 S. Ct. 1094 (2019)
Relevant factsFree
Lorenzo (defendant), an investment-banking director, knowingly sent clients emails containing false statements his boss had written and directed him to send, adding a note explaining the boss's authorship and inviting questions; the SEC (plaintiff) found he violated Rule 10b-5 and related securities-fraud provisions, and Lorenzo argued he could bear only secondary liability for disseminating another's false statements, not the same primary liability as the statements' actual maker.
IssueFree
Whether, under Rule 10b-5, a person may hold both primary liability for knowingly disseminating false statements to investors and secondary liability for helping someone else make those false statements.