Zamansky LLC https://www.zamansky.com/ Securities Lawyers Tue, 05 Mar 2024 18:32:15 +0000 en-US hourly 1 https://wordpress.org/?v=6.4.3 How Much Does it Cost to Hire an Investment Fraud Lawyer? https://www.zamansky.com/how-much-does-it-cost-to-hire-an-investment-fraud-lawyer/ Thu, 29 Feb 2024 18:30:32 +0000 https://www.zamansky.com/?p=4364 For victims of investment fraud, hiring an experienced lawyer is essential. Whether defrauded investors need to file claims against their brokerage firms or track down scam artists, they need experienced legal representation in order to effectively assert their legal rights and maximize their chances of a financial recovery. So, how […]

The post How Much Does it Cost to Hire an Investment Fraud Lawyer? appeared first on Zamansky LLC.

]]>
For victims of investment fraud, hiring an experienced lawyer is essential. Whether defrauded investors need to file claims against their brokerage firms or track down scam artists, they need experienced legal representation in order to effectively assert their legal rights and maximize their chances of a financial recovery.

So, how much does it cost to hire an investment fraud lawyer?

Contingency-Fee Representation for Defrauded Investors in the U.S.

Recently, the U.S. Securities and Exchange Commission (SEC) announced that it plans to host a summit highlighting the need for investor access to legal counsel. In its announcement, the SEC acknowledges that, “[i]nvestors who cannot afford private counsel are significantly disadvantaged in arbitration or litigation with their financial professionals.” However, our firm represents investors on a contingency-fee basis—which means that our clients pay nothing out-of-pocket for our legal representation.

The SEC’s announcement likely focuses on investors whose losses are relatively small. With contingency-fee representation, a lawyer’s legal fees are calculated as a percentage of the client’s recovery. So, if an investor has only lost $10,000, for example, then providing contingency-fee representation won’t be worth it for most lawyers (and paying a lawyer’s hourly rate won’t be feasible for most investors in this scenario).

But, when investors’ losses are substantial, contingency-fee representation is viable for both the lawyer and the investor. An experienced investment fraud lawyer will thoroughly evaluate investors’ claims before deciding whether to provide legal representation. If an investor appears to have a strong claim and the investor’s losses make contingency-fee representation worthwhile, then the lawyer will offer to handle the investor’s claim at no out-of-pocket cost. Conversely, if the investor doesn’t have a viable fraud claim, the lawyer will let the investor know; and, if the investor’s losses are insufficient to justify contingency-fee representation, the lawyer will let the investor know this as well.

Contingency Fee Percentages for Investment Fraud Claims

While there is a certain amount of uniformity, different law firms charge different contingency fee percentages for investment fraud claims. Additionally, in many cases, law firms will determine their contingency fees based on the amount of work involved in helping investors recover their losses. For example, a firm may set its fee at a certain rate if investors’ claims settle without initiating formal legal proceedings, and then the firm may increase its fee at various stages as the amount of work involved in handling the investor’s claim increases. This ensures that the firm’s and its clients’ interests remain aligned throughout the process of seeking to recover clients’ fraudulent investment losses.

Request a Free Consultation with an Investment Fraud Lawyer at Zamansky LLC

At Zamansky LLC, we represent defrauded investors nationwide who need to pursue claims against stockbrokers, investment advisors, scam artists and other entities. If you believe that you may be a victim of investment fraud, we encourage you to contact us promptly for more information. Call 212-742-1414 or contact us online to request a free consultation today.

The post How Much Does it Cost to Hire an Investment Fraud Lawyer? appeared first on Zamansky LLC.

]]>
Alleged Mismanagement and Investor Woes: Zamansky, LLC Investigates JP Morgan and Morgan Stanley Over Tiger Global Fund Sales https://www.zamansky.com/alleged-mismanagement-and-investor-woes-zamansky-llc-investigates-jp-morgan-and-morgan-stanley-over-tiger-global-fund-sales/ Thu, 21 Dec 2023 18:24:20 +0000 https://www.zamansky.com/?p=4357 Zamansky, LLC is investigating claims against JP Morgan and Morgan Stanley for selling the Tiger Global Fund to the firms’ clients. Our investigation focuses on the conduct of JP Morgan and Morgan Stanley, and the claim that they made unsuitable recommendations of Tiger Global to their clients and failed to […]

The post Alleged Mismanagement and Investor Woes: Zamansky, LLC Investigates JP Morgan and Morgan Stanley Over Tiger Global Fund Sales appeared first on Zamansky LLC.

]]>
Zamansky, LLC is investigating claims against JP Morgan and Morgan Stanley for selling the Tiger Global Fund to the firms’ clients. Our investigation focuses on the conduct of JP Morgan and Morgan Stanley, and the claim that they made unsuitable recommendations of Tiger Global to their clients and failed to conduct proper due diligence. These activities resulted in massive losses for clients invested in Tiger funds. Investors who have been affected or are concerned about their rights are urged to contact an investment fraud lawyer for a thorough evaluation.

Tiger Global Fund’s Troubles

The Tiger Global hedge fund faced substantial losses in the first quarter of 2016, amounting to over a billion dollars. Public news reports attribute these losses to highly leveraged bets on concentrated positions in a few tech stocks, with major hits taken on investments in Amazon.com Inc., Netflix Inc., and JD.com Inc. These three companies constituted nearly half of Tiger Global’s portfolio at the beginning of 2016.

Our Investigation Focus

Zamansky’s investigation delves into whether Tiger Global improperly altered its investment strategy or engaged in style drift. Examining the investment decisions made over the past two years and the departure of key partners in 2015, including Feroz Dewan, the investigation also aims to determine if there was a significant increase in risk within the Tiger Global fund during this period.

Investors who were part of the Tiger Global hedge fund and are seeking an evaluation of their investment or clarification on their rights are encouraged to contact our securities fraud law firm.

The post Alleged Mismanagement and Investor Woes: Zamansky, LLC Investigates JP Morgan and Morgan Stanley Over Tiger Global Fund Sales appeared first on Zamansky LLC.

]]>
Window to File Claims for UBS YES Fraud May Close for Some Investors in 2024 https://www.zamansky.com/window-to-file-claims-for-ubs-yes-fraud-may-close-for-some-investors-in-2024/ Thu, 30 Nov 2023 13:31:57 +0000 https://www.zamansky.com/?p=4351 If you are still dealing with losses you suffered with UBS’s Yield Enhancement Strategy (YES), you are not alone. Many investors fell victim to UBS’s and its brokers’ self-interested and unsuitable investment advice—and, while some have recovered their losses through FINRA arbitration, many have yet to file a claim. If […]

The post Window to File Claims for UBS YES Fraud May Close for Some Investors in 2024 appeared first on Zamansky LLC.

]]>
If you are still dealing with losses you suffered with UBS’s Yield Enhancement Strategy (YES), you are not alone. Many investors fell victim to UBS’s and its brokers’ self-interested and unsuitable investment advice—and, while some have recovered their losses through FINRA arbitration, many have yet to file a claim.

If you have yet to file a claim, it is important that you speak with a lawyer promptly. The window to file your claim could close in 2024, and once it closes, you won’t be able to recover your fraudulent investment losses.

The UBS Yield Enhancement Strategy Saga Began in Early 2018

The UBS yield enhancement strategy saga began in early 2018. While the YES product is much older, this is when UBS—and other brokerage firms including Credit Suisse, Merrill Lynch and Morgan Stanley—most recently began pushing the high-risk YES strategy on unsuspecting investors.

Since then, we have successfully represented several YES investors in claims against UBS in FINRA arbitration. The Financial Industry Regulatory Authority (FINRA) has oversight of the brokerage market, and it provides an arbitration forum for defrauded investors to pursue claims. It has now been clearly established in several cases that UBS and other firms misled investors into the YES product with omissions of material information, unsuitable investment advice and self-interested investment recommendations.

Investors Have Six Years to File Their Claims in FINRA Arbitration

Investors who suffer fraudulent investment losses—including losses from the YES strategy—have six years to file their claims in FINRA arbitration. This six-year eligibility period runs from the date that an investor learned, or reasonably should have learned, of the fraud. For many UBS YES investors, this means that their window to file may close in early 2024—six years after the saga began.

If you are running out of time to recover your fraudulent YES strategy losses, all you need to do before the deadline is file your claim. As long as you file before the six-year eligibility window closes, you will preserve your legal rights. You can then work with your lawyer to gather the evidence needed to prove your claim, and your lawyer can work to recover your losses for you in 2024.

Even though it has been nearly six years for many UBS YES investors, the evidence investors need to prove their claims still exists. In fact, through our representation of UBS YES investors, we have much of this evidence already. Once you contact us, we can act promptly to file your claim and preserve your legal rights, and then we can get to work holding your brokerage firm accountable.

Discuss Your UBS YES Claim with a Lawyer at Zamansky LLC

To discuss your UBS YES claim with a lawyer at Zamansky LLC, please call 212-742-1414 or contact us online. Your initial consultation is free and confidential, and if you have a claim, you will pay nothing out of pocket for your legal representation.

The post Window to File Claims for UBS YES Fraud May Close for Some Investors in 2024 appeared first on Zamansky LLC.

]]>
How to File for FINRA Arbitration https://www.zamansky.com/how-to-file-for-finra-arbitration/ Tue, 31 Oct 2023 15:34:41 +0000 https://www.zamansky.com/?p=4346 If you have suffered investment losses due to broker fraud or misconduct, recovering your losses will most likely involve filing for FINRA arbitration. Brokers and brokerage firms consent to arbitration as a condition of registration, and FINRA arbitration is intended to provide defrauded investors with streamlined access to justice. So, […]

The post How to File for FINRA Arbitration appeared first on Zamansky LLC.

]]>
If you have suffered investment losses due to broker fraud or misconduct, recovering your losses will most likely involve filing for FINRA arbitration. Brokers and brokerage firms consent to arbitration as a condition of registration, and FINRA arbitration is intended to provide defrauded investors with streamlined access to justice.

So, how do you get started?

Regardless of your level of sophistication as an investor, it is important to work with a lawyer who can represent you effectively. Obtaining compensation for investment fraud in FINRA arbitration is not easy, and your brokerage firm will have a team of lawyers working to leverage all available opportunities to escape liability.

5 Steps to Prepare for FINRA Arbitration as an Investor

With this in mind, if you believe that you are a victim of investment fraud, here are five steps you should take to prepare for FINRA arbitration:

1. Do What You Can to Minimize Your Losses

When you have concerns about investment fraud, you should do everything you can to minimize your losses. At a minimum, this means that you should avoid depositing any additional funds with your broker, stopping any pending or scheduled transfers as necessary. It may also make sense to withdraw any cash from your brokerage account, although this can present risks in some cases. Once you hire a lawyer, your lawyer can help you decide what to do.

2. Do What You Can to Document Your Claim

You should also do everything you can to document your claim for broker fraud. Collect all relevant documents and communications, and take notes so that you can convey all relevant information to your lawyer. If you need to log in to access your account statements or you relied on information that is only available online, download PDFs or create screen grabs to preserve these as evidence for your claim.

3. Learn About the FINRA Arbitration Process

As a defrauded investor, it is important to understand what to expect during the arbitration process. While your lawyer will represent you throughout the process, you will still need to play an active role. By gaining a general understanding of what happens in FINRA arbitration, you can make sure that you are prepared to assist your lawyer as necessary.

4. Make Sure You Have Reasonable Expectations

When preparing to go through FINRA arbitration, it is also important to have reasonable expectations. While your lawyer may be able to help you recover your fraudulent investment losses, there are no guarantees. Additionally, while FINRA arbitration is relatively streamlined compared to courtroom litigation, it will still take time to pursue your claim to its resolution.

5. Hire a Lawyer to Prepare and File Your Claim

Once you’ve taken these preliminary steps, you will need to hire a lawyer to prepare and file your claim. You will want to choose a lawyer who focuses his or her practice on representing defrauded investors—and who has significant experience helping investors recover their losses in FINRA arbitration.

Schedule a Free Consultation with a Lawyer at Zamansky LLC

Do you need to know more about filing for FINRA arbitration as an investor? If so, we encourage you to contact us promptly. To schedule a free consultation with a lawyer at Zamansky LLC, call 212-742-1414 or tell us how we can reach you online now.

The post How to File for FINRA Arbitration appeared first on Zamansky LLC.

]]>
5 Key Facts About Your Legal Rights as an Investor in the U.S. https://www.zamansky.com/5-key-facts-about-your-legal-rights-as-an-investor-in-the-u-s/ Fri, 29 Sep 2023 12:34:54 +0000 https://www.zamansky.com/?p=4335 Investors in the United States have clear legal rights. State and federal securities laws heavily regulate companies’ and brokerage firms’ conduct, and these laws give investors the right to take legal action when they fall victim to fraud. As an investor, it is important to know your legal rights—and when […]

The post 5 Key Facts About Your Legal Rights as an Investor in the U.S. appeared first on Zamansky LLC.

]]>
Investors in the United States have clear legal rights. State and federal securities laws heavily regulate companies’ and brokerage firms’ conduct, and these laws give investors the right to take legal action when they fall victim to fraud. As an investor, it is important to know your legal rights—and when to take legal action—so that you can maximize your chances of recovering your fraudulent investment losses when necessary.

What You Need to Know About Your Legal Rights as a U.S. Investor

So, as an investor, what specifically do you need to know? Here are five key facts about your legal rights as an investor in the United States:

1. Companies and Firms Are Subject to Numerous Statutory Rules and Requirements  

From registration and disclosure to the obligation to act in investors’ best interests, companies and brokerage firms are subject to numerous statutory rules and requirements. These rules and requirements exist to protect investors, and many of them have been in place for decades. As an investor, you are entitled to make informed investment decisions, and you are entitled to rely on the advice of your investment professional.

2. Companies and Firms Don’t Always Follow These Rules and Requirements

However, just because companies and firms are supposed to act in a certain way, this doesn’t mean they will. Violations of securities laws and other investor protections are commonplace. If you suspect that you may be a victim of investment fraud, you should not ignore your concerns—and you most likely are not alone. If you have concerns about investment fraud, it is important that you speak with a lawyer as soon as possible.

3. The SEC Doesn’t Investigate Most Cases of Investment Fraud

While the U.S. Securities and Exchange Commission (SEC) is tasked with regulating the securities market in the United States, it doesn’t investigate most cases of investment fraud. There are simply too many. The SEC investigates large-scale and high-profile investment fraud cases, but most investors are left to take legal action on their own.

4. Even if the SEC Investigates, You Still Need to Take Legal Action

Crucially, even if the SEC is investigating your brokerage firm or a company in which you have invested, you still need to take legal action. There is no guarantee that the SEC’s investigation will result in a recovery, and even if it does, this recovery is not likely to provide full compensation for your investment losses.

5. Defrauded Investors Can Recover Their Lost Principle and Returns

As a defrauded investor, you have the legal right to fully recover your losses resulting from the fraud. This includes your lost principle and your opportunity costs (i.e., your lost returns). You can (and should) hire a lawyer to take legal action on your behalf—whether this means pursuing FINRA arbitration or filing a lawsuit in court.

Are You a Victim of Investment Fraud? Contact Us for a Free Consultation

Have you suffered fraudulent investment losses? If so, we can help you assert your legal rights. To discuss your case with a lawyer at Zamansky LLC in confidence, call 212-742-1414 or request a free consultation online today.

The post 5 Key Facts About Your Legal Rights as an Investor in the U.S. appeared first on Zamansky LLC.

]]>
Investment Fraud Lawyer Jake Zamansky Featured in Ignites for Commentary on Securities Fraud https://www.zamansky.com/investment-fraud-lawyer-jake-zamansky-featured-in-ignites-for-commentary-on-securities-fraud/ Thu, 14 Sep 2023 13:47:29 +0000 https://www.zamansky.com/?p=4315 Investment Fraud Lawyer Jake Zamansky was recently quoted in Ignites, a service from the Financial Times, about the SEC’s fraudulent 401(k) coin scam case. Read the full article here.

The post Investment Fraud Lawyer Jake Zamansky Featured in Ignites for Commentary on Securities Fraud appeared first on Zamansky LLC.

]]>
Investment Fraud Lawyer Jake Zamansky was recently quoted in Ignites, a service from the Financial Times, about the SEC’s fraudulent 401(k) coin scam case. Read the full article here.

The post Investment Fraud Lawyer Jake Zamansky Featured in Ignites for Commentary on Securities Fraud appeared first on Zamansky LLC.

]]>
Penny Stocks Are Dangerous, Why Do So Many People Invest in Them? https://www.zamansky.com/penny-stocks-are-dangerous-why-do-so-many-people-invest-in-them/ Fri, 25 Aug 2023 12:35:29 +0000 https://www.zamansky.com/?p=4309 Penny stocks are high-risk investments that can leave retail investors facing significant losses. So, why do so many people invest in them? This is a question I was recently asked to answer for a documentary on CNBC. The documentary discusses the risks associated with penny stocks (including “meme stocks” like […]

The post Penny Stocks Are Dangerous, Why Do So Many People Invest in Them? appeared first on Zamansky LLC.

]]>
Penny stocks are high-risk investments that can leave retail investors facing significant losses. So, why do so many people invest in them? This is a question I was recently asked to answer for a documentary on CNBC.

The documentary discusses the risks associated with penny stocks (including “meme stocks” like GameStop); and, in the documentary, I explain both why penny stocks are so popular and why many investors end up falling victim to scams. The documentary features insights from the Executive Vice President of the Financial Industry Regulatory Authority (FINRA) and other experts as well and is well worth watching for anyone who has questions about this unique segment of the retail investment market.

Why Are Penny Stocks So Popular?

In the documentary, I break down three reasons why penny stocks are so popular:

1. They Are Cheap

As their name suggests, penny stocks are cheap. They provide a low barrier to entry, and this makes them intriguing to individuals who don’t have a lot of money to invest. Unfortunately, many of these individuals are also new to investing, and, as a result, they do not have a clear understanding of the risks involved.

2. They Are Heavily Promoted (or “Pumped”)

Penny stocks are often heavily promoted (or “pumped”), especially in today’s world of social media. However, in many cases, the people pumping penny stocks are scam artists who are preparing to dump their shares after falsely inflating the price through unsuspecting investors.

3. They Can Skyrocket in Value

Penny stocks can—and sometimes do—skyrocket in value. Contrary to popular belief, however, these cases are relatively few and far between, and investors must know when to get out before the price comes crashing back down.

What Are the Risks of Investing in Penny Stocks?

Now, why are they dangerous? There are several factors that make penny stocks dangerous for retail investors. These factors include (among others):

  • Lack of Information – In many cases, penny stocks are not subject to the same disclosure requirements as other securities. Many penny stock offerings are outright scams as well.
  • Lack of Oversight – Penny stocks trade on the over-the-counter (OTC) market, which is not nearly as heavily regulated as the NYSE or NASDAQ.
  • Lack of Accountability – Due to the lack of oversight and regulation, individuals who pump and dump penny stocks often face little (if any) accountability. This allows them to keep perpetrating scams over and over again.
  • High Volatility and Limited Liquidity – The penny stock markets are highly volatile, and once a penny stock crashes, retail investors can find it difficult to sell.
  • Scams and Fraud – Above all, investment scams and other forms of fraud are a very real concern in the penny stock market, and this alone leaves main retail investors facing substantial losses.

Are You a Victim of Penny Stock Fraud? Contact Us Today

If you believe that you may be a victim of penny stock fraud, you can contact Zamansky LLC to learn more. Call 212-742-1414 or get in touch online to request a free initial consultation.

The post Penny Stocks Are Dangerous, Why Do So Many People Invest in Them? appeared first on Zamansky LLC.

]]>
FINRA Warns of Risks Associated with Investing in ETFs and Other ETPs https://www.zamansky.com/finra-warns-of-risks-associated-with-investing-in-etfs-and-other-etps/ Thu, 24 Aug 2023 12:46:00 +0000 https://www.zamansky.com/?p=4313 It is telling that a recent article about exchange-traded funds (ETFs) and other exchange-traded products (ETPs) on the Financial Industry Regulatory Authority’s (FINRA) website is accompanied by a picture of a rollercoaster. As FINRA notes, while ETFs and other ETPs have surged in popularity in recent years, “[e]asy as it […]

The post FINRA Warns of Risks Associated with Investing in ETFs and Other ETPs appeared first on Zamansky LLC.

]]>
It is telling that a recent article about exchange-traded funds (ETFs) and other exchange-traded products (ETPs) on the Financial Industry Regulatory Authority’s (FINRA) website is accompanied by a picture of a rollercoaster. As FINRA notes, while ETFs and other ETPs have surged in popularity in recent years, “[e]asy as it is to trade ETPs, risks vary for each product, with some types of ETPs exposing investors to both complexity and significant danger of losses.”

Indeed, ETFs and other ETPs can be very risky for retail investors. These investments can present a variety of different risks, and if investors do not fully understand these risks, they can invest with virtually no hope of a successful outcome unless they simply get lucky. Fraud is a significant concern in the ETP markets as well, with misleading disclosures, omissions and outright scams leaving investors with substantial losses in many cases.

Understanding the Risks Associated with ETFs and Other ETPs

Exchange-traded products are a type of investment vehicle that, in theory, provides diversification while also benchmarking against relatively reliable market indicators such as the price of gold or the S&P 500. They are traded on exchanges similar to stocks, and they are regulated by the U.S. Securities and Exchange Commission (SEC), U.S. Commodities and Futures Trading Commission (CFTC) and other federal authorities.

However, they also carry several inherent risks. While, as FINRA notes, the risks vary with each individual type of ETP, overall the risks associated with these products make them ill-suited to casual retail investors. Making informed decisions about ETPs requires a clear understanding of how these products operate, the various market forces involved, and all of the other factors that can impact an ETP’s value over the short or long term.

Then, there is the risk of fraud.

While ETPs are regulated similarly to securities and other investment products, also similar to other investment products, ETPs present various risks for fraud. Despite oversight from the SEC, CFTC and other authorities, firms and companies that promote ETPs often fall short of meeting their obligations—whether inadvertently or intentionally. In both scenarios, disclosure violations and other issues amount to investment fraud, and defrauded investors will need to take legal action to recover their losses in many cases. This is true for all types of ETPs, including:

  • Exchange-Traded Funds (ETFs) – ETFs are “pooled investment opportunities that typically include baskets of stocks, bonds and other assets grouped based on specified fund objectives.”
  • Exchange-Traded Notes (ETNs) – ETNs are similar to ETFs in structure; however, instead of holding assets, they hold “debt securities issued by a bank or other financial institution, similar to corporate bonds.”
  • Commodity Pools – Similar to ETFs and ETNs, commodity pools combine investor contributions in order to diversity. However, instead of investing in stocks, bonds or debt securities, they invest in commodity futures and option contracts.
  • Leveraged ETPs – Leveraged ETPs increase both investors’ upside potential and investors’ risk exposure. As their leverage “resets” on a daily basis, they require active management and are not suitable as long-term investments.
  • Inverse ETPs – Inverse ETPs operate similarly to leveraged ETPs; however, instead of tracking the positive returns of an index or other benchmark, they focus on tracking the opposite of a benchmark’s returns.

Due to their complexity and risks, ETPs are not suitable investments for most individual investors. Yet, many investors find themselves targeted with advertisements or faced with recommendations from their brokers or advisors. As a result, many people invest in ETPs without understanding how these investment products work, and they end up losing their principal while others profit at their expense.

Volatility-Linked ETPs: A Particularly High-Risk “Opportunity” for Investors

Among all of the various types of ETPs, one of the riskiest investment options for retail investors is the volatility-linked ETP. Volatility-linked ETPs seek to profit not from the overall movement of a price against a benchmark but rather from short-term price swings—or, in some cases, anticipated price swings in the future. As FINRA explains:

“A variety of volatility-linked ETPs exist. The most basic offers long exposure to the Cboe Volatility Index (VIX). The VIX is not based on actual price fluctuations experienced on a given day (or over some other timeframe) but instead reflects an expectation of stock market volatility over the next 30 days as implied by S&P 500 Index options prices.

“Crucially, the VIX itself is not investible. You’d generally obtain exposure to volatility using VIX futures or other derivatives. . . . While VIX futures prices are generally highly correlated with movements in the VIX, they don’t track it precisely, and their degree of correlation can depend on the maturity date. The price ‘sensitivity’ of VIX futures to the underlying VIX may be quite a bit less than you might expect, and this sensitivity generally gets weaker the farther out the futures go.”

As a retail investor, there is nothing stopping you from investing in ETPs. In fact, today it is easier than ever. But, while ETPs expand the options you have available, they present a high degree of risk—including both market risk and the risk of fraud. If you receive an unsolicited advertisement for an ETP, you should be very cautious about investing, and, if your broker or advisor recommends an ETP, you should not invest unless you are confident that you understand the risks involved.

What if You Suffer Fraudulent ETP Investment Losses?

If you invest in ETPs on your own and suffer losses despite having access to complete information, you may have little choice but to accept your losses and move on. However, if you received incomplete, false or misleading information, you may have a claim for investment fraud. In this scenario, recovering your losses may involve pursuing securities litigation or FINRA arbitration, and in either case, your first step will be to engage an experienced lawyer who can identify any and all claims you have available.

Speak with a Lawyer About Your ETP Investment Losses

Do you have questions about pursuing a claim for ETP investment fraud? If so, we invite you to contact us for more information. To request a free and confidential consultation with an experienced lawyer at Zamansky LLC, please call 212-742-1414 or send us a message online today.

The post FINRA Warns of Risks Associated with Investing in ETFs and Other ETPs appeared first on Zamansky LLC.

]]>
Recent SEC Enforcement Actions Highlight Hidden Risks for Investors https://www.zamansky.com/recent-sec-enforcement-actions-highlight-hidden-risks-for-investors/ Tue, 22 Aug 2023 12:39:17 +0000 https://www.zamansky.com/?p=4312 One of the most common mistakes investors make is putting their money in without taking the time to fully research the securities or other assets in which they are investing. State and federal securities laws require publicly-traded companies, brokerage firms and other entities to make multiple types of disclosures—and these […]

The post Recent SEC Enforcement Actions Highlight Hidden Risks for Investors appeared first on Zamansky LLC.

]]>
One of the most common mistakes investors make is putting their money in without taking the time to fully research the securities or other assets in which they are investing. State and federal securities laws require publicly-traded companies, brokerage firms and other entities to make multiple types of disclosures—and these requirements are intended specifically to ensure that investors are able to make informed investment decisions.

But what if you do your research and you still end up making an investment decision based on less-than-complete (or misleading) information?

Unfortunately, this is a very real concern. Disclosure violations are common, and these violations can present significant hidden risks for investors. While there will be red flags in some cases, oftentimes, investors will have no reason to suspect that they are being misled. A few recent U.S. Securities and Exchange Commission (SEC) enforcement actions highlight these hidden risks.

3 Recent Examples of SEC Cases Involving Hidden Risks for Investors

Here are three examples of recent SEC enforcement actions in which the Commission alleges that the defendants’ misrepresentations and omissions led to fraudulent investment losses:

1. Investment Advisor Charged with Misrepresenting Hypothetical Performance Data

On August 21, 2023, the SEC charged an investment advisory firm headquartered in New York City with using misleading hypothetical performance metrics in its advertising materials. According to the SEC:

“[The firm] made misleading statements . . . regarding hypothetical performance, including by advertising ‘annualized’ performance results as high as 2,700 percent . . . . [and by] fail[ing] to include material information, for example, that the hypothetical performance projections assumed that the strategy’s performance in its first three weeks would continue for an entire year.”

While the SEC allows the use of hypothetical performance figures, these figures are subject to the same rules and requirements as all other advertisements. Among other things, this means that they must be accurate and non-misleading. If a company or firm publishes hypothetical figures without explaining their basis or without clearly disclosing that they are not representative of actual performance, this can (and often does) lead investors into risky investment decisions.

2. SEC: Fund Administrator’s Ignorance of Red Flags Led to Investor Losses

Many investors rely on fund administrators to help them make informed investment decisions. On August 7, 2023, the SEC filed charges against a Florida-based fund administrator who is accused of improperly using net asset value (which does not recognize losses) to calculate the value of investors’ interests. This, according to the SEC, resulted in the administrator “sen[ding] investors account statements that materially overstated the value of their investments.”

As the SEC notes, “Fund administrators are important gatekeepers in the private fund space.” In this case, the SEC alleges that the fund administrator missed “clear red flags,” including the fact that the fund under administration was run by two partners whom the SEC had charged with fraud in May 2022. When investors can’t rely on their advisors or fund administrators to identify these types of red flags, they can face losses despite doing their best to choose a trustworthy investment professional.

3. SEC: SPAC “Mischaracterized and Omitted” Material Information in Public Filings

Last year, the SEC alleged that a special purpose acquisition company (SPAC) had misled investors by making false statements in its public filings with the SEC, including Forms S-1 and S-4. As the SEC explains, the purpose of an SPAC “is to identify and acquire an operating business. As such, steps taken by a SPAC in furtherance of a particular acquisition are important to investors.”

According to the SEC, the SPAC’s filings contained several false statements and omissions, including a failure to disclose a material conflict of interest. The SEC described this failure as “particularly problematic” due to the fact that “investors focus on factors such as the SPAC’s management team and potential merger targets when making financial decisions.”

For many prospective investors, a company’s public filings are among the first—and supposedly most reliable—sources of information they utilize. But, while investors expect companies’ public filings to be accurate, this isn’t always the case. Thus, false and misleading public filings are a hidden risk as well, and they are a risk that it can be difficult for investors to avoid.

What Are Your Legal Rights if You Were Misled Into Investment Losses?

What if you learned after investing that you received inaccurate or misleading information? In this scenario, you may have a claim for investment fraud. Firms, companies, fund administrators, and other entities and individuals can be held liable for misleading investors into bad investment decisions.

Investors have two main options for filing investment fraud claims. The first option is pursuing securities litigation. Securities litigation is used to enforce investors’ rights against publicly-traded companies and other types of entities and individuals in cases involving public disclosure violations, investment scams and other types of securities fraud.

The second option is pursuing FINRA arbitration. The Financial Industry Regulatory Authority (FINRA) works alongside the SEC to regulate the brokerage industry in the United States. Brokers must register with FINRA, and they must consent to arbitration as a condition of registration. FINRA arbitration is generally more efficient than securities litigation, so pursuing arbitration (when it is an option) will make sense in most cases.

Regardless of what you need to do to protect your legal rights, if you believe you may be a victim of investment fraud, you should speak with a lawyer promptly. Taking legal action quickly can be important in some cases, and it can help to maximize your chances of a financial recovery.

Discuss Your Legal Rights with an Investment Lawyer at Zamansky LLC

Do you have concerns about investment fraud? If so, we encourage you to contact us promptly to discuss your legal rights in confidence. We represent investors in securities litigation and FINRA arbitration nationwide. To speak with an investment lawyer at Zamansky LLC in confidence as soon as possible, call 212-742-1414 or tell us how we can reach you online now.

The post Recent SEC Enforcement Actions Highlight Hidden Risks for Investors appeared first on Zamansky LLC.

]]>
Fluor Derivative Case Settlement https://www.zamansky.com/fluor-derivative-case-settlement/ Fri, 04 Aug 2023 16:28:07 +0000 https://www.zamansky.com/?p=4307 UNITED STATES DISTRICT COURT   NORTHERN DISTRICT OF TEXAS   DALLAS DIVISION   In re Fluor Corp. Stockholder Deriv. Litig. Case No. 3:20-cv-01442-X  NOTICE OF PENDENCY AND PROPOSED   SETTLEMENT OF DERIVATIVE ACTIONS   TO: ALL PERSONS AND ENTITIES WHO CURRENTLY HOLD FLUOR CORP. COMMON STOCK   PLEASE READ THIS NOTICE CAREFULLY AND IN […]

The post Fluor Derivative Case Settlement appeared first on Zamansky LLC.

]]>
UNITED STATES DISTRICT COURT  

NORTHERN DISTRICT OF TEXAS  

DALLAS DIVISION  

In re Fluor Corp. Stockholder Deriv. Litig. Case No. 3:20-cv-01442-X 

NOTICE OF PENDENCY AND PROPOSED  

SETTLEMENT OF DERIVATIVE ACTIONS  

TO: ALL PERSONS AND ENTITIES WHO CURRENTLY HOLD FLUOR CORP. COMMON STOCK  

PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. This Notice relates to a proposed settlement (“Settlement”) of the following derivative actions: In re Fluor Corp. Stockholder Deriv. Litig., No. 3:20-CV 01442-X (N.D. Tex.), In re Fluor Corp. S’holder Deriv. Litig., No. 1:20-cv-00499 (D. Del.), In re Fluor Corp. Deriv.  Litig., No. DC-18-13236 (116th Jud. Dist., Dallas Cnty, Tex.), Smith v. Hernandez, No. DC-20-10706 (116th Jud. Dist.,  Dallas Cnty, Tex.), Schifano v. Barker, No. DC-20-06727 (44th Jud. Dist., Dallas Cnty, Tex.), Atchison v. Hernandez,  C.A. No. 2020-0655-JTL (Del. Ch.), Hickok v. Boeckmann, C.A. No. 2021-1001-PAF (Del. Ch.), and any action(s)  involving substantially similar claims (together, the “Actions”). If the Court approves the proposed Settlement, you, Fluor  Corporation (“Fluor” or the “Company”), and all Current Fluor Stockholders will be forever barred from contesting the fairness, adequacy, and reasonableness of the proposed Settlement and from pursuing the Released Stockholder Claims.  

All capitalized terms used in this Notice that are not otherwise defined herein have the meanings provided  in the Stipulation and Agreement of Settlement entered into on A p r i l 2 0 , 2023 (“Stipulation”), by and among the  following: (1) Jay Lee and Joan Goodman (collectively, the “Texas Federal Court Lead Plaintiffs”); (2) Alyson Bottoni,  Omid Yousofi, Kasey King, Sindy Wei, Thomas French, Jr., Hakyung Kim, Elsie Schifano, Thomas Smith, April  Atchison, Jonathan Woods, and Donna Hickok (collectively and together with Texas Federal Court Lead Plaintiffs, the  “Plaintiffs”); (3) current and former officers of Fluor and members of the Board of Directors of Fluor (the “Board”): Alan  Boeckmann, Peter J. Fluor, Rosemary T. Berkery, Alan M. Bennett, Armando J. Olivera, Matthew K. Rose, James T.  Hackett, David E. Constable, Thomas C. Leppert, David T. Seaton, Carlos M. Hernandez, Peter K. Barker, Deborah D.  McWhinney, Nader H. Sultan, Joseph W. Prueher, Lynn C. Swann, Samuel J. Locklear III, Bruce A. Stanski, Matthew  McSorley, Gary G. Smalley, D. Michael Steuert, Robin K. Chopra, Steven Gittins, Biggs C. Porter, and The Estate of  Dean R. O’Hare (collectively, the “Individual Defendants”); and (4) nominal defendant Fluor (together with the Individual  Defendants, the “Defendants”). Plaintiffs and Defendants are collectively referred to herein as the “Parties.”  

THIS NOTICE PROVIDES ONLY A SUMMARY OF THE MATERIAL TERMS OF THE SETTLEMENT  AND RELEASES. You can obtain more information by reviewing the Stipulation, which is available at  www.fluorcorpstockholdersettlement.com.  

PLEASE NOTE THAT THERE IS NO CLAIMS PROCESS AND NO INDIVIDUAL STOCKHOLDER HAS  THE RIGHT TO BE COMPENSATED AS A RESULT OF THE SETTLEMENT DESCRIBED BELOW.  STOCKHOLDERS ARE NOT REQUIRED TO TAKE ANY ACTION IN RESPONSE TO THIS NOTICE.  

IF YOU HOLD THE STOCK OF FLUOR FOR THE BENEFIT OF ANOTHER, PLEASE PROMPTLY  TRANSMIT THIS DOCUMENT TO SUCH BENEFICIAL OWNER.  

A federal court authorized this Notice. This is not a solicitation from a lawyer.  

PURPOSE OF NOTICE  

  1. The purpose of this Notice is to explain the Actions, the terms of the proposed Settlement, and how the  proposed Settlement affects current Fluor stockholders’ legal rights. This Notice is issued pursuant to an Order of the  United States District Court for the Northern District of Texas (the “Court”) dated July 25, 2023 (“Preliminary Approval  Order”), and further pursuant to the requirements of the Federal Rules of Civil Procedure, including Rule 23.1.  
  2. The Court will hold a hearing (the “Settlement Hearing”) on September 19, 2023 at 2:00 PM, at the United  States District Court for the Northern District of Texas, 1100 Commerce Street, Courtroom 1525, Dallas, TX 75242 to  consider whether the Judgment, substantially in the form of Exhibit F to the Stipulation, should be entered:  

(i) approving the terms of the Settlement as fair, reasonable, adequate, and in the best interests of Fluor and  its stockholders; 

(ii) dismissing with prejudice the Released Claims pursuant to the terms of the Stipulation; and  (iii) ruling upon Texas Federal Court Lead Plaintiffs’ Counsel’s request for approval of the agreed amount of attorneys’ fees and expenses to be paid to Plaintiffs’ Counsel.  

  1. You have a right to participate in the Settlement Hearing.  
  2. This Notice describes the rights you may have in the Actions and pursuant to the Stipulation and what steps you may take, but are not required to take, in relation to the Settlement.  

BACKGROUND OF THE SETTLING MATTERS  

Factual Background  

  1. The Settlement arises out of the Actions alleging breaches of fiduciary duty, among other claims, against certain current and former officers and directors of Fluor. Plaintiffs alleged that the Individual Defendants breached their fiduciary duties in connection with, among other things, material lapses of oversight over risk management functions and internal controls, which led to the Company issuing a series of allegedly false and misleading statements to the public,  resulting in alleged harm to Fluor and its stockholders when the alleged truth was revealed.  
  2. The Individual Defendants deny the allegations made by Plaintiffs in each of the Actions.  The Actions
  3. On May 25, 2018, a federal securities fraud class action was filed against Fluor in the Northern District of Texas, styled as Chun v. Fluor Corporation, No. 3:18-cv-01338-X (the “Securities Action”). On November 8, 2022,  the Northern District of Texas entered an Order and Final Judgment resolving the Securities Action.  
  4. Beginning in late 2018, Plaintiffs filed their respective Actions, alleging breaches of fiduciary duty against certain of the Individual Defendants relating to the claims underlying the Securities Action. Several of the Actions were consolidated in their respective venues, and each of the Actions was stayed pending either a final decision on the motion to dismiss or other developments (or completion of) the related securities class action lawsuit, and/or pending ongoing settlement discussions among Plaintiffs and Defendants.  
  5. In re Fluor Corp. Deriv. Litig., No. DC-18-13235 (116th Jud. Dist., Dallas Cnty, Tex.). In September  2018, two shareholder derivative actions were filed in Texas state court, captioned French, Jr. v. Seaton, No. DC-18- 13236, and Kim v. Seaton, No. DC-18-13381. On October 17, 2018, those two actions were consolidated into the above-styled action. On April 1, 2019, the Court stayed the action pending resolution of the motion to dismiss in the Securities  Action. On October 6, 2020, an amended complaint was filed in the consolidated action.  
  6. In re Fluor Corp. S’holder Deriv. Litig., No. 1:20-cv-00499 (D. Del.). In April and May of 2020, two shareholder derivative actions were filed in the Federal District of Delaware, captioned Yousofi v. Barker, No. 1:20-CV 00499, and Wei v. Seaton, No. 1:20-cv-00636-MN. On June 18, 2020, those two actions were consolidated into the above-styled action. On August 13, 2020, the Court stayed the action pending resolution of the motion to dismiss in the Securities  Action.  
  7. Schifano v. Barker, No. DC-20-06727 (44th Jud. Dist., Dallas Cnty, Tex.). In May 2020, a shareholder  derivative action was filed in Texas State Court styled as the above. On August 21, 2020, the Court stayed the action  pending resolution of the motion to dismiss in the Securities Action.  
  8. In re Fluor Corp. Stockholder Deriv. Litig., No. 3:20-CV-01442-X (N.D. Tex.) In June 2020, two  shareholder derivative actions were filed in the Federal Northern District of Texas and transferred to the same judge  overseeing the Securities Action, styled as Bottoni v. Hernandez, 3:20-cv-01442-X, and Lee v. Hernandez, 3:20-cv-01558- X. On August 21, 2020, the two actions were consolidated into the above-styled action. On March 5, 2021, a third  shareholder derivative action was filed in the Federal Northern District of Texas, styled as Goodman v. Boeckmann, 3:21- cv-00353-X. On April 26, 2021, that third action was consolidated into the above-styled action. On September 16, 2021,  the Court stayed the action pending the outcome of mediation and settlement negotiations.  
  9. Smith v. Hernandez, No. DC-20-10706 (116th Jud. Dist., Dallas Cnty, Tex.). In August 2020, a  shareholder derivative action was filed in Texas State Court styled as the above. On October 27, 2020, the Court stayed  the action pending resolution of the motion to dismiss in the Securities Action.  
  10. Atchison v. Hernandez, C.A. No. 2020-0655-JTL (Del. Ch.). In August 2020, a shareholder derivative  action was filed in the Delaware Court of Chancery styled as the above. On November 2, 2020, an amended complaint  was filed in the above-styled action. On February 18, 2021, the Court granted Fluor’s opposed motion to stay the action  pending resolution of the Securities Action.  
  11. Hickok v. Boeckmann, C.A. No. 2021-1001-PAF (Del. Ch.). In November 2021, a shareholder 

derivative action was filed in the Delaware Court of Chancery styled as the above. On March 1, 2022 the Court stayed  the action.  

Settlement Negotiations  

  1. Plaintiffs’ counsel engaged in extensive settlement negotiations with Defendants’ counsel, over the course  of many months. In or around September 2021, Texas Federal Court Lead Plaintiffs’ Counsel and Defendants agreed to  enter into discussions to look for opportunities to resolve the Actions. Defendants then informed all Plaintiffs’ Counsel  of a mediation set in the related securities case for September 30, 2021 and invited them to participate. On September 24,  2021, Plaintiffs sent a unified settlement demand to Fluor, proposing certain corporate governance enhancements to  address claims made in the Actions.  
  2. The settlement negotiations were mediated through Greg Lindstrom of Phillips ADR, a respected and  experienced mediator in derivative and other complex litigation.  
  3. Plaintiffs’ Counsel engaged in a full-day mediation via Zoom with Defendants’ counsel on September  30, 2021. No final resolution was reached at that mediation, but the Parties continued their dialogue with the ongoing  assistance of the mediator. On May 10, 2022, Plaintiffs’ Counsel and Defendants’ counsel held a second full-day  mediation session with Mr. Lindstrom. The session was productive, but no final agreement was reached. In response to  the last settlement proposal made by the Plaintiffs at that mediation session, Defendants prepared a settlement counter proposal which they sent to the mediator and Texas Federal Court Lead Plaintiffs’ Counsel on June 9, 2022. The reforms  comprised in the settlement counter-proposal made by Defendants set forth the material terms of the Settlement. Texas  Federal Court Lead Plaintiffs’ Counsel and Defendants’ counsel thereafter continued to negotiate and eventually reached  an agreement on all remaining terms of settlement.  
  4. After reaching an agreement in principle, Texas Federal Court Lead Plaintiffs and Defendants engaged  in another mediation session to negotiate the matter of attorneys’ fees and costs. That mediation session was successful,  with the Texas Federal Court Lead Plaintiffs and Defendants reaching an agreement on the maximum total amount of  attorneys’ fees and costs that Defendants would agree to pay all Plaintiffs in all of the Actions, subject to approval by the  Reviewing Court.  
  5. Texas Federal Court Lead Plaintiffs’ Counsel and Defendants thereafter negotiated a Memorandum of  Understanding (the “MOU”) setting forth the material terms of the Settlement. On September 12, 2022, Texas Federal  Court Lead Plaintiffs’ Counsel and Defendants signed the MOU.  
  6. As to the legal merits of the claims asserted in the Actions, the Parties have expended significant time  and resources participating in multiple full-day mediation sessions and pre- and post-mediation conference calls and  meetings, where the merits of the claims asserted in the Actions and defenses thereto were extensively discussed between  the Parties and independently with the mediator, Mr. Lindstrom.  
  7. The Parties subsequently reached a definitive agreement to settle the Actions, upon the terms and  conditions set forth in the Stipulation, dated April 20, 2023.  
  8. On July 25, 2023, the Court entered the Preliminary Approval Order in connection with the Settlement  that, among other things, preliminarily approved the Settlement, authorized this Notice to be provided to Current Fluor  Stockholders, and scheduled the Settlement Hearing to consider whether to grant final approval of the Settlement and  Plaintiffs’ Counsel’s request for approval of the agreed Fee and Expense Amount.  

TERMS OF THE SETTLEMENT  

  1. In consideration of the Settlement and the releases provided therein, and subject to the terms and  conditions of the Stipulation, the Parties have agreed to the following settlement consideration for Fluor.  
  2. The Company will implement or maintain certain management and governance measures relating to risk  management and performance-based compensation safeguards, including: (i) a management-level Project Execution  Group, responsible for the standards, practices and oversight of all project execution support functions; (ii) an executive level management team responsible for overseeing risk management and mitigation for high-risk-level projects; (iii) an  internal audit review to be conducted within 12 months of the Effective Date to assess whether the applicable risk processes  under the Corporate Risk Group are being followed; (iv) a Board-level Commercial Strategies and Operational Risk  Committee, responsible for reviewing Fluor’s strategic and operational project risks; and (v) a clawback policy that  ensures the Board has discretion to initiate a clawback in the event of a material restatement of the Company’s financial  results.  
  3. Such reforms shall be in place and funded by Fluor for a period of not less than four (4) years from the  Effective Date of the Settlement, unless the reforms conflict with any applicable law(s), rule(s) or regulation(s) (including  of any national securities exchange or interdealer quotation system), or the reasonable exercise of the fiduciary duties of  the Company’s officers or directors. 
  4. Plaintiffs’ Counsel believe that the claims asserted in the Actions have merit and that their investigation  of the evidence supports the claims asserted. Without conceding the merit of any of the Defendants’ defenses, and in light  of the benefits of the Settlement as well as to avoid the potentially protracted time, expense, and uncertainty associated  with continued litigation, including potential trial(s) and appeal(s), Plaintiffs and Plaintiffs’ Counsel have concluded that  it is desirable that the Actions be fully and finally settled in the manner and upon the terms and conditions set forth in this  Stipulation. Plaintiffs and Plaintiffs’ Counsel recognize the significant risk, expense, and length of continued proceedings  necessary to prosecute the Actions against Defendants through trial(s) and through possible appeal(s).  
  5. Plaintiffs’ Counsel have also taken into account the uncertain outcome and the risk of any litigation,  especially complex litigation such as the Actions, the difficulties and delays inherent in such litigation, the cost to Fluor  – on behalf of which Plaintiffs filed the Actions – and distraction to management of Fluor that would result from extended  litigation. Based on their evaluation, and in light of what Plaintiffs’ Counsel believe to be significant benefits conferred  upon Fluor as a result of the Settlement, Plaintiffs and Plaintiffs’ Counsel have determined the Settlement is in the best  interests of Fluor and its stockholders and have agreed to settle the Actions upon the terms and subject to the conditions  set forth herein.  
  6. While Individual Defendants remain confident that the courts would ultimately hold Plaintiffs’ claims in  all of the Actions to be meritless, Defendants recognize the significant risks, expenses, and duration of continued  proceedings to defend against the claims made in the Actions through discovery, trial(s), and possible appeal(s). Those  expenses, risks, and distractions to the Company are exacerbated and complicated by Plaintiffs’ decisions to file the  Actions in multiple forums and jurisdictions across the country. Defendants, therefore, are entering into this Settlement  to eliminate the uncertainty, distraction, disruption, burden, risk, and expense of further litigation, and believe that the  Settlement is in the best interest of the Company and its stockholders.  
  7. The Individual Defendants have each denied and continue to deny that he or she has committed or  attempted to commit any violations of law, any breaches of fiduciary duty owed to Fluor, or any wrongdoing whatsoever,  and expressly maintain, that at all relevant times, he or she acted in good faith and in a manner that he or she reasonably  believed to be in the best interests of Fluor and its stockholders. The Individual Defendants further deny that Plaintiffs,  Fluor, or its stockholders suffered any damage or were harmed as a result of any act, omission, or conduct by the Individual  Defendants as alleged in the Actions or otherwise. The Individual Defendants further assert, among other things, that the  Plaintiffs lack standing to litigate derivatively on behalf of Fluor because Plaintiffs have not yet pleaded, and cannot  properly plead, that a demand on the Board would be futile.  

RELEASES  

  1. Upon the Effective Date, Plaintiffs (acting on their own behalf and/or derivatively on behalf of Fluor),  Fluor, and any Person acting derivatively on behalf of Fluor shall be deemed to have, and by operation of the Judgment  shall have, fully, finally, and forever released, relinquished, discharged and dismissed with prejudice the Released  Stockholder Claims (including Unknown Claims) against the Released Defendant Persons.  
  2. Upon the Effective Date, Plaintiffs (acting on their own behalf and/or derivatively on behalf of Fluor),  Fluor, and any Person acting derivatively on behalf of Fluor, shall be forever barred and enjoined from asserting,  commencing, instituting, or prosecuting any of the Released Stockholder Claims against any Released Defendant Person.  
  3. Pending final determination of whether the Settlement should be approved, no Plaintiff, directly or  derivatively on behalf of Fluor, or other Fluor shareholder, derivatively on behalf of Fluor, may commence or prosecute  against any of the Released Persons any action or proceeding in any court, tribunal, or jurisdiction asserting any of the  Released Claims.  
  4. THE ABOVE DESCRIPTION OF THE PROPOSED TERMS OF SETTLEMENT AND  RELEASES IS A SUMMARY. The complete terms, including the definitions of the Effective Date, Released Defendant  Claims, Released Defendant Persons, Released Stockholder Claims, Released Stockholder Persons, and Unknown Claims,  are set forth in the Stipulation, which is available at www.fluorcorpstockholdersettlement.com. 

Agreed Fee and Expense Amount  

  1. After reaching an agreement in principle, Texas Federal Court Lead Plaintiffs’ Counsel and Defendants’  counsel negotiated in good faith regarding the maximum amount of attorneys’ fees and expenses that Defendants will  agree, subject to approval of the Reviewing Court, to pay to Plaintiffs’ Counsel based upon the benefits conferred upon  Fluor and its stockholders through the settlement of the Actions (the “Fee and Expense Amount”). There was no  negotiation pertaining to Plaintiffs’ Counsel’s claimed fees or expenses prior to the Parties’ agreement on corporate  governance reforms outlined above and that any potential court order(s) relating to Plaintiffs’ Counsel’s claimed fees or  expenses will not affect the binding nature of the material substantive terms of the Settlement.  
  2. Texas Federal Court Lead Plaintiffs’ Counsel and Defendants’ counsel negotiated for a single, maximum  Fee and Expense Amount that encompasses all of Plaintiffs’ attorneys’ claimed fees and expenses in all of the Actions. 

That maximum agreed-upon Fee and Expense Amount is $2,400,000.00 USD. If the Fee and Expense Amount (or a  reduced amount) is approved by the Reviewing Court, Plaintiffs’ Counsel will resolve amongst themselves how to allocate  the Fee and Expense Amount amongst Plaintiffs’ Counsel in the various Actions. As part of this agreement, the Plaintiffs  and their counsel agree not to seek any fees or expenses related to any of the Actions through any other proceeding.  

  1. The Fee and Expense Amount is subject to approval by the Reviewing Court. Any changes by any court  to the negotiated Fee and Expense Amount will not otherwise affect the Finality of the Settlement.  

SETTLEMENT HEARING AND RIGHT TO APPEAR AND OBJECT  

  1. The Court has scheduled a Settlement Hearing, to be held on September 19, 2023 at 2:00 PM, before the  Honorable Judge Brantley Starr at the United States District Court for the Northern District of Texas, 1100 Commerce  Street, Courtroom 1525, Dallas, TX 75242 to consider and determine whether the Judgment should be entered: (i)  approving the terms of the Settlement as fair, reasonable, adequate, and in the best interests of Fluor and its stockholders;  (ii) dismissing with prejudice the Released Claims and the Consolidated Federal Texas Action as defined in the  Stipulation; and (iii) ruling upon Texas Federal Court Lead Plaintiffs’ Counsel’s request for approval of the Fee and  Expense Amount.  
  2. Please Note: The date and time of the Settlement Hearing may change without further written notice  to Current Fluor Stockholders. In order to determine whether the date and time of the Settlement Hearing have  changed, it is important that you monitor the Court’s docket before making any plans to attend the Settlement  Hearing. Any updates regarding the Settlement Hearing, including any changes to the date or time of the hearing  will be posted to that docket.  
  3. Any person who objects to the Settlement, the Judgment to be entered in the litigation, and/or Texas  Federal Court Lead Plaintiffs’ Counsel’s application for attorneys’ fees and expenses and service awards for plaintiffs, or  who otherwise wishes to be heard, may appear in person or by counsel at the Settlement Hearing and request leave of the  Court to present evidence or argument that may be proper and relevant; provided, however, that, except by order of the  Court for good cause shown, no person shall be heard and no papers, briefs, pleadings or other documents submitted by  any person shall be considered by the Court unless not later than fourteen (14) calendar days prior to the Settlement  Hearing such person files with the Court and serves upon counsel listed below: (a) a written notice of intention to appear;  (b) proof of current ownership of Fluor stock, as well as documentary evidence of when such stock ownership was  acquired; (c) a statement of such person’s objections to any matters before the Court, including the Settlement, the  Proposed Judgment, or Texas Federal Court Lead Plaintiffs’ Counsel’s application for attorneys’ fees and expenses and  service awards for plaintiffs; (d) the grounds for such objections and the reasons that such person desires to appear and be  heard, as well as all documents or writings such person desires the Court to consider; (e) a description of any case,  providing the name, court, and docket number, in which the objector or his or her attorney, if any, has objected to a  settlement in the last three years; and (f) include a proof of service signed under penalty of perjury. Such filings shall be  served electronically via the Court’s ECF filing system, by hand, or by overnight mail upon the following counsel:  

Texas Federal Court Lead Plaintiffs’ Counsel:  

Shane P. Sanders  

Robbins LLP  

5060 Shoreham Place, Suite 300  

San Diego, CA 92122  

 -and 

Geoffrey M. Johnson  

Scott+Scott Attorneys at Law  

12434 Cedar Road, Suite 12  

Cleveland Heights, OH 44106  

Defendants’ Counsel:  

Michael L. Raiff  

Gibson, Dunn & Crutcher LLP  

2001 Ross Ave., Ste. 2100  

Dallas, TX 75201  

  1. Unless the Court otherwise directs, no person shall be entitled to object to the approval of the Settlement,  any judgment entered thereon, any award of attorneys’ fees and expenses and service awards for plaintiffs, or otherwise  be heard, except by serving and filing a written objection and supporting papers and documents as prescribed above. Any  person who fails to object in the manner described above shall be deemed to have waived the right to object (including  any right of appeal) and shall be forever barred from raising such objection in this or any other action or proceeding. If  the Court approves the Settlement provided for in the stipulation following the Settlement Hearing, Judgment shall be 

entered substantially in the form attached as Exhibit F to the Stipulation.  

NOTICE TO PERSONS OR ENTITIES HOLDING OWNERSHIP ON BEHALF OF OTHERS 

Brokerage firms, banks and/or other persons or entities who currently hold shares of common stock of Fluor are directed  promptly to send this Notice to all of their respective beneficial owners. If additional copies of the Notice are needed for  forwarding to such beneficial owners, they may be obtained by downloading this information at www.fluorcorpstock  holdersettlement.com, or by requesting the information from Epiq at the below address:  

 Epiq  

 Fluor Stockholder Settlement  

PO Box 4258  

Portland, OR 97208-4258  

ORDER AND FINAL JUDGMENT OF THE COURT  

  1. The Parties will jointly request at the Settlement Hearing that the Court determine and enter the Judgment  concluding that the Settlement is fair, reasonable, adequate, and in the best interests of Fluor and its stockholders. The  requested Judgment shall, among other things:  
  2. Determine that the requirements of Rule 23.1 of the Federal Rules of Civil Procedure and due process  have been satisfied in connection with this Notice;  
  3. Approve the Settlement as fair, reasonable, adequate, and in the best interests of Fluor and its  stockholders;  
  4. Dismiss the Actions with prejudice against all Defendants without costs except as provided in the  Stipulation, and release the Released Claims; and  
  5. Determine whether the agreed Fee and Expense Amount should be approved.  

SCOPE OF THIS NOTICE  

  1. This Notice does not purport to be a comprehensive description of the Actions, the terms of the Settlement,  or the Settlement Hearing. For the full details of the Actions, the claims and defenses which have been asserted by the  parties, and the terms and conditions of the Settlement, including complete copies of the Stipulation, Fluor’s current  stockholders are referred to the documents filed with the Court. You or your attorney may examine the court files during  regular business hours each business day at the office of the Clerk of the Court, United States District Court, 1100  Commerce Street, Room 1452, Dallas, TX 75242.  
  2. If you have questions regarding the Settlement, you may contact Texas Federal Court Lead Plaintiffs’  Counsel:  

Shane P. Sanders  

Robbins LLP  

5060 Shoreham Place, Suite 300  

San Diego, CA 92122  

 -and 

Geoffrey M. Johnson  

Scott+Scott Attorneys at Law  

12434 Cedar Road, Suite 12  

Cleveland Heights, OH 44106  

PLEASE DO NOT CALL OR WRITE THE COURT  

DATE: July 25, 2023 

The post Fluor Derivative Case Settlement appeared first on Zamansky LLC.

]]>