Logourl black

Securities and Exchange Commission v. Cuban

U.S. District Court, Northern District of Texas
634 F.Supp.2d 713 (2009)


Mark Cuban (defendant) was the largest shareholder of Mamma.com. The company decided to raise capital through a planned private investment in public equity (PIPE). The CEO of Mamma.com informed Cuban of the PIPE offering, after Cuban agreed to keep any information provided confidential. Cuban sold all of his Mamma.com shares without telling Mamma.com that he intended to do so before the PIPE was publicly announced. Mamma.com then publicly announced the PIPE offering, and the company’s stock declined. Cuban avoided more than $750,000 in losses by selling his shares before the PIPE was publicly announced. The SEC (plaintiff) brought suit against Cuban under the misappropriation theory of insider trading, claiming that Cuban violated § 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 promulgated under the Exchange Act. Cuban now moves to dismiss the complaint, arguing that the SEC has failed to demonstrate that his conduct was deceptive, as required under § 10(b).

Rule of Law

The rule of law is the black letter law upon which the court rested its decision. To access this section, start your 7-day free trial of Quimbee for Law Students.


The issue section includes the dispositive legal issue in the case phrased as a question. To access this section, start your 7-day free trial of Quimbee for Law Students.

Holding and Reasoning (Fitzwater, C.J.)

The holding and reasoning section includes:

  • A “yes” or “no” answer to the question framed in the issue section;
  • A summary of the majority or plurality opinion, using the CREAC method; and
  • The procedural disposition (e.g. reversed and remanded, affirmed, etc.).

To access this section, start your 7-day free trial of Quimbee for Law Students.

Here's why 93,000 law students rely on our case briefs:

  • Reliable - written by law professors and practitioners not other law students.
  • The right length and amount of information - includes the facts, issue, rule of law, holding and reasoning, and any concurrences and dissents.
  • Access in your class - works on your mobile and tablet.
  • 12,592 briefs - keyed to 169 casebooks.
  • Uniform format for every case brief.
  • Written in plain English - not in legalese and not just repeating the court's language.
  • Massive library of related video lessons - and practice questions.
  • Ability to tag case briefs in an outlining tool.
  • Top-notch customer support.
Start Your Free Trial Now