Securities and Exchange Commission v. Mayhew

121 F.3d 44 (1997)

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Securities and Exchange Commission v. Mayhew

United States Court of Appeals for the Second Circuit
121 F.3d 44 (1997)

Facts

The stock price of a company (Rorer) fluctuated after news reports speculated that Rorer might merge with or be taken over by another company. Only a few top Rorer executives knew about Roger’s specific merger plans. Rorer’s top executives took precautions to keep that information secret. Ralph Thurman, one of Rorer’s top executives, confirmed to Dr. Edmund Piccolino that Rorer was engaged in serious negotiations with merger candidates, and Piccolino relayed that information to Jonathan Mayhew (defendant). After receiving the information from Piccolino, Mayhew invested heavily in Rorer stock and options. The Securities and Exchange Commission (SEC) charged Mayhew with insider trading. The district court concluded that the information given by Piccolino to Mayhew was both material and nonpublic. Mayhew appealed.

Rule of Law

Issue

Holding and Reasoning (Walker, J.)

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