U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20392 / December 10, 2007
Securities and Exchange Commission v. Hans Wagner, Civil Action No. 07-2213 (D. D.C.) (HHK) December 7, 2007
SEC Files Settled Insider Trading Case Against Former Msystems Board Member
The Securities and Exchange Commission ("SEC") today filed a settled insider trading case against Hans Wagner, a former director of msystems, Ltd. The SEC's Complaint alleges that on June 7, 2006, Wagner learned about a proposed offer to buy msystems and on June 8 bought 200,000 shares of msystems common stock for $27.77 per share. Msystems announced the merger the afternoon of July 30. The closing price of mystems stock increased $4.21 or 13.2% to $36 the next day.
In recognition of his ethical obligation as a board member of a publicly traded company, Wagner, of his own volition, contacted the staff of the SEC shortly thereafter and offered to disgorge his trading profits.
The SEC's Complaint, which was filed in the United States District Court for the District of Columbia, charges Wagner with violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Without admitting or denying the allegations in the Complaint, Wagner has agreed to settle the Commission's enforcement action by consenting to the entry of a final judgment permanently enjoining him from future violations of Section 10(b) and Rule 10b-5 of the Exchange Act and ordering him to disgorge $566,756 in trading profits and pay prejudgment interest of $11,335.