SEC Obtains Final Judgment Against Friend of Corporate Insiders and his Brother Charged with Insider Trading in Advance of Tender Offer

Litigation Release No. 24698 / December 23, 2019

Securities and Exchange Commission v. Amir Waldman, et al., No. 17-Civ-02088 (S.D.N.Y. filed March 23, 2017)

On December 17, 2019, the Honorable Richard Berman of the U.S. District Court for the Southern District of New York, entered final judgments on consent against James Shaoul and Roger E. Shaoul in an insider trading case.

The SEC'sĀ amended complaints, filed in two separate actions that were subsequently consolidated, allege that James Shaoul has personal relationships with the founders of Mobileye, N.V., a software and technology developer of an autonomous driving system. The Mobileye founders participated in negotiations that resulted in a tender offer by Intel Corporation to purchase Mobileye, which was announced to the public on March 13, 2017.

The amended complaints allege that the Mobileye founders provided material nonpublic information about the tender offer to James Shaoul, who in turn tipped his brother Roger Shaoul and his friend Amir Waldman. As alleged, Roger Shaoul and Waldman both traded in advance of the tender offer announcement, earning illicit profits of $925,436 and approximately $7.1 million, respectively.

The final judgments against Roger Shaoul and James Shaoul enjoin them from violating the antifraud provisions of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder. Roger Shaoul is further ordered to pay disgorgement in the amount of $925,436, prejudgment interest in the amount of $3,143.95, and a civil penalty in the amount of $925,436. James Shaoul is ordered to pay a civil penalty in the amount of $4,145,982.

For more information on this matter, please see Litigation Release Nos. LR-23789 (March 24, 2017); LR-23801 (April 6, 2017); and LR-23935 (Sept. 13, 2017).

The SEC's investigation was conducted by Kevin M. Comeau and supervised by Jay A. Scoggins of the Denver Regional Office. The SEC's ongoing litigation is being led by Terry R. Miller and Stephen C. McKenna, and supervised by Gregory Kasper.