Late last year, Securities and Exchange Commission (SEC) Chair Gary Gensler warned private fund managers that they should be prepared for increased regulatory scrutiny. Shortly.
<p><span>The Commission’s Order finds that Lloyd D. Reed violated Exchange Act Section 10(b) and its accompanying Rule 10b-5 “by trading on material, non-public information [of Torotel, Inc.] in breach of his duty of trust and confidence owed to his business partner (“Business Partner”), who was also a Torotel director and family member.”</span><span> In other words, the case is based on the misappropriation theory of insider trading: Reed’s Business Partner shared with him material, non-public information about Torotel with the expectation that Reed would keep that information confidential, and Reed misappropriated that information by trading on it in breach of his duty to his Business Partner to keep the information confidential. The Order’s next line, however, states: “Reed purchased Torotel stock in July and August 2019 based on information Business Partner gave him abou