On March 5, the SEC announced that it had charged AT&T and three of its investor relations executives with repeated violations of Regulation FD by selectively disclosing material nonpublic information to research analysts.  The SEC’s complaint alleges that the executives “made private, one-on-one phone calls to analysts at approximately 20…firms… [and] disclosed internal smartphone sales data… generally considered ‘material’ to…investors.”

According to The Wall Street Journal, “AT&T called the allegations meritless and issued a statement vowing to challenge the charges.”

The SEC’s track record in enforcement actions involving Reg FD has been mixed, and some commentators have believe that the agency has been overzealous in prosecuting cases that were marginal.  However, this action reminds issuers that Reg FD is alive and well and that the SEC Enforcement Division continues to monitor corporate conduct and to pursue those it believes have violated the rule.

Please direct any questions or observations to Gunster securities law and corporate governance practice leader Bob Lamm.

About Gunster

Gunster, Florida’s law firm for business, provides full-service legal counsel to leading organizations and individuals from its 13 offices statewide. Established in 1925, the firm has expanded, diversified and evolved, but always with a singular focus: Florida and its clients’ stake in it. A magnet for business-savvy attorneys who embrace collaboration for the greatest advantage of clients, Gunster’s growth has not been at the expense of personalized service but because of it. The firm serves clients from its offices in Boca Raton, Fort Lauderdale, Jacksonville, Miami, Naples, Orlando, Palm Beach, Stuart, Tallahassee, Tampa Bayshore, Tampa Downtown, Vero Beach, and its headquarters in West Palm Beach. With more than 280 attorneys and consultants, and over 290 committed professional staff, Gunster is ranked among the National Law Journal’s list of the 500 largest law firms and has been recognized as one of the Top 100 Diverse Law Firms by Law360. More information about its practice areas, offices and insider’s view newsletters is available at www.gunster.com.

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