May 10, 2022/US SEC
On May 5, 2022, the U.S. District Court for the Southern District of New York entered a final consent judgment against a founder and former board member of Auspex Pharmaceuticals, Inc., who was charged with insider trading ahead of a tender offer.
On August 25, 2020, the Commission filed a complaint alleging that Sarshar communicated material nonpublic information to his friends and family and/or caused them to trade prior to the March 2015 public announcement that Teva Pharmaceutical Industries Ltd. had commenced a tender offer to acquire Auspex. The complaint alleges that in February and March of 2015, Sarshar learned through his position on Auspex’s board of directors that Teva and other pharmaceutical companies were interested in acquiring Auspex, and that Auspex’s board and management were taking active steps to facilitate a sale of the company. According to the complaint, Sarshar communicated material nonpublic information regarding the highly confidential tender offer process to numerous friends and family, and caused them to trade in Auspex stock ahead of the tender offer announcement, at the expense of other Auspex shareholders.
The final consent judgment against Sarshar permanently enjoins him from violating Section 14(e) of the Securities Exchange Act of 1934 and Rule 14e-3 thereunder, and orders him to pay a civil penalty in the amount of $56,222.
The SEC’s investigation was conducted by Megan Ryan and supervised by Julia C. Green and Scott A. Thompson, of the SEC’s Philadelphia Regional Office. Mark R. Sylvester and Jennifer C. Barry led the SEC’s litigation. The SEC appreciates the assistance of the United States Attorney’s Office for the Southern District of New York, the Federal Bureau of Investigation, and the Financial Industry Regulatory Authority.