Alex J. Kaplan

Alex’s experience has included serving as lead or co-lead counsel for clients in the following matters:

Securities Litigation:

• Broker-Dealers
  • TD Ameritrade in putative class actions alleging violations of the federal securities laws concerning the duty of best execution, payment for order flow, and high-frequency trading.
  • Schwab in putative class action alleging violations of the federal securities laws concerning the duty of best execution, payment for order flow, and high-frequency trading.
  • Broker-dealer in a putative securities class action concerning purported misstatements regarding the sale of structured products to brokerage customers.
  • Merrill Lynch in securities fraud action brought by institutional investor in auction-rate securities issued by a CDO.
  • Multiple broker-dealers in numerous FINRA arbitrations concerning suitability issues relating to derivative instruments or Puerto Rican bonds.

• Issuers / Accounting Firms
  • MiMedx in connection with securities class action, shareholder derivative litigation, and other stockholder litigation in Florida and Georgia.
  • A container company and its officers in a securities class action concerning alleged artificial inflation of the value of the company’s securities.
  • Big Four accounting firm in shareholder derivative and securities lawsuits arising out of the backdating of employee stock options at telecommunications and software companies. 

• Investment Banks / Underwriters
  • J.P. Morgan and affiliates in numerous actions brought by the FDIC, a Texas pension fund, and a Federal Home Loan Bank in connection with offerings of mortgage-backed securities.
  • Large financial institution, which underwrote certain public debt offerings issued by a large oil and gas company, in a shareholder class action lawsuit and several individual actions asserting claims under the federal securities laws. 
  • Underwriters in securities lawsuits alleging misleading statements in offering materials for debt and equity securities.

• Mutual Fund-Related
  • Mutual fund distributor in securities lawsuit arising out of market declines associated with COVID-19.
  • Mutual fund distributor in securities lawsuit arising out of the then-historic spike in the CBOE Volatility Index (VIX) in 2018.
  • Principal Global Investors in actions asserting violations of Section 36(b) of the Investment Company Act of 1940, based on allegations that Principal received excessive compensation from traditional mutual funds or funds of funds. 
  • Mutual fund board in connection with books and records demand.
  • Closed-end mutual funds in proxy-related issues.
  • Close-end mutual funds and officers in putative class action alleging securities fraud claims based on misleading disclosures. 

M&A/Proxy Litigation:

• CytoDyn Inc. and its directors in obtaining a complete defense judgment after an expedited trial in the Delaware Court of Chancery in a case of first impression arising from the directors’ rejection of a nomination of potential directors for failure to provide information required by the company’s advance notice bylaw.
• Fujifilm Holdings Corp. in obtaining the reversal of preliminary injunction orders previously entered in connection with a merger transaction with Xerox Corp. and successfully resolving a lawsuit against Xerox seeking more than US$1 billion for breaching its obligations in connection with that transaction.
• Private equity firms in post-closing lawsuits asserting inadequate merger consideration or other fiduciary breaches.
• Utility company in expedited action (including trial) arising out of its hostile bid of another utility. 
• Texas Pacific Land Trust in litigation and negotiation of a settlement with activist shareholders with respect to a proxy contest and claims of violations of the securities laws. 
• Advisory firm in connection with lawsuits relating to numerous M&A transactions.
• Numerous “strike” suits on behalf of a variety of clients.
• Numerous books and records demands on behalf of public companies, private companies, private equity funds, and hedge funds. 

Distressed Asset Litigation:

• Financial institution in an adversary proceeding brought by the trustee of a REIT concerning a master repurchase agreement. 
• Investment funds in adversary proceedings in the Lehman Brothers bankruptcy concerning priority of payment provisions in credit default swap agreements. 
• Special opportunities fund on an emergency basis before the U.S. Bankruptcy Court for the Southern District of Georgia, wherein the debtor instigated a bad-faith involuntary filing to block a UCC foreclosure on a shipyard and, following a multi-day hearing, the court lifted the automatic stay and permitted the foreclosure to continue. 
• REIT in actions brought in New York state and federal courts to enforce the terms of a commercial mezzanine loan agreement and guaranty for a hotel property located in Miami Beach. 
• REIT in lawsuits to enforce the terms of a variety of guarantees underlying mortgage and mezzanine loans on multi-family complexes located in California, Texas, and Arizona.
• Large financial services company in connection with a regulatory and internal investigation into certain practices relating to mortgage-backed securities. 

Investigations:

• Audit committee concerning retail lending practices.
• Special litigation committee of the board of a large financial services company concerning a shareholder demand letter relating to broker compensation issues.
• Special litigation committee of the board of a private company concerning allegations that a board member sought to usurp corporate opportunities.
• Investment advisor relating to a special committee investigation concerning excessive fees.
• Reinsurer regarding audit practices.
• Clearing broker concerning allegations around "meme" stocks.
• Domestic and foreign corporations concerning assessments, investigations, and civil litigation concerning compliance with the U.S. Foreign Corrupt Practices Act (FCPA).
• Financial services firms concerning insider trading, expert networks, and selective dissemination.

Alex is or has been a member of: 

• the Board of Directors of StreetWise Partners, a non-profit organization that seeks to leverage mentorship to increase employment opportunities for adults from overlooked and under-resourced communities within New York, Washington, D.C. and Detroit (current)
• Sidley’s Marketing and Practice Development Committee (current)
• the New York City Bar Association (and its Securities Litigation Committee, and a former member of its Committee on Government Ethics).
• the New York State Bar Association (and a member of its Hedge Fund and Capital Markets Litigation Committee) (prior)
• the Securities Industry and Financial Markets Association (SIFMA) Compliance & Legal Division (current)
• the New York Lawyer’s Committee for the U.S. Holocaust Museum (prior)

In addition, Alex participates in the University of Pennsylvania’s Alumni Interview Program.