About Michael J. Lohnes
Litigation and government investigations bring high-stakes risk that can endanger profits, careers, and even the health and survival of a company. Recognized as a leader in securities and financial services litigation, Mike Lohnes helps clients when they are named as defendants in civil litigation or targeted by regulators. His clients include publicly traded companies, their officers and directors, and major financial services firms. Mike also assists private equity firms and other investors in their efforts to recoup investments in failed or fraudulent companies.
No-nonsense advice in disputes and government actions
Recognized as a leading litigator by The National Law Journal and Benchmark Litigation, Mike represents companies and their officers and directors against securities fraud and state law claims. He also assists financial services industry clients in connection with FINRA inquiries and arbitrations. When such clients are confronted with an internal complaint or a regulatory subpoena, Mike is regularly engaged to conduct internal investigations. Mike also regularly advises clients on corporate governance, mergers, financial reporting and disclosure, shareholder demands, insider trading and initial public offerings, in addition to counseling broker-dealer clients on trade reporting and other compliance matters, including large options positions reporting.
Whether they are facing litigation, a regulatory investigation or a whistleblower complaint, Mike makes sure his clients understand the risks and challenges so they can make an informed, strategic choice about how to move forward. When aggressive litigation is called for, he is ready to step into the fight and get the results his clients need. But when the risks are too great to a client's business, he works to find the solution that best aligns with its goals.
Mike also keeps up an active pro bono practice, taking part in the Jose de Diego Community Academy's Lawyers in the Classroom program and serving as a mentor through the Leadership Council on Legal Diversity. He also serves on the boards of directors for both the Public Interest Law Initiative and UpBeat Music & Arts.
- Securities fraud
- Investigations and enforcement proceedings by the SEC, CFTC, FINRA and state regulators
- Internal investigations, including whistleblower complaints
- White collar defense
- Securities and regulatory compliance
- Private investment disputes
- Privacy class action litigation
- Defended Angie's List, and certain of its current and former officers, in putative securities class action. Obtained complete dismissal of the complaint, which asserted violations of Sections 10(b) and 20(a) of the Exchange Act based on alleged misrepresentations and omissions regarding the company's business model and financial prospects.
- Represented 26 public companies named as nominal defendants in 55 related cases brought pursuant to Section 16(b) of the Securities and Exchange Act seeking disgorgement of profits by underwriters as a result of short-swing trading in initial public offerings. Obtained dismissal from the US District Court for the Western District of Washington and the US Court of Appeals for the Ninth Circuit.
- Successfully defended broker-dealer and branch manager in arbitration where claimants sought in excess of $60 million based on claims for negligence, failure to supervise, and violations of state securities laws and FINRA rules.
- Defended a publicly traded company in putative class action alleging the board of directors breached its fiduciary duty by omitting information relating to the basis for the company's executive compensation decision. Successfully argued against entry of temporary restraining order that sought to enjoin the advisory shareholder vote on executive compensation. Obtained dismissal with prejudice.
- Represent corporate bank in consolidated class action securities litigation alleging violations of the Exchange Act and the Securities Act. The complaint arose out of alleged false representations and material omissions in solicitation materials allegedly used by a bank customer in the fraudulent sale of unregistered securities.
- Defended FINRA member in multiple arbitrations arising from a Ponzi scheme perpetrated by a third party. Obtained prehearing dismissal of each matter except one, which was successfully tried on the merits.
- Defended telecommunications company against claims that arose from allegedly false and misleading statements made by the client and its officers about one of the company's main product lines and its business prospects in developing markets. Obtained dismissal of a complaint alleging violations of Sections 10(b) and 20(a) of the Exchange Act on behalf of company and its directors. Also represented client in consolidated action in California state court seeking to block a proposed going-private transaction and claiming that company's directors breached their fiduciary duties in approving the company's merger agreement.
- Represented broker-dealer in CFTC investigation into fraudulent scheme that was allegedly perpetrated through the use of accounts held by client’s customer. Matter concluded with a favorable resolution for client.
October 29, 2019
July 1, 2017
June 28, 2017
July 2, 2013
April 9, 2013
June 1, 2012
Second Circuit Issues Key Ruling Regarding Personal Benefit Requirement for Insider Trading LiabilitySeptember 8, 2017
FINRA Publishes Guidance With Respect to Reporting Large Options PositionsMay 13, 2016
"As Proxy Season Begins, the Dodd-Frank Say-on-Pay Cases Are on the Brink of Death," The D&O DiaryApril 5, 2013
December 5, 2012
October 29, 2012
Presentations and Events
Insider Trading Compliance: Trends and Legal Developments Impacting Policies and ProceduresPresenter | A Strategic-Asset General Counsel Series WebinarJanuary 23, 2020