Tesla, SpaceX, and Twitter CEO Elon Musk has asked a US judge to dismiss a lawsuit alleging that his late disclosure of a significant stake in Twitter Inc. harmed the social media company’s shareholders last year.
Led by the Oklahoma Firefighters Pension and Retirement System, the investors have accused Elon Musk of going past the SEC’s deadline to disclose his purchase of Twitter stock. Because of this, the investors alleged that some shareholders ended up selling Twitter stock at artificially low prices because they were not aware of Musk’s stake.
The shareholders claimed that by adding to his holdings and secretly meeting with the social media company’s executives before disclosing his 9.2% stake, Elon Musk saved over $200 million. The investors further claimed that Musk’s late disclosure denied stock sellers and options traders the full value of their securities.
Musk, for his part, noted in a filing that the investors in the proposed class action do not have an independent right to receive damages under the SEC disclosure rule. Musk also argued that the investors could not prove that all class members relied on his silence before making their respective Twitter trades at the time.
Musk also argued that despite a “laundry list” of accusations that suggested that an intent to defraud was present, “the most compelling inference is that any failure to disclose was inadvertent,” as noted in a Reuters report.
As per SEC regulations, investors must disclose their acquisition of 5% of a company within ten days. For Elon Musk’s investment in Twitter, this disclosure deadline would have meant that the CEO should have gone public with his stake on March 24. Musk, however, did not report to the SEC until April 4, effectively missing the regulatory agency’s deadline by over a week.
At the time of his disclosure, Musk’s stake on Twitter stood at 9.2%. Following Musk’s disclosure, Twitter shares rose 27%, from $39.31 to $49.97 per share.
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