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Jay Dubow

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Jay co-leads the firm’s Securities Investigations + Enforcement Practice Group. He focuses his practice on complex business litigation, with a special emphasis on defending against shareholder derivative and securities class action litigation. He also represents clients involved in investigations by the U.S. Securities and Exchange Commission (SEC), the Pennsylvania Department of Banking and Securities, and various self-regulatory organizations, including the Financial Industry Regulatory Authority, Inc. (FINRA). He also conducts internal investigations on behalf of clients. Such investigations have included allegations involving the Foreign Corrupt Practices Act (FCPA), whistle blower claims, financial fraud, and civil and criminal violations of various federal and state laws.

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On October 23, the Securities and Exchange Commission (SEC) Division of Examinations (the Division) released its fiscal year 2027 Examination Priorities, with significant attention to emerging technology, cybersecurity, retail investor protection, and anti-money laundering (AML) compliance. The priorities were developed in coordination with divisions and offices across the SEC and reflect examination observations, market developments, investor concerns, industry engagement, and emerging trends. They identify areas the Division believes currently present heightened risks to investors or market integrity and will help guide its risk-based examination program. Importantly, the Division makes clear that the priorities are not exhaustive, and the Division may adjust its focus throughout the year in response to emerging risks, products and services, market events, and investor concerns. Nevertheless, the priorities provide important guidance for financial services firms as they assess their compliance and risk-management programs for the year ahead.

On August 31, the U.S. Securities and Exchange Commission (SEC) and the U.S. Food and Drug Administration (FDA) executed a Memorandum of Understanding (MOU) establishing a formal framework for sharing nonpublic information between the two agencies. The MOU takes effect immediately upon signature and reflects a significant step toward coordinated regulatory and enforcement activity at the intersection of public health and financial markets.

  • The SEC established the Financial Reporting and Accounting Unit within its Division of Enforcement to pursue accounting and financial reporting fraud, as well as misconduct by accountants and auditors.
  • The unit will be staffed by attorneys and accountants with specialized skills in financial reporting, accounting, and auditing in the context of federal securities
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Troutman Pepper Locke’s Securities Investigations and Enforcement team counsels and defends clients through all stages of securities enforcement proceedings. Our attorneys have served in key government agencies and regulatory bodies, and bring their insight to bear in each representation. The team includes a former branch chief of the Division of Enforcement at the SEC, former…

On July 7, the U.S. Securities and Exchange Commission (SEC) announced the creation of a new Retail Fraud Working Group within its Division of Enforcement. The initiative represents a structural expansion of the SEC’s enforcement capabilities and has direct implications for broker-dealers, investment advisers, and other regulated entities that serve retail clients. This is consistent with prior statements made by SEC Chairman Paul S. Atkins about focusing the SEC’s Division of Enforcement on protecting retail investors.

In this episode of Regulatory Oversight, co-host Stephen Piepgrass sits down with Jay Dubow and Ghillaine Reid, co-leaders of the firm’s Securities Investigation + Enforcement practice, to explore how the SEC’s enforcement agenda is evolving under Chairman Paul Atkins and what that means for public companies, financial institutions, and their executives.

  • The U.S. Supreme Court in Sripetch v. SEC held that the SEC may obtain disgorgement of a violator’s net profits without proving that investors suffered pecuniary loss.
  • The Court grounded its holding in traditional equitable restitution principles, distinguishing legal damages measured by investor loss from equitable disgorgement focused on the defendant’s unjust gains.
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On May 22, the Securities and Exchange Commission (SEC) announced a settled enforcement action against Foot Locker, Inc. for using separation agreements that required departing employees to waive their right to receive SEC whistleblower awards, in violation of Exchange Act Rule 21F-17(a). The case is noteworthy not only for its specific facts, but also because it reflects clear continuity in the SEC’s whistleblower-enforcement agenda: after bringing a significant number of Rule 21F-17 cases under prior Chair Gary Gensler, this Foot Locker order is the first such action under Chair Paul Atkins and signals that the current Commission will continue to prioritize whistleblower protections.

On May 12, we wrote about the U.S. Securities and Exchange Commission’s (SEC) longstanding “no‑deny” settlement policy heading “for a crossroads” at the Office of Management and Budget (OMB) and the Supreme Court. That crossroads arrived quickly. Just six days later, the SEC announced that it has rescinded Rule 202.5(e), the informal rule that, since 1972, conditioned settlement of an enforcement action on a defendant’s agreement not to publicly deny the Commission’s allegations. In its press release, the SEC said the policy had set the agency apart from most other federal regulators and may have created the misimpression that the Commission was trying to insulate itself from criticism, and it emphasized that ending the policy will give the SEC greater flexibility to resolve cases while preserving resources and speeding relief to investors.

On May 8, the U.S. Securities and Exchange Commission (SEC) quietly sent a final rule titled “Rescission of Policy Regarding Denials in Settlements of Enforcement Actions” to the Office of Management and Budget (OMB) for review under Executive Order 12866. Although the text of the rule has not yet been released, the title strongly suggests that the SEC is preparing to roll back or significantly revise its decades‑old “no‑deny” settlement policy. That development arrives just as a major challenge to the policy is pending before the U.S. Supreme Court.