Court: United States District Court for the Southern District of New York
Case Number: 1:22-cv-03026
Class Period: 03/25/2022 - 04/04/2022
Case Leaders: John C. Browne, Jeremy P. Robinson, Katherine M. Sinderson
Case Team: Jonathan G. D’Errico, Jasmine Cooper-Little

This securities class action is filed in the U.S. District Court for the Southern District of New York on behalf of investors in Twitter, Inc. (“Twitter” or the “Company”) who sold Twitter stock between March 25, 2022, to April 4, 2022 (the “Class Period”). The case alleges claims under Section 10(b) of the Exchange Act and Rule 10b-5 against Elon Musk (“Musk” or “Defendant”). The Honorable Andrew L. Carter Jr. is presiding over the case.

The Complaint alleges that, beginning in January 2022, Musk started to acquire shares of Twitter. By March 14, 2022, Musk had acquired more than a 5% ownership stake in Twitter, triggering his obligation to file a Schedule 13 with the U.S. Securities and Exchange Commission (“SEC”) within ten days of passing the 5% ownership threshold in Twitter, pursuant to Section 13(d) of the Exchange Act and SEC Rule 13d-1 promulgated thereunder, 17 C.F.R. § 240.13d-1(a).

On April 4, 2022, Musk belatedly filed a Schedule 13(g) revealing his 9.2% ownership stake in Twitter. In response, the Company’s shares rose from $39.31 per share on April 1, 2022 to close at $49.97 per share on April 4, 2022 – an increase of approximately 27%. On April 5, Musk filed a Schedule 13(d) revealing his purchases of Twitter stock since January 2022.

The action asserts claims under Section 10(b) of the Securities Exchange Act on behalf of Twitter investors that sold their shares during the Class Period – the period during which Musk was secretly acquiring his stake in Twitter.

On September 2, 2022, the Court appointed Oklahoma Firefighters Pension and Retirement System to serve as Lead Plaintiff and BLB&G as Lead Counsel for the Class.