A · Element outline
Labels preserve the recorded AND / OR / EXCEPTION / DEFENSE structure.
- AND Statutory commerce, mails, or exchange facility
Shared introductory jurisdictional hook; distinct from the transaction connection and from territorial reach of section 10(b). Territorial limits require separate analysis and are not resolved by incidental use of U.S. communications.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- AND Actual economic loss in private damages action
The private remedy requires economic loss, unlike the core SEC violation. Mere payment of an inflated purchase price does not itself establish the loss identified in Dura.
1 merits instance blocks; 1 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) purchase-inflation/spray-device 1
Satisfied 0; not satisfied 1; excluded context 01 /us/544/0336-01 — Supreme Court of the United States · 2005 — not - AND Causal connection between fraud and economic loss
Distinguish loss causation from reliance/transaction causation. Identify loss caused by the fraud rather than unrelated market or business developments; Dura does not require one particular form of corrective disclosure.
1 merits instance blocks; 1 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) purchase-inflation/no-loss-link 1
Satisfied 0; not satisfied 1; excluded context 01 /us/544/0336-01 — Supreme Court of the United States · 2005 — not - AND Importance to a reasonable investor
Materiality is an objective total-mix inquiry, distinct from whether a particular plaintiff actually relied. Hui Feng involved deliberately undisclosed commissions; its investor-focused materiality analysis is used here without importing an unrestricted pure-omission theory after Macquarie.
3 merits instance blocks; 2 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) certification/materiality-common-question 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /us/568/0455-01 — Supreme Court of the United States · 2013 — rule-announced/procedural
conflicted-compensation/eb5-commission-rebates 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/935/0721-01 — United States Court of Appeals for the Ninth Circuit · 2019 — satisfied merger-negotiations/confidential-urgency 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/362/1292-01 — United States Court of Appeals for the Eleventh Circuit · 2004 — satisfied merger-negotiations/specific-price-and-executive-talks 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/362/1292-01 — United States Court of Appeals for the Eleventh Circuit · 2004 — satisfied - AND Private plaintiff's purchaser or seller status
Judge-made Blue Chip limitation on the implied private damages remedy. Dabit, 547 U.S. 71, 80–81, 84 (2006), explains and applies the distinction in deciding SLUSA preclusion; its broader preclusion rule does not expand the private federal remedy. A holder or disappointed offeree cannot qualify merely because fraud coincides with someone else's transaction. Contracts to buy or sell count under the statutory definitions; an unaccepted offer alone does not. Government claims do not require this element. The statutory swap extension applies precedents to covered agreements to the same extent.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- AND Private investor transaction causation
Private plaintiff must connect the deceptive statement to the investment decision, subject to applicable rebuttable presumptions. Xia Bi addresses direct reliance in EB-5 investments; do not universalize that factual route into a rule excluding fraud-on-the-market reliance.
2 merits instance blocks; 2 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) certification/truth-on-market-rebuttal 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /us/568/0455-01 — Supreme Court of the United States · 2013 — rule-announced/procedural
direct Investor connects an identified false statement to the purchase or sale. 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot direct/unread-offering-documents 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /f3d/927/0177-01 — United States Court of Appeals for the Fourth Circuit · 2019 — applied/alternative
direct/unspecified-investor-exposure 1
Satisfied 0; not satisfied 1; excluded context 01 /f3d/927/0177-01 — United States Court of Appeals for the Fourth Circuit · 2019 — not fraud-on-market Rebuttable Basic presumption for an appropriate public-market case; prerequisites and price-impact rebuttal must be separately shown. 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot secondary-actor/undisclosed-roundtrip-transactions 1
Satisfied 0; not satisfied 1; excluded context 01 /us/552/0148-01 — Supreme Court of the United States · 2008 — not - AND Section 78j(b) rulemaking hook
This quote is deliberately the clause in subsection (b), after the deceptive-device language; it is not the repeated clause governing short sales in (a) or securities lending in (c). The IR strips subsection labels; context and offset identify (b). Rule 10b-5 is a separate regulation, not a quotation from statutory text.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- AND Fraudulent scheme or deceptive course of business
Rule 10b-5(a)/(c) can reach a person who is not the maker of a statement; Lorenzo as applied in Malouf is an SEC scheme-liability holding. It does not create private aiding-and-abetting liability or dispense with the private plaintiff's separate reliance requirement. Insider misappropriation requires a duty/trust relationship and deceptive use of material nonpublic information, not possession alone.
3 merits instance blocks; 2 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) commission-diversion/concealed-source-of-client-rebate 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/935/0721-01 — United States Court of Appeals for the Ninth Circuit · 2019 — satisfied commission-diversion/foreign-nominee-recruiters 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/935/0721-01 — United States Court of Appeals for the Ninth Circuit · 2019 — satisfied conflict-concealment/bond-routing-and-firm-misstatements 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/933/1248-01 — United States Court of Appeals for the Tenth Circuit · 2019 — satisfied deceptive-conduct/backdated-supply-contracts 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /us/552/0148-01 — Supreme Court of the United States · 2008 — rule-announced/merits
insider-misappropriation Afriyie addresses duty-based misuse of confidential transaction information; full tipper/tippee catalogue is outside scope. 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot insider-misappropriation/employment-confidentiality 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /f3d/929/0063-01 — United States Court of Appeals for the Second Circuit · 2019 — rule-announced/procedural
knowing-dissemination Lorenzo permits liability under (a)/(c) for knowing dissemination despite lack of maker status under (b). 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot - AND Intent to deceive, manipulate, or defraud
Judge-made mental-state requirement; civil circuit formulations include sufficiently severe/extreme recklessness, not ordinary negligence. SEC scienter under Rule 10b-5 must not be diluted by the different negligence standards for Securities Act §17(a)(2)/(3). Strong-inference PSLRA pleading is not an extra merits element.
5 merits instance blocks; 4 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) circumstantial-tipping/calls-followed-by-family-trades 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/362/1292-01 — United States Court of Appeals for the Eleventh Circuit · 2004 — satisfied conflict-concealment/admitted-business-choice 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/935/0721-01 — United States Court of Appeals for the Ninth Circuit · 2019 — satisfied conflict-concealment/knowing-delay-and-resisted-disclosure 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/933/1248-01 — United States Court of Appeals for the Tenth Circuit · 2019 — satisfied disclosure-context/drug-safety-research 1
Satisfied 0; not satisfied 1; excluded context 01 /f3d/928/0151-01 — United States Court of Appeals for the First Circuit · 2019 — not disclosure-context/usage-rates-and-management-metrics 1
Satisfied 0; not satisfied 1; excluded context 01 /f3d/928/0151-01 — United States Court of Appeals for the First Circuit · 2019 — not - AND Materially false statement or misleading half-truth
Under Janus, the Rule 10b-5(b) maker must have ultimate authority over content and whether/how to communicate the statement; drafting assistance alone is insufficient. Rule 10b-5(b) requires a false statement or omission that makes statements actually made misleading. Macquarie (2024) excludes pure omissions even when Item 303 requires disclosure. Do not turn every duty to disclose into a 10b-5(b) private claim; older broad omission phrasing in the cited 2019 opinions is bounded by that holding.
2 merits instance blocks; 2 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) existing-fact/vehicle-sales-and-committed-purchaser 1
Satisfied 1; not satisfied 0; excluded context 01 /f3d/927/0177-01 — United States Court of Appeals for the Fourth Circuit · 2019 — satisfied half-truth Statement rendered misleading by omitted qualifying information. 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot statement-maker/independent-fund-adviser 1
Satisfied 0; not satisfied 1; excluded context 01 /us/564/0135-01 — Supreme Court of the United States · 2011 — not untrue-statement False representation of material fact in its circumstances. 0
Satisfied 0; not satisfied 0; excluded context 00 No annotation uses in this snapshot - OR Connection with a covered securities or swap transaction
Statutory transaction connection is shared across postures and includes the alternative security-based-swap-agreement branch. Purchaser/seller standing is a separate private-only requirement, not the meaning of this nexus. The source's subsection (b) says securities-based, while its concluding extension says security-based; both spellings are preserved.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- OR Exchange-registered or unregistered security
Either securities alternative satisfies the instrument branch; the purchase-or-sale connection remains required.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- OR Securities-based swap agreement and statutory extension
This statutory alternative is included in each core claim through transaction. The concluding provision extends fraud/manipulation/insider-trading rules and precedents to these agreements; its express exclusion of prophylactic reporting/recordkeeping rules limits that extension. It is not an exemption from fraud liability. The second sentence identifies additional precedents extended to these agreements, without creating claims under those other sections here.
0 merits instance blocks; 0 distinct cases
No variants recorded in this snapshot.
- OR Exchange-registered or unregistered security
- AND Additional criminal mental-state requirement
Criminal prosecution derives its willfulness requirement from §78ff(a), not express wording in §78j(b). Afriyie approved knowing/willful/intent-to-defraud instructions in an insider-trading prosecution and held the government retained the beyond-reasonable-doubt burden. The precise instruction must fit the charged theory.
0 merits instance blocks; 0 distinct cases
Recorded DB variant labels, including zero-count variants Variant Description Merits instance blocks Distinct cases Example cases (up to 3 per group) criminal-instruction/burden-and-good-faith 0
Satisfied 0; not satisfied 0; excluded context 10 No counted merits examples Excluded context examples: /f3d/929/0063-01 — United States Court of Appeals for the Second Circuit · 2019 — rule-announced/merits
Claim structure
Expression key: & = AND; | = OR; ! = exclusion / negation. Parentheses preserve grouping.
15usc78j:private-misstatement
commerce & rule10b5 & statement & materiality & scienter & transaction & purchaser-seller & reliance & economic-loss & loss-causationOrdinary private investor damages action under section 10(b)/Rule 10b-5(b); plaintiff must be a purchaser or seller. The implied private remedy requires reliance, actual economic loss and loss causation. Pleading requirements are separate from merits proof. This does not purport to catalogue every insider-trading, tippee, manipulation, or private scheme-liability variant.
15usc78j:sec-core-fraud
commerce & rule10b5 & (statement | scheme) & materiality & scienter & transactionCore SEC section 10(b)/Rule 10b-5 fraud violation, proved by a preponderance of the evidence. Private investor reliance and loss elements are not imported; requirements for a particular injunction, penalty, or disgorgement remedy remain separate.
15usc78j:criminal-core-fraud
commerce & rule10b5 & (statement | scheme) & materiality & scienter & transaction & willfulnessCriminal section 10(b)/Rule 10b-5 offense via 15 U.S.C. §78ff(a); each charged element must be proved beyond a reasonable doubt. Do not substitute civil recklessness/pleading sufficiency for the required criminal mental state. Section 78ff(a)'s rule-knowledge imprisonment proviso is a cross-reference, not encoded as an acquittal defense.
Constraints
Pleading specificity and strong inference govern private complaint sufficiency
Metzler applies PSLRA/Tellabs to dismiss insufficient scienter allegations even assuming statements plausibly misleading. Pleading is not proof at trial.
Private damages additions do not define the core SEC fraud violation
Conrad rejects importing a failed private reliance claim into SEC materiality analysis. Dura supplies the separate loss/loss-causation requirements for private damages; no remedy-specific SEC recovery standard is resolved here.