Brian Marc Rubin

U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 25882 / October 17, 2023

Securities and Exchange Commission v. Brian Marc Rubin, No. 1:23-cv-15013 (N.D. Ill. filed October 17, 2023)

SEC Charges Illinois Resident with Insider Trading

The Securities and Exchange Commission today announced charges against Brian Marc Rubin of Deerfield, Illinois, for insider trading in stock options of Array BioPharma Inc. in advance of an announcement that Pfizer, Inc. was acquiring Array via a tender offer.

The SEC’s complaint, filed in federal court in Illinois, alleges that Rubin unlawfully traded Array stock options based on material, nonpublic information about the acquisition that he learned about and then misappropriated from his spouse, who worked at Array. The SEC’s complaint further alleges that Rubin traded the Array stock options prior to the announcement of the acquisition, and as a result made illegal profits of $90,458.

Rubin has consented to the entry of a judgment, subject to court approval, which would permanently enjoin him from violating the antifraud provisions of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder, order him to pay disgorgement in the amount of $90,458 plus prejudgment interest in the amount of $16,914, and order him to pay a civil penalty in an amount to be determined by the court at a later date.

In a parallel action, the U.S. Attorney’s Office for the Northern District of Illinois announced criminal charges against Rubin.

The SEC’s investigation was conducted by J. Lee Robinson and supervised by Ian S. Karpel, Nicholas P. Heinke, and Jason J. Burt of the Denver Regional Office. The SEC’s litigation will be led by Sharan Lieberman and supervised by Gregory A. Kasper, Mr. Heinke, and Mr. Burt. The SEC appreciates the assistance of the U.S. Attorney’s Office for the Northern District of Illinois and the Federal Bureau of Investigation.

• SEC Complaint