Stephen L. Cohen
White Collar Defense and Investigations
Crisis Management and Strategic Response
Government Strategies
Leveraging his extensive experience at the SEC, Steve has a proven track record for guiding his clients through their most difficult matters and achieving exceptional results. He is a leading advisor to the financial industry and has represented numerous public companies and their boards, Audit Committees, Special Committees, or executives, as well as SEC registrants, in internal investigations and matters involving the SEC, U.S. Department of Justice (DOJ), Financial Industry Regulatory Authority (FINRA), Public Company Accounting Oversight Board (PCAOB), Commodity Futures Trading Commission (CFTC), state attorneys general, and securities regulators.
Steve is ranked by Chambers USA for Nationwide Securities: Regulation: Enforcement (2020–2024), where he is lauded for his “incredible expertise” and is described as a “sharp and powerful lawyer who is very bright, methodical and detail-orientated” (2023). Steve leads Sidley’s global Securities Enforcement and Regulatory practice, which was named the “Law Firm of the Year” for Litigation – Regulatory Enforcement (SEC, Telecom, Energy) in 2023 and 2021 and for Securities Regulation in 2020 and 2017 by U.S. News – Best Lawyers, and received the 2019 Chambers USA Award for Financial Services Regulation.
Before joining Sidley, Steve spent 12 years at the SEC, most recently serving as Associate Director in the Enforcement Division where he oversaw domestic and international enforcement investigations involving accounting and disclosure fraud, auditor misconduct, the Foreign Corrupt Practices Act (FCPA), insider trading, registered and unregistered securities offerings, market abuses, broker-dealers, investment advisers, exchanges, public company and accounting issues, and other regulated entities. In addition, Steve worked closely with and advised federal regulatory and law enforcement agencies from including investigative coordination and providing advice and training on enforcement and investigations issues to regulators and law enforcement agencies around the world. As Senior Advisor to then SEC Chairman Mary Schapiro, Steve also led the SEC’s work in relation to the whistleblower provisions in Dodd-Frank and subsequent rulemaking, oversaw the rulemaking establishing a Consolidated Audit Trail, and he directed the creation of the agency’s Tips, Complaints and Referrals system.
Steve won the SEC’s Distinguished Service Award in 2016, the agency’s highest honor, for his skill in managing one of the division’s most productive groups, bringing many of the commission’s most significant actions, significantly expanding the SEC’s ability to protect investors and driving initiatives that improved the division’s performance. The Society of Corporate Compliance and Ethics presented Steve with its 2017 International Compliance & Ethics award, recognizing him for his significant contributions to the compliance and ethics profession.
経験
- 代表案件
- メンバーシップ&アクティビティ
Recent representative matters include:
Public Companies and Auditors
- HP Inc. in disclosure-related SEC settlement.
- Herbalife Nutrition in FCPA investigation resulting in SEC settlement and DOJ deferred prosecution agreement, and a disclosure-related SEC matter.
- BorgWarner, Inc. in restatement-related SEC settlement.
- MiMedx in SEC and DOJ investigations, including an SEC settlement and DOJ declination.
- Large multinational company in internal investigation and investigations by SEC and DOJ involving the Foreign Corrupt Practices Act.
- Two declinations for Fortune 100 companies in SEC accounting and disclosure investigation.
- Declination for public company CFO in SEC fraud investigation.
- Multiple big four audit firms and partners, as well as international member firms, in SEC and PCAOB investigations.
- Multiple public company boards of directors on governance, compliance, and regulatory issues.
SEC-Registered Firms
- Declination for a large Wall Street financial institution in SEC investigation involving trading-related issues.
- Independent Compliance Consultant for large, international financial services firm related to SEC Order.
- Principal of substantial hedge fund manager in an SEC investigation resulting in no enforcement action.
- Rialto Capital Management in SEC settlement.
- Registered investment adviser in an SEC investigation resulting in closure with no enforcement action.
- Multiple investment advisers in SEC’s revenue sharing and mutual fund share class disclosure.
- Multiple investment advisers in SEC exams.
- Major bank in conjunction with internal investigation and FINRA inquiry involving mortgage-backed securities trading.
- Major financial institution in conjunction with SEC investigation involving international private fund, which was closed without enforcement action.
- Credit rating agency in SEC investigation and subsequent litigation.
Cybersecurity and Cryptocurrency
- Declination for public company CFO in cybersecurity, SEC investigation.
- Large financial institution in internal investigation involving cybersecurity incident.
- Large public investment bank in internal investigation and regulatory guidance related to cyber breach.
- Investment adviser in cyber-related SEC examination.
- Multiple individuals in SEC initial coin offering investigation.
- Adjunct Professor, University of Miami School of Law (teaching class on Investigations)
- Member, Editorial Board, Journal of Financial Compliance.
- Member, Board of Advisors, SEC Historical Society.
- Member, Leadership Council, Miriam’s Kitchen.
得意分野
- 証券規制と証券エンフォースメント
- ホワイトカラーの弁護と捜査
- 危機管理と戦略的対応
- 政策戦略
- 公認会計士・職業賠償責任
- マネーロンダリング対策
- ビッグデータ・モノのインターネット・人工知能
- 証券会社
- コンプライアンス カウンセリング - ホワイト カラー
- 議会による調査
- サイバーセキュリティ・サイバー犯罪・データ侵害
- ドッド=フランク法
- 海外腐敗行為防止法/汚職禁止
- 金融情報とプライバシー法
- 金融機関訴訟
- 財務報告と開示
- 金融サービス訴訟
- ヘッジファンドと未公開株訴訟
- ヘッジファンド
- インサイダー取引
- 内部調査
- 投資顧問・ミューチュアル ファンド
- 法律事務所代表
- M&A訴訟
- 国家安全保障
- プライベート証券訴訟
- リテール金融サービス
- 米国証券取引委員会(SEC)への開示
- 第16条報告と責任
- 証券、投資信託、商品取引活動
- 役員と取締役による証券取引
- 公判
- 行政法控訴
- 金融、証券、会計賠償責任控訴審
- グローバル金融サービス
- Public Companies
- Securities Enforcement
- Blockchain
- Fintech
- Investment Adviser Enforcement
- 投資顧問
- プライベート不動産ファンド
- Securities Regulatory Counseling and Compliance
- Banks and Financial Institutions Crisis Management and Strategic Response
- Pre-Commercial Life Sciences Companies
- デリバティブ
- 取締役会による危機管理と戦略的対応
- 企業のリスクマネジメントと重要な問題
- Market Structure and Broker-Dealer Operations
- Global Life Sciences Enforcement
- 国家・経済安全保障
ニュース&インサイト
資格
弁護士資格・登録
- U.S. Court of Appeals, 5th Circuit
- U.S. Court of Appeals, D.C. Circuit
- U.S. District Court, S.D. of Florida
- District of Columbia
- Florida
- Massachusetts
学歴
- University of Miami School of Law, J.D., 1997 (magna cum laude, University of Miami Law Review)
- Boston University, B.A., 1993 (cum laude)
クラークシップ
- Ursula Ungaro, U.S. District Court, S.D. of Florida (1997 - 1998)