Bryan B. House
Partner
With more than 30 years of experience, Bryan House focuses his practice on securities litigation, internal investigations, securities enforcement proceedings, and whistleblower matters. He is a partner in the firm鈥檚 Securities Enforcement & Litigation; Environmental, Social, Corporate Governance (ESG); and Government Enforcement Defense & Investigations Practices. He is also the Litigation Practice Group leader for the Midwest region (Milwaukee, Chicago, Detroit, and Madison offices).
Bryan鈥檚 securities litigation experience includes representation of public companies and their directors and officers in class action and breach of fiduciary duty litigation. These representations regularly involve defending class actions challenging merger transactions and proxy disclosures under state fiduciary duty law and the federal securities laws. Bryan has also represented corporate clients and their officers and directors in 鈥渟tock-drop鈥 and other federal class actions alleging violations of Rule 10b-5.
Bryan has represented public and private companies, audit committees, special committees, officers, and directors in connection with internal investigations and shareholder demands regarding alleged breach of fiduciary duties, violations of the federal securities law, and whistleblower complaints. In addition to representing independent committees, he has represented companies in forming such committees to review shareholder demands.
Bryan has represented a variety of clients, including public companies, broker-dealers, underwriters, issuers, attorneys, auditors, officers, and directors in enforcement matters before the U.S. Securities and Exchange Commission (SEC), the U.S. Department of Justice (DOJ), and self-regulators, including the Financial Industry Regulatory Authority (FINRA). These matters have included such diverse topics as accounting irregularities, audit failures, insider trading, market timing, options backdating, subprime loans, and the Foreign Corrupt Practices Act.
Bryan has twice served on an independent consultant team approved by the SEC to provide reports regarding an issuer鈥檚 compliance with an SEC settlement. In addition, he has served on an independent monitor team approved by the SEC and DOJ resulting from a settlement of allegations concerning the Foreign Corrupt Practices Act and the Investment Advisers Act of 1940.
Representative Experience
- Gumm v. Molinaroli, 569 F. Supp. 3d 806 (E.D. Wis. 2021) (granting motion to dismiss post-merger claims under Section 14(a) of the Securities Exchange Act), 补蹿蹿鈥檇 sub nom, Smykla v. Molinaroli, 补蹿蹿鈥檇 85 F.4th 1228 (7th Cir. 2023).
- Shepard v. Employers Mut. Cas. Co., 476 F. Supp. 3d 862 (S.D. Iowa 2020) (dismissing minority shareholder breach of fiduciary duty claim), 补蹿蹿鈥檇 998 F.3d 330 (8th Circ. 2021).
- In re Nat’l Research Corp. S鈥檋older Litig., No. 4:17-CV-441, 2018 WL 4915836 (D. Neb. Oct. 9, 2018) (dismissing claims brought under Section 14(a) of the Securities Exchange Act and state law breach of fiduciary duty claim arising from recapitalization of controlled company).
- Apfel v. Hays, 17-CV-13209 (Milw. Cty. Cir. Ct. Sept. 10, 2018) (dismissing breach of fiduciary duty claim under Wisconsin law and rejecting entire fairness doctrine).
- Charles Almond v. Glenhill Advisors LLC, 2018 WL 3954733, at *24 (Del. Ch. Aug. 17, 2018) (post-trial decision in favor of public company client regarding claims arising from merger), 补蹿蹿鈥檇, 2019 WL 6117532 (Del. Nov. 18, 2019).
- Wyche v. Advanced Drainage Systems, No. 15 Civ. 5955, 2017 WL 971805 (S.D.N.Y. Mar. 10, 2017),聽补蹿蹿鈥檇, 710 Fed. App鈥檟 471 (2d Cir. 2017).
- Gumm v. Johnson Controls, Inc., No. 16-CV-1093, 2017 WL 384340 (E.D. Wis. Jan. 25, 2017) (denying preliminary injunction to enjoin required tax treatment to shareholders resulting from 鈥渋nversion鈥 merger transaction).
- Fulton Cnty Emps. Ret. Sys. v. MGIC Inv. Corp., 675 F.3d 1047 (7th Cir. 2012) (affirming dismissal of securities fraud claims).
Awards and Recognition
- Named to BizTimes Milwaukee鈥檚 2024 Class of Notable Leaders in Law (May 2024)
- Selected as a “Litigation-Securities Lawyer of the Year” by聽Best Lawyers庐 (2023)
- Selected by his peers for inclusion in聽The Best Lawyers in America庐聽in the field of Litigation-Securities (2019-2021, 2023)
Presentations and Publications
- Quoted, 鈥淲histle-Blower Ruling Could Boost Compliance Costs,鈥澛Agenda Week (March 2018) (subscription required for access)
- Quoted, 鈥淲hat the Digital Realty Trust Decision Means for FCPA Compliance,鈥澛The Anti-Corruption Report聽(March 2018) (subscription required for access)
- Co-author, “Federal Securities Exchange Act of 1934 treatise,” published by Matthew Bender (last updated 2018)
- 鈥淲histle-Blowers Must Report to SEC for Dodd-Frank Retaliation Protection,鈥澛SHRM (February 2018)
- Co-author, “Securities Enforcement: Counseling and Defense Treatise,” published by Matthew Bender (last updated 2017)
- Quoted, 鈥淪EC Clarifies DF Whistle-Blower Protections,鈥澛Bloomberg BNA Securities Regulation & Law Report (August 2015)
- Quoted, 鈥淲histleblower Laws Abroad Remain Weak and Untested,鈥澛Compliance Week (April 2015)
- Quoted, 鈥淐ompliance Official Who Exposed Possible Misconduct Sees $1M WB Award,鈥澛Bloomberg BNA Securities Regulation & Law Report article (April 2015)
- Quoted, 鈥淲ith SEC on the Prowl, Companies Should Comprehensively Review Worker Pacts,鈥澛Bloomberg BNA (March 2015)
- Quoted, 鈥淪EC Clarifies DF Whistle-Blower Protections,鈥澛Bloomberg BNA Securities Regulation & Law Report (August 2015)
- Quoted, 鈥淲histleblowers Stand to Reap the Benefits with Possibility of Higher Payouts,鈥澛InsideCounsel (September 2014)
- 鈥淭he Fact Pattern Behind the Boeing Class Action Grounding,鈥澛Law360 (April 2, 2013)
- Author, 鈥淒espite Confusion Regarding Key Whistleblower Statutes, Companies Must Be Prepared,鈥 published for the Wisconsin Chapter of Association of Corporate Counsel (2013)
- “Case Study: SEC V. Koss.”聽Securities Law360 (February 2012)
- Quoted, 鈥淔ederal judge delays settlement of SEC case against Koss Corp.,”聽Business Journal of Milwaukee (December 2011)