______________________________________________________________________________ 

UNITED STATES OF AMERICA 

Before the

SECURITIES AND EXCHANGE COMMISSION 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 97804 / June 27, 2023 

WHISTLEBLOWER AWARD PROCEEDING 

File No. 2023-69

______________________________________________________________________________ 

In the Matter of the Claims for Award 

in connection with 

Redacted Redacted

Notice of Covered Action 

Redacted

ORDER DETERMINING WHISTLEBLOWER AWARD CLAIMS 

The Claims Review Staff (“CRS”) issued a Preliminary Determination recommending the 

Redacted Redacted Redacted

denial of the whistleblower award claims submitted by (“Claimant 1”) and 

(“Claimant 2”) in connection with the above-referenced covered action (“Covered 

Action”). Claimant 1 and Claimant 2 filed timely responses contesting the preliminary denials.1

For the reasons discussed below, Claimant 1’s and Claimant 2’s award claims are denied. 

I. Background

A. The Covered Action

On the Commission filed the Covered Action in the 

 (“Court”) against 

(collectively “Defendants”). The Covered Action charged Defendants for 

The Covered Action alleged that Defendants 

Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted

See Exchange Act Rule 21F-10(e), 17 C.F.R. § 240.21F-10(e). 1 
2 

The Covered Action also alleged that Defendants 

On the Court 

entered a final judgment against Defendants that 

The 

Court also imposed in monetary sanctions against Defendants.2

Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted

On 

Redacted

the Office of the Whistleblower (“OWB”) posted the Notice of 

Covered Action on the Commission’s public website inviting claimants to submit whistleblower 

award applications within 90 days.3 Claimant 1 and Claimant 2 filed timely whistleblower 

award claims. 

B. The Preliminary Determination as to Claimant 1

On 

Redacted

the CRS issued a Preliminary Determination4 recommending that 

Claimant 1’s claim be denied because Claimant 1 did not provide “original information” that led 

to the successful enforcement of the Covered Action within the meaning of Section 21F(b)(1) of 

the Exchange Act and Rules 21F-3(a)(2) and 21F-4(b) thereunder.5 First, the Preliminary 

Determination recommended a denial because Claimant 1’s information was based on publicly 

available information, primarily information from a website; Claimant 1’s tip (“Claimant 1 

TCR”) did not contain any additional evaluation of or insight into the alleged misconduct 

separate and apart from what was obtained from the publicly available materials. Second, the 

Preliminary Determination recommended a denial because the information provided by Claimant 

1 was already known to the Commission. 

As of the date of this Final Order, 

Redacted

has been collected in connection with the Covered Action; at 

this time, it is not clear whether there will be any additional collections in connection with the Covered Action. 

Redacted

Thus, if any whistleblower award were to be issued in this matter, the maximum award at this time would equal 

(30% of the monetary sanctions collected); this assumes that no additional collections are made in 

connection with the Covered Action. 

3 See Exchange Act Rule 21F-10(a), 17 C.F.R. § 240.21F-10(a). 4 See Exchange Act Rule 21F-10(d), 17 C.F.R. § 240.21F-10(d). 5 The record supporting the Preliminary Determination included the declaration (“Declaration”) of one of the 

Division of Enforcement (“Enforcement”) attorneys who was assigned to the investigation that led to the Covered 

Action (“Investigation”). See Exchange Act Rule 21F-12(a). 

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C. Claimant 1’s Response to the Preliminary Determination 

In response, Claimant 1 argues that he/she provided the Commission with information 

based on his/her independent knowledge and that he/she conducted independent analysis relevant 

to the Covered Action. Claimant 1 states that the information he/she provided to the 

Commission was based on information Claimant 1 obtained from various public and non-public 

sources, including In 

Redacted

support thereof, Claimant 1 attaches certain documents to his/her reconsideration request— 

including emails, text messages, and other miscellaneous materials—which Claimant 1 alleges 

contain information he/she relied upon before submitting the Claimant 1 TCR to the 

Commission. Claimant 1 asserts that his/her information was not otherwise easily obtained by 

the Commission — Redacted

which Claimant 1 alleges was where certain of the relevant misconduct transpired—and that 

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even though certain information was publicly available such information cannot be 

considered to be publicly available 

Claimant 1 alleges that his/her information prompted the Commission to initiate the 

Investigation. Claimant 1 believes that the temporal proximity between the time that he/she 

Redacted Redacted

submitted the Claimant 1 TCR to the Commission in and the opening of the 

Investigation in indicates that the Claimant 1 TCR caused the Investigation to be 

opened. Claimant 1 also states that it is possible that he/she submitted the anonymous tip 

referenced in the Preliminary Determination (“Anonymous Tip”).6 Additionally, Claimant 1 

states that OWB previously provided him/her with a copy of the Claimant 1 TCR but denied 

Claimant 1’s request to receive “all other related TCRs” and told Claimant 1 to contact the 

Commission’s Office of FOIA Services to request such information. Claimant 1 alleges that the 

other TCRs may contain information that demonstrates that Claimant 1 is entitled to an award for 

the Covered Action. Finally, Claimant 1 alleges that OWB discriminated against Claimant 1 due 

to and because he/she was unrepresented in connection with his/her 

award application. 

Redacted

D. The Preliminary Determination as to Claimant 2 

On 

Redacted

the CRS issued a Preliminary Determination7 recommending that 

Claimant 2’s claim be denied.8 First, the Preliminary Determination recommended a denial 

because Claimant 2 did not provide information that led to the successful enforcement of the 

6 The Anonymous Tip is a tip that Claimant 2, an attorney, submitted to the Commission on behalf of 

Claimant 2’s anonymous client. There is no indication in the record that Claimant 1 was this anonymous client or 

was connected in any way to the Anonymous Tip. 

7 See Exchange Act Rule 21F-10(d), 17 C.F.R. § 240.21F-10(d). 8 The record supporting the Preliminary Determination included the Declaration. 

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Covered Action within the meaning of Section 21F(b)(1) of the Exchange Act and Rules 21F3(a)(3) and 21F-4(c) thereunder. In particular, the CRS preliminarily determined that Claimant 

2, an attorney, submitted the Anonymous Tip on behalf of Claimant 2’s anonymous client, and 

the tip was closed with a designation of “no further action” after the Commission was unable to 

substantiate the allegations contained therein. The Anonymous Tip did not cause Commission 

staff (“Staff”) to open the Investigation. After opening the Investigation, Staff reviewed the 

Anonymous Tip; however, none of the information contained in the Anonymous Tip was used in 

the Covered Action, and Staff had no communications with Claimant 2 or Claimant 2’s 

anonymous client. 

Second, the Preliminary Determination recommended a denial because Claimant 2 was 

not a “whistleblower” under Rule 21F-2(a)(1) of the Exchange Act with respect to the Covered 

Action. To qualify as a whistleblower, an individual must (among other things) provide 

information regarding a potential securities law violation to the Commission in the form and 

manner that is required by Rule 21F-9(a) of the Exchange Act. The Preliminary Determination 

stated that Claimant 2 based his/her award claim upon a tip Claimant 2 submitted as counsel on 

behalf of an anonymous client. While Claimant 2’s anonymous client may have been a 

“whistleblower,” Claimant 2—who was acting as an attorney representing the anonymous 

client—was not a “whistleblower”. 

E. Claimant 2’s Response to the Preliminary Determination 

In response, Claimant 2 alleges that he/she was the first individual to send the 

Commission information that led to the initiation of the Investigation and the Covered Action. 

Claimant 2 states that if his/her award claim is denied, the Commission must prove that either 

someone else earlier than Claimant 2 provided information that led to the Covered Action or that 

Claimant 2’s information did not lead to the Covered Action. Claimant 2 argues that he/she is an 

attorney by profession and that he/she submitted his/her claim as though Claimant 2 was 

representing himself/herself in connection with the Anonymous Tip. According to Claimant 2, 

he/she did not represent any other individual in connection with the submission of the 

Anonymous Tip. Claimant 2 alleges that instead, the source of the information contained within 

the Anonymous Tip was Claimant 2. Claimant 2 also complains that the record he/she received 

from OWB was insufficient. Claimant 2 alleges that the record did not constitute all of the 

relevant materials that should have been considered when Claimant 2’s award claim was 

evaluated at the Preliminary Determination stage. 

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II. Analysis 

A. Claimant 1 

We deny an award to Claimant 1 in connection with the Covered Action. To qualify for 

an award under Section 21F of the Exchange Act, a whistleblower must voluntarily provide the 

Commission with original information that leads to the successful enforcement of a covered 

action.9

 For a whistleblower submission such as the Claimant 1 TCR to be considered original 

information, it must be: (1) derived from a whistleblower’s “independent knowledge” or 

“independent analysis”; and (2) not already known to the Commission from any other source.10 

Claimant 1 did not provide the Commission with such information. 

To start, Claimant 1 has represented to the Commission on multiple occasions that the 

information contained in the Claimant 1 TCR was based on publicly available sources. 

Redacted

In the 

Claimant 1 TCR, dated Claimant 1 was asked: “What is the source of your 

information?” In response, Claimant 1 stated that the source of his/her information was only 

“[p]ublicly available information.” Claimant 1’s whistleblower award application, dated 

(“Claimant 1 WB-APP”), suggests that the Claimant 1 TCR information was based on 

“obvious information” and “website evidence.” Finally, Claimant 1 states in his/her 

reconsideration request that 

Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted

Claimant 1 alleges in his/her reconsideration request that 

—transpired between 

Claimant 1 alleges that such communications made Claimant 1 suspect that 

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Notably, however, Claimant 1 stated in the Claimant 1 TCR that he/she became aware of 

the alleged conduct on This date does not coincide with the time 

period of when Claimant 1 allegedly learned information from 

Instead, the 

date directly coincides with the timing of when Claimant 1 purports to have 

and the information contained therein that led Claimant 1 to conclude that 

9 Exchange Act Section 21F(b)(1), 15 U.S.C. §78u-6(b)(1). 10 Exchange Act Rule 21F-4(b)(1), 17 C.F.R. § 240.21F-4(b)(1). 

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Redacted Redacted Redacted

Regardless, the fact that 

was publicly available information

 As such, it fails to satisfy the definition of “original information,” because 

Redacted Redacted

it was derived from neither Claimant 1’s independent knowledge nor independent analysis.11 

Moreover, the fact that

Redacted

 was already known to the 

Commission from another source and therefore fails to satisfy the definition of “original 

information” under Section 21F-4(b).12 In the Claimant 1 TCR, Claimant 1 alleged that 

13 Here, the relevant information— 

—was already known to the Commission through another 

source. As confirmed by a supplemental Staff declaration (“Supplemental Declaration”), Staff 

reviewed after receiving the Claimant 1 TCR. 

After Staff 

reviewed Staff reached out to another investigation team in Enforcement 

working on an unrelated matter. This unrelated matter had originated in As 

Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted Redacted

part of this unrelated matter, the other Enforcement investigation team had previously obtained *** Redacted

information related to such information was in the Commission’s possession prior to the 

submission of the Claimant 1 TCR. Certain of this information revealed that 

Redacted Redacted

Thus, the information provided by Claimant 1 that was not available 

was already known to the Commission at the time that Claimant 1 submitted the 

Redacted

Claimant 1 TCR. The Claimant 1 TCR therefore cannot be considered to be qualifying original 

information under Rule 21F-4(b)(1), as the information contained in the Claimant 1 TCR: 

(1) was not derived from Claimant 1’s “independent knowledge” or “independent analysis”; and 

(2) was already known to the Commission from another source.14 

11 “Independent knowledge” means “factual information in [an individual’s possession] that is not derived 

from publicly available sources.” Exchange Act Rule 21F-4(b)(2), 17 C.F.R. § 240.21F-4(b)(2). “Independent 

analysis” means “examination and evaluation of information that may be publicly available, but which reveals 

information that is not generally known or available to the public.” Exchange Act Rule 21F-4(b)(3), 17 C.F.R. § 

240.21F-4(b)(3). 12 Exchange Act Rule 21F-4(b)(1)(ii), 17 C.F.R. § 240.21F-4(b)(1)(ii) (“In order for your whistleblower 

submission to be considered original information, it must be: . . . (ii) Not already known to the Commission from 

any other source, unless you are the source of the information.”). 

13 The substantive portion of Claimant 1’s TCR contained three sentences: 

14 Additionally, the Supplemental Declaration confirmed that was available for review 

Redacted Redacted Redacted Redacted Redacted Redacted

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B. Claimant 2

We deny an award to Claimant 2 in connection with the Covered Action. To qualify for 

an award under Section 21F of the Exchange Act, a whistleblower must voluntarily provide the 

Commission with original information that leads to the successful enforcement of a covered 

action.15 Claimant 2 did not provide the Commission with such information. 

As the Preliminary Determination correctly stated, Claimant 2 did not provide any 

information that led to the successful enforcement of the Covered Action within the meaning of 

Section 21F(b)(1) of the Exchange Act and Rules 21F-3(a)(3) and 21F-4(c) thereunder. The 

CRS noted that Claimant 2 submitted the Anonymous Tip on behalf of Claimant 2’s client; the 

Anonymous Tip was closed with a designation of “no further action” after the Commission was 

unable to substantiate the allegations contained therein. Moreover, the Declaration confirmed 

under penalty of perjury that the Anonymous Tip did not play a role in the opening of the 

Investigation. The Declaration noted that Staff did not communicate with Claimant 2 or his/her 

anonymous client. Neither Claimant 2 nor his/her client provided any information other than the 

Anonymous Tip to Staff during the course of the Investigation. Further, the Declaration stated 

that none of the information contained in the Anonymous Tip helped advance the Investigation, 

and none of the information contained in the Anonymous Tip was used in, nor had any impact 

on, the charges brought by the Commission in the Covered Action. Additionally, there is no 

support for Claimant 2’s allegation that the record that formed the basis of the Preliminary 

Determination was insufficient. Pursuant to Rule 21F-12(a), the record materials included all 

publicly available materials from the Covered Action, the Anonymous Tip, Claimant 2’s 

whistleblower award application, and the Declaration. 

Finally, we note that the Preliminary Determination recommended that Claimant 2’s 

claim should also be denied because Claimant 2 was not a “whistleblower” under the Rules with 

respect to the Covered Action. Claimant 2 argues that he/she is an attorney by profession and 

that he/she submitted his/her claim as though Claimant 2 was representing himself/herself in 

 publicly available in the United States. The Declaration stated that outside of submitting the Claimant 1 

TCR, Claimant 1 did not provide any information to Staff, and Staff never communicated with Claimant 1. 

Additionally, there is no evidence supporting Claimant 1’s assertions that the Commission is hiding other tips that 

Claimant 1 submitted to the Commission that are potentially relevant to his/her award application. The record 

reflects that OWB provided Claimant 1 with a copy of the Claimant 1 TCR, which Claimant 1 identified in his/her 

award application as the basis for Claimant 1’s claim for an award (and which is part of the underlying record). To 

the extent that Claimant 1 would like to review other TCRs he/she has submitted to the Commission, OWB was 

correct to direct Claimant 1 to the Commission’s Office of FOIA Services.

Redacted

 Finally, there is no evidence supporting 

Claimant 1’s assertions that Claimant 1 was discriminated against due to or because 

in the United States, where Staff was based. Thus, there is no merit to Claimant 1’s contention that 

Redacted

he/she was unrepresented in connection with his/her award application. 

Exchange Act Section 21F(b)(1), 15 U.S.C. §78u-6(b)(1). 

7 

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connection with the Anonymous Tip. However, even if Claimant 2 submitted the Anonymous 

Tip on behalf of himself/herself—and there was no separate, anonymous whistleblower that 

Claimant 2 represented—Claimant 2 is still not entitled to a whistleblower award because none 

of the information contained in the Anonymous Tip was used in, nor had any impact on, the 

charges brought by the Commission in the Covered Action. 

III. Conclusion

Accordingly, it is hereby ORDERED that the whistleblower award applications of

Claimant 1 and Claimant 2 in connection with the Covered Action be, and hereby are, denied. 

By the Commission. 

Vanessa A. Countryman 

Secretary 

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