NOT FOR PUBLICATION

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

In re: ARROWHEAD RESEARCH 

CORPORATION SECURITIES 

LITIGATION, 

------------------------------

NOELLE M. STROGOFF, Lead Plaintiff, 

individually and on behalf of all other 

persons similarly situated and on behalf of 

Strogoff Family Trust U/D/T; CHRISTIAN 

STOUT; JULIA STOUT, 

Plaintiffs-Appellants, 

 v. 

ARROWHEAD RESEARCH 

CORPORATION; CHRISTOPHER R. 

ANZALONE; BRUCE D. GIVEN; 

KENNETH A. MYSZKOWSKI; CHARLES 

P. MCKENNEY; DAVID L. LEWIS, 

Defendants-Appellees.

No. 16-56499 

D.C. No. 

2:14-cv-07890-CBM-AS 

MEMORANDUM*

Appeal from the United States District Court

for the Central District of California

Consuelo B. Marshall, District Judge, Presiding

 * This disposition is not appropriate for publication and is not precedent 

except as provided by Ninth Circuit Rule 36-3.

FILED

FEB 15 2018

MOLLY C. DWYER, CLERK

U.S. COURT OF APPEALS
2 

Submitted February 13, 2018**

San Francisco, California

Before: HAWKINS and TALLMAN, Circuit Judges, and JACK,*** District Judge.

Plaintiffs appeal the district court’s dismissal of their securities fraud claims 

under Section 10(b) of the Securities Exchange Act of 1934, 15 U.S.C. § 78j(b), 

and Securities and Exchange Commission Rule 10b–5, 17 C.F.R. § 240.10b–5, 

against Arrowhead Pharmaceuticals, Inc. and other named defendants (collectively 

“Arrowhead”). We have jurisdiction under 28 U.S.C. § 1291. We review de novo

dismissals for failure to state a claim, In re Rigel Pharm., Inc. Sec. Litig., 697 F.3d 

869, 875 (9th Cir. 2012) (citing Zucco Partners, LLC v. Digimarc Corp., 552 F.3d 

981, 989 (9th Cir. 2009)), and the denial of a motion for reconsideration for abuse 

of discretion, Kerr v. Jewell, 836 F.3d 1048, 1053 (9th Cir. 2016) (citing 

McQuillion v. Duncan, 342 F.3d 1012, 1014 (9th Cir. 2003)).

In 2014, Arrowhead was in the process of developing a cure for hepatitis B, 

which involved multiple rounds of animal and human testing. Plaintiffs allege that 

Arrowhead’s management made misleading statements in an August 12, 2014, 

financial results conference call that caused stock prices to rise and then fall. The 

 

** The panel unanimously concludes this case is suitable for decision 

without oral argument. See Fed. R. App. P. 34(a)(2).

*** The Honorable Janis Graham Jack, United States District Judge for 

the Southern District of Texas, sitting by designation.
3 

district court dismissed the Section 10(b) and Rule 10b–5 claims on the grounds 

that the complaint failed to sufficiently allege a false or misleading statement or 

omission and scienter. It also denied Plaintiffs’ motion for reconsideration. We 

affirm.

1. To state a claim for securities fraud, Plaintiffs must plead with 

particularity that Arrowhead’s statements (a) were “untrue” or (b) included a 

material omission that made the statements affirmatively misleading. Rigel, 697 

F.3d at 876. Here, Arrowhead’s statements regarding the preliminary results of its 

human testing were cabined by cautionary language, included accurate 

comparisons to past studies, were qualified, and often were made as forwardlooking statements about future knockdown goals. See Rigel, 697 F.3d at 880; see 

also In re Cutera Sec. Litig., 610 F.3d 1103, 1108 (9th Cir. 2010) (“Forwardlooking statements . . . are further insulated from liability.”). Accordingly, we 

affirm the district court’s dismissal because Plaintiffs failed to adequately plead 

any untrue or misleading statements and because Arrowhead’s forward-looking 

statements are otherwise protected. 

2. To adequately plead scienter, a securities fraud “complaint must ‘state 

with particularity facts giving rise to a strong inference that the defendant acted 

with the required state of mind.’” Rigel, 697 F.3d at 882 (quoting 15 U.S.C. § 78u4(b)(2)). “A complaint will survive a motion to dismiss ‘only if a reasonable 
4 

person would deem the inference of scienter cogent and at least as compelling as 

any opposing inference one could draw from the facts alleged.’” Id. at 883 

(quoting Tellabs, Inc. v. Makor Issues & Rights, Ltd., 551 U.S. 308, 324 (2007)). 

Here, Arrowhead made factually true statements and Plaintiffs allege no additional 

facts, such as a stock selloff or resignation, supporting an inference of scienter. 

Therefore, Plaintiffs failed to articulate an inference of scienter that is “at least as 

compelling as any opposing inference of nonfraudulent intent.” Tellabs, 551 U.S. 

at 324.

3. “[A] motion for reconsideration should not be granted, absent highly 

unusual circumstances, unless the district court is presented with newly discovered 

evidence, committed clear error, or if there is an intervening change in the 

controlling law.” Marlyn Nutraceuticals, Inc. v. Mucos Pharma GmbH & Co., 571 

F.3d 873, 880 (9th Cir. 2009) (quoting 389 Orange St. Partners v. Arnold, 179 

F.3d 656, 665 (9th Cir. 1999)). Plaintiffs allege that the district court “failed to 

consider material facts” because they believe that Arrowhead’s statements “were 

inconsistent, ambiguous and confusing.” We hold that the district court did not 

abuse its discretion because Arrowhead’s statements, which the district court 

adequately considered, were consistent and not misleading. 

Costs are awarded to Appellees.

AFFIRMED.