Lowinger v. Morgan Stanley & Co.

WINTER, Circuit Judge:

Robert Lowinger appeals from Judge Sweet’s dismissal of his complaint pursuant to Fed. R. Civ. P. 12(b)(6). The complaint asserted claims under the Securities Exchange Act of 1934, 15 U.S.C. § 78p(b), against, inter alia, appellees Goldman Sachs & Co., Morgan Stanley & Co., LLC, and J.P. Morgan Securities LLC (collectively “Lead Underwriters”). It sought to hold them liable under Section 16(b) for disgorgement of short-swing profits received in connection with their sales and purchases of shares in the course of Face-book, Inc.’s initial public offering (“IPO”).

Section…