Roberts v. Eaton

CLARK, Circuit Judge.

This appeal presents yet another problem in the considerable series we have had involving the meaning of “purchase” and “sale” as used in § 16(b) of the Securities Exchange Act of 1934, 15 U.S.C. § 78p(b), holding short-swing profits from dealings by “insiders” in securities of a corporation recoverable for the benefit of the corporation. Our earlier decisions are cited and discussed hereinafter. Before us now is the question whether a district court erred in declining to hold a reclassification of company stock to be a “purchase” within the statutory meaning.

From its…