Twitter Inc. Common Stock (NYSE: TWTR)
According to the Complaint, beginning in January 2022, Defendant started to acquire shares of Twitter and by March 14, 2022, Defendant had acquired more than a 5% ownership stake in Twitter. Pursuant to Section 13(d) of the Exchange Act, Defendant was required to file a Schedule 13 with the SEC within 10 days of passing the 5% ownership threshold in Twitter, or March 24, 2022. Defendant did not file a Schedule 13 with the SEC within the required time and instead continued to amass Twitter shares, eventually acquiring a 9.1% stake in the Company before finally filing a Schedule 13 on April 4, 2022. When Defendant finally filed the required Schedule 13, thereby revealing his ownership stake in Twitter, the Company’s shares rose from a closing price of $39.31 per share on April 1, 2022, to close at $49.97 per share on April 4, 2022 – an increase of approximately 27%. The Complaint alleges that investors who sold shares of Twitter stock between March 24, 2022, and before the actual April 4, 2022 disclosure, missed the resulting share price increase as the market reacted to Defendant’s purchases and that by failing to timely disclose his ownership stake, Defendant was able to acquire shares of Twitter less expensively during the Class Period.