Samuel J. Lieberman

Attorney Profile

Top Rated Securities Litigation Attorney in New York, NY

Sadis & Goldberg LLP
 | 551 5th Avenue, 21st Floor
New York, NY 10176
Phone: 212-573-8164
Fax: 212-947-3796
Selected To Super Lawyers: 2018 - 2020
Selected To Rising Stars: 2013 - 2014
Licensed Since: 2001
Education: Columbia Law School
Practice Areas:
  • Securities Litigation (50%),
  • Business Litigation (40%),
  • Criminal Defense: White Collar (10%)
Languages Spoken:
  • English,
  • Hebrew
    Attorney Profile

    A partner at Sadis & Goldberg LLP, Samuel J. Lieberman provides legal representation in matters of corporate governance, securities litigation and securities enforcement. On behalf of investment funds and executives, his experience includes trying numerous cases to verdict in investigations by the CME Group, CBOE Global Markets, the Financial Industry Regulatory Authority and the Commodity Futures Trading Commission.

    Mr. Lieberman’s cases have been featured in national, high-profile media publications such as Law360, Bloomberg, the New York Post, The New York Times and the Wall Street Journal. Named Runner Up Litigator of the Week by The American Lawyer, he was also recognized by the National Law Journal on their Appellate Hot List. For his high ethical standards and long list of successful results, he holds the highest peer review rating possible of AV Preeminent* from Martindale-Hubbell.

    After graduating with a Bachelor of Arts from Binghamton University in 1996, Mr. Lieberman attended Columbia Law School. A Kent Scholar and Senior Editor of the Columbia Law Review, he earned his Juris Doctor in 1999. He is currently a member of the Securities Litigation Committee and Litigation Section of the American Bar Association, the New York City Bar Association and the American Technion Society’s Leadership Development Committee.

    Mr. Lieberman is admitted to practice in the state of New York, as well as admitted before several federal courts. These include the United States Supreme Court, the United States Court of Appeals for the 2nd Circuit, the United States Court of Appeals for the 3rd Circuit, the United States Court of Appeals for the 5th Circuit, the United States Court of Appeals for the 9th Circuit, the United States District Court for the Southern District of New York and the United States District Court for the Eastern District of New York.

    * AV®, AV Preeminent®, Martindale-Hubbell Distinguished and Martindale-Hubbell Notable are certification marks used under license in accordance with the Martindale-Hubbell certification procedures, standards and policies. Martindale-Hubbell® is the facilitator of a peer review rating process. Ratings reflect the anonymous opinions of members of the bar and the judiciary. Martindale-Hubbell® Peer Review Rating™ fall into two categories – legal ability and general ethical standards.

     
    Practice Areas
    • 50%Securities Litigation
    • 40%Business Litigation
    • 10%Criminal Defense: White Collar
    Focus Areas

    White Collar Crime

    Selections

    Selected to Super Lawyers for 3 yearsmiddle-imageSelected to Rising Stars for 2 years

    Super Lawyers: 2018 - 2020 Rising Stars: 2013 - 2014

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    Disclaimer:

    The information contained in this web site is intended to convey general information. It should not be construed as legal advice or opinion. It is not an offer to represent you, nor is it intended to create an attorney-client relationship. The use of the internet or this contact form for communication is not necessarily a secure environment. Contacting a lawyer or law firm email through this service will not create an attorney-client relationship, and information will not necessarily be treated as privileged or confidential.

    White Papers

  • (2011) - Sullivan v. Harnisch and SEC Proposed Whistleblower Rules Bolster Internal Compliance Programs While Creating Catch-22 for Compliance Officers

  • (2011) - Whistleblower rules -- most hedge fund employees can bypass internal compliance but have no remedy for internal report retaliation

  • The Activist Report - Ten Questions (2016) - The Activist Report Interview with Doug Hirsch and Sam Lieberman Doug Hirsch and Sam Lieberman was interviewed by 13D Monitor for the May 2016 edition of The Activist Report.  Here is an excerpt from the article. 13DM: The size of the activist investor community is growing at an exponential rate. You represent seasoned activists and first-time activists as well as activists across that spectrum. Do you see a difference in how different types of activists are received by boards with whom they engage? Doug Hirsch & Sam Lieberman: Absolutely. I think newer activists have a greater burden to prove their credibility with the board and management. Our seasoned activist clients, who have won proxy contests before, have credibility the moment they arrive.  Boards are much more likely to have meaningful engagement with them. But newer activists need to quickly show a board of directors that they have a serious and significant activist plan. And I think the first impression a new activist makes is critical because a new activist already has an uphill battle to be taken seriously. So the first contact a new activist makes with the board or management can dictate the course of the entire activist campaign.

  • About Samuel Lieberman

    Admitted: 2001, New York

    Professional Webpage: https://www.sadis.com/attorneys/sam-lieberman

    Honors/Awards:

    • New York Metro Rising Star – Securities Litigation 2013-2014 
    • Litigator of the Week Runner Up, American Lawyer, April 22, 2019 
    • New York Metro Super Lawyer 2018-2019
    • Editor, Columbia Law Review; Kent Scholar; Law Clerk, Hon. Raymond C. Fisher, U.S. Court of Appeals for Ninth Circuit, 1999-200; Hon. Patricia M. Wald (Ret.), U.S. Court of Appeals for D.C. Circuit, 1999; Corpus Juris Secundum Award for Scholastic Excellence; CALI Excellence for the Future Award
    • Martindale-Hubbell AV Preeminent Peer Rated, Martindale-Hubbell, 2017
    • Sam Lieberman - Recognized, 2010 Appellate Hot List, The National Law Journal, 2010
    • Sam Lieberman - winner in the category of Securities Litigation, Winner in Category of Securities Litigation, Corporate LiveWire Global Awards, 2016

    Special Licenses/Certifications:

    • Admitted in State of New York, Southern and Eastern Districts of New York, U.S. Court of Appeals for Ninth Circuit; U.S. Supreme Court

    Bar/Professional Activity:

    • U.S. Courts of Appeals for the Second, Third, Fifth and Ninth Circuits 
    • U.S. Supreme Court
    • U.S. District Courts for the Southern and Eastern District of New York 
    • Member of the Association of the Bar of the City of New York 
    • Member, American Bar Association Litigation Committee; New York City Bar

    Pro bono/Community Service:

    • Member, Pro Bono Panel, U.S. Court of Appeals for the Second Circuit 2006-09
    • Member of the American Technion Society’s Leadership Development Committee 

    Scholarly Lectures/Writings:

    • D.C. Circuit Rejects Constitutional Challenge to SEC In-House Courts - Sadis & Goldberg The SEC’s increasing use of in-house courts has drawn criticism as a cynical ploy to increase its chances of winning while avoiding protections available to defendants in federal court – resulting in several constitutional challenges.[1] But the U.S. Court of Appeals for the D.C. Circuit has rejected a Constitutional challenge to the SEC’s use of in-house courts under the Appointments Clause, in Raymond J. Lucia Companies v. S.E.C., (D.C. Cir., Aug. 9, 2016). The SEC’s winning percentage in in-house courts has been 90%, compared to 69% in federal court contested cases.[2] Thus, defendants have challenged the constitutionality of SEC in-house courts to force the SEC into federal court. The D.C. Circuit’s Lucia ruling likely brings an end to this defense tactic and means the SEC’s increasing use of in-house courts is here to stay., D.C. Circuit Rejects Constitutional Challenge to SEC In-House Courts, 2016
    • Columbia Law School (J.D. 1999; Kent Scholar; Senior Editor, Columbia Law Review) 
    • Stewart Conviction Reveals Government Blueprint for Proving Insider Trading Post-Newman - Sadis & Goldberg New York federal prosecutors found a way around U.S. v. Newman to win a major insider trading conviction against Sean Stewart, a former major investment bank Managing Director, which likely will become a blueprint for future tipper-tippee cases. Newman made it harder to prove tipper-tippee insider trading, by requiring “a meaningfully close personal relationship that generates an exchange that … represents at least a potential gain of a pecuniary or similarly valuable nature,” for the tipper. 773 F.3d 438, 452 (2d Cir. 2014). It led to the reversal of over a dozen insider trading convictions, and to government complaints that it “creat[ed] an obvious roadmap for unscrupulous investors” to avoid prosecution.[1] But Stewart’s conviction shows prosecutors may have found a roadmap for success to get around Newman.  , Stewart Conviction Reveals Government Blueprint for Proving Insider Trading Post-Newman, 2016
    • This article summarizes the background of this focus on expense allocations and, drawing from the recent SEC enforcement actions focused on this issue, identifies both the types of expenses and disclosure breakdowns that caught SEC attention and the remedial measures sought by the SEC informing the ensuing settlement arrangements., Co-Author, The SEC Turns Up the Heat on Private Equity Expense Allocations, Journal of Investment Compliance, Accounting And Finance, 2016
    • This article summarizes four recent insider trading trials where the S.E.C. lost the case, and highlights defenses and strategies that lawyers and litigants can use to win against the S.E.C. at trial., Author, "The SEC Loses Four High-Profile Trials in a Four-Month Span: Circumstances and Lessons", Securities Litigation Commentator, 2014
    • This article summarizes the SEC's Whistleblower Rules and identifies gaps and loopholes, including for Chief Compliance Officers, Author, "Sullivan v. Harnisch and Proposed S.E.C. Whistleblower Rules, Hedge Fund Law Report, Hedge Fund; Chief Compliance Officers, 2011
    • SEC Sanctions Apollo $52.7 Million for Misleading Expense Disclosures - Sadis & Goldberg The SEC sent a message to the private equity industry that it will severely punish managers for expense allocation conflicts of interest by sanctioning Apollo Management $52.7 million for misleading disclosures about portfolio monitoring fees.[1]  The SEC’s Order against Apollo is one of several recent cases imposing large fines on private equity titans.  In late – 2015, the SEC imposed $39 million in sanctions against Blackstone Management for similar portfolio monitoring fees issues. In mid – 2015, the SEC imposed $30 million in sanctions against KKR for misallocating broken-deal expenses between Fund investors and co-investors.[2] And the Wall Street Journal has reported that the SEC is investigating private equity titan Silver Lake regarding portfolio monitoring fee acceleration disclosures.[3] The message is clear:  absent express disclosure of expenses raising conflicts of interest, the SEC will impose severe sanctions.  , SEC Sanctions Apollo $52.7 Million for Misleading Expense Disclosures, 2016
    • "The Cooperman Insider Trading Case -- Eery Similarities to Mark Cuban Case,"  117 Hedge Fund Journal 42 (October 2016), available at http://content.yudu.com/web/fiqy/0A17dv5/hedgeoct16/flash/resources/index.htm (Page 44 of .pdf), Cooperman Insider Trading Case Suffers from Same Flaw as SEC’s Loss to Cuban, but is Bolstered by Cooperman Invoking Right Against Self-Incrimination in SEC Testimony, 2016
    • Leon Cooperman just proved that fighting SEC charges is better than settling quickly, by reaching a favorable SEC insider trading settlement after a fierce Court battle. Cooperman fought his SEC insider trading case in Court, and got part of it thrown out on a motion to dismiss.1 He leveraged that victory into a settlement approved on May 22, 2017, which did not impose any industry bar or suspension, rare for an insider trading settlement. In stark contrast, the SEC had earlier sought a five-year industry bar against Cooperman.2 Cooperman’s settlement highlights the importance of retaining counsel that is ready to fight the SEC in Court to achieve the best outcome., Author, Cooperman Insider Trading Settlement, The Hedge Fund Journal, 2017

    Verdicts/Settlements:

    • Obtained dismissal of all claims in lawsuit seeking hostile acquisition of 49% interest in financial services company by obtaining dismissal of all claims.  Belesis v. Hudson Fin. Partners, LLC, No. 650692/2012 (N.Y. Sup. Ct., March 11, 2013).
    • Cerisano v. Interactive Brokers, LLC, No. 13-03526 (January 14, 2015):  Won $2.4 million FINRA arbitration award for a large trader alleging misstatements about VIX futures, serving as trial counsel handling all ten witnesses during a hearing that spanned two weeks.  This award was more than three times higher than any previous FINRA arbitration award against Interactive Brokers.
    • Christensen v. Twin Focus Capital Partners, LP, No. 13148Y0232-09 (2011):  As trial counsel, obtained complete victory for Respondent in AAA arbitration against claims of negligence and breach of fiduciary duties arising out of investment in fund of funds that had selected Bernard Madoff as one of its underlying advisors.
    • Represented Ader Investment Management in successful short-slate proxy contest against IGT, Inc. board.  Proxy contest coincided with 56% stock price increase related to investment.
    • SEC Ad. Pro. File No. 3-16178 (Securities Act Rel. No. 9795, May 28, 2015): As lead counsel, obtained favorable settlement of high-profile SEC insider trading case, resulting in no bar or suspension, a no admit-no deny settlement of negligence-based claim of Section 17(a)(3) of the Securities Act, and relatively small civil penalty. Won rare award of partial summary disposition against SEC Enforcement Division claims, which provided leverage to negotiate original allegation of nine claims of intentional insider trading down to just one negligence-based claim in final settlement.
    • Orchard Enterps. Appraisal Litig., 2012 WL 2923305 (Del. Ch. July 18, 2012, aff’d Mar. 28, 2013):  Successfully represented appraisal arbitrage hedge fund in obtaining post-trial judgment of 128% above merger price.
    • Represented hedge fund that at one time held $800 million AUM in litigation against SEC, including negotiating favorable settlement after obtaining Court order requiring SEC to amend and refile complaint to address deficiencies raised by motion to dismiss.
    • San Antonio Fire & Police Pension Fund v. Amylin Pharmaceuticals, Inc., et al., 2010 WL 4273171 (Del. Ch. 2010)*: Successfully represented pension fund in precedent-setting challenge to “Proxy Puts,” including post-trial verdict holding majority slate of dissident directors could be elected and approved without triggering Proxy Put and favorable settlements that disabled Proxy Puts in pending and future proxy contests.
    • In re Orchard Enterps. Inc. S’holder Litig., 88 A.3d 1 (Del. Ch. 2014): Successfully represented merger arbitrage hedge fund as Co-Lead Counsel in a fiduciary duty action that recovered 195% above merger price for cashed-out stockholders.  Argued all motion practice, including obtaining partial summary judgment.  Obtained a total class settlement fund of $10.725 million.
    • Successfully represented Senior Managing Director of leading Equity Research and Trading firm in internal investigation into tipping inside information, resulting in finding that client did not violate any investment-related statutes.

    Representative Clients:

    • Hedge funds, Private Equity Funds, Broker-Dealers and Family Offices

    Other Outstanding Achievements:

    • Corporate LiveWire Global Awards 2016, winner in the category of Securities Litigation, 2016

    Videos:

    • Current Trends and Cross-Border Developments, Shareholder Activism in North America, 2014
    • The importance of successfully managing and containing risk events cannot be overstated. This session will provide guidance for a strong compliance culture effectively handling regulatory investigations and succeeding through litigation when necessary. Our presenters will help attendees: minimize reputational risks; determine what a CCO needs to do when a compliance program fails; minimize the damage from regulatory investigations; and effectively litigate enforcement proceeding to successful outcomes., Dealing with the Regulators: Examinations, Investigations and Litigation with SEC and Others, 2015

    Newsletters:

    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the June 2013 issue: The New Regulatory Landscape for Broker-Dealers Selling Funds: Domestic and International Implications Update on FATCA Compliance for Alternative Investment Funds SEC Brings Record Number of Cases Against Hedge Funds and Other Investment Advisers Compliance Calendar for Investment Advisers Hedge Fund Trends - Shifts in Key Terms Investors in Hedge Funds and Private Equity Funds and Fund Managers Should Consider the Impact of the Fiscal Cliff Tax Deal on their Fund Investments and Fund Structures CFTC Announced that Mandatory Clearing Began on March 11, 2013, New Rule Against Front-Running Block Trades Includes Derivatives Attention: Chief Compliance Officers - Mandatory Compliance Requirement Reminder - Annual Privacy Policy Notification Obligation Delaware Supreme Court Affirms Sadis & Goldberg Appraisal Rights Victory Awarding Its Client Over Two Times the Value of the Merger Price., S&G Investment Manager Alert - June 2013
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the May 2014 issue: The SEC Loses Four High-Profile Trials in a Two-Month Span: Circumstances and Lessons SEC Allows Broader Use of Social Media for Investment Manager Advertising IRS Extends FATCA Registration Deadline and Issues FATCA Registration Guidance on Pending IGAs Key Takeaways from the Long-Awaited Final Volcker Rule Successfully Launching a Hedge Fund SEC Will be Conducting Cybersecurity Examinations of More Than 50 Registered Brokers-Dealers and Registered Investment Advisers Compliance Calendar for Investment Advisers, S&G Investment Manager Alert - May 2014
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the August 2015 issue: SEC Enforcement Division issues new guidance on choosing in-house vs. Federal Courts Major tax case on US lending activities of offshore funds heads to the US tax court Federal Judge criticizes the SEC for “incredible government overreach” SEC proposed rules impact registered investment advisers The SEC’s OCIE provided insight on its private equity industry initiatives and objectives Goldman Sachs former employee beats conviction for theft of high-frequency trading code. Again. SEC issues cybersecurity guidance Compliance Deadlines – Third Quarter Financial crimes enforcement network issues an advisory notice Sadis & Goldberg obtain a favorable settlement of No Bar or Suspension for former executive of an investment bank in high-profile SEC insider trading case., S&G Investment Manager Alert - August 2015
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the October 2012 issue: A More Aggressive SEC Makes Hedge Funds Its No. 1 Target The Supreme Court's Landmark Decision on the Health Reform Legislation Left the New 3.8% Medicare Surtax on Unearned Income Intact High Frequency Trading - Issues Facing Investment Firms Litigation Finance and Litigation Structured Settlements: Elusive Alpha for Alternative Investment Managers JOBS Act Timeline - Enacted April 5, 2012 Update on the JOBS Act - SEC Seeks Comments Before Lifting HF Advertising Restrictions Sadis & Goldberg Comment Letter to the SEC Update on the Impact of FATCA on Alternative Investment Funds CFTC Adopts Final Definition of Swaps, S&G Investment Manager Alert - October 2012
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the January 2014 issue: Fundraising Against the Odds: Considerations for Start-Up Private Equity Fund Managers Recent Federal Tax Developments New World for Emerging Hedge Fund Managers Private Fund Managers: New Form D is in Effect Study Finds That SEC Decides Not to Bring Charges in 20% of Cases Where It Issues a Wells Notice All Private Investment Funds Must Take Steps to Identify Bad Actors Under SEC Rules, S&G Investment Manager Alert - January 2014
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the January 2015 issue: Insurance Dedicated Funds: Private Placement Insurance Make an Unexpected Comeback Family Offices Granted Relief From Registration As Commodity Trading Advisors Insider Trading After the Newman Decision The Latest on Virtual Currency Private Equity Update: In Case You Missed It. Sadis & Goldberg Wins 195% Above Merger Price for Cashed-Out Orchard Stockholders Compliance Calendar for Investment Advisers - First Quarter 2015 SEC Adopts Recommendations for Changing Accredited Investor Definition, S&G Investment Manager Alert - January 2015
    • The S&G Investment Manager Alert, published by Sadis & Goldberg LLP, provides timely information to parties with interests in the alternative investment community. In the March 2016 issue: SEC Loses Appeal of Controversial Flannery Decision SEC & FINRA Release 2016 Exam Priorities FIRPTA and REIT Reform Provisions in New Tax Law Open Door to Increased Foreign Investment in U.S. Real Property Interests The SEC Turns Up the Heat of Private Equity Expense Allocations NextShares Declared Effective by the SEC NFA Adopts Cybersecurity Interpretive Notice Regarding Information Systems Security Programs Compliance Deadlines – March 2016 SEC Proposed Rules Would Require Algorithmic Trading Developers to Register as Securities Traders Miami Broker-Dealer Violates Anti-Money Laundering Protocols and Pays SEC a $1 Million Penalty, S&G Investment Manager Alert - March 2016

    Educational Background:

    • Binghamton University, B.A. (History/Philosophy, 1996

    Industry Groups

    • Broker Dealers
    • Hedgefunds
    • Private Equity Funds
    • Securities Professionals
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    Office Location for Samuel J. Lieberman

    551 5th Avenue
    21st Floor
    New York, NY 10176

    Phone: 212-573-8164

    Fax: 212-947-3796

    Samuel J. Lieberman:

    Last Updated: 8/25/2020

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