Key Rules for Filing a Whistleblower Claim with the Securities Exchange Commission (SEC)
Whistleblowing Under the SEC Office of the Whistleblower
Securities Exchange Act Statutes and Regulations
- Securities Whistleblower Incentives and Protection 15 U.S.C Section 78-u-6 Law authorizing Payment of rewards (minimum 10% and maximum 30% for original information resulting in a successful enforcement action)
- 15 U.S.C. 78u-6(h) Dodd-Frank Anti-Retaliation provisions for Securities Trading Industry Whistleblowers.
- 17 C.F.R. part 240, 241, and 249.
- Full SEC commentary accompanying the final rule
- The SEC’s Rulemaking for the Dodd-Frank whistleblower protections as of June 13, 2011.
- Dodd-Frank Act, Public Law No.111-203, 124 Statutes at Large 1376 (July 21, 2010).
- Securities Exchange Commission Enforcement Manual
Commodity Exchange Statutes and Regulations
- 7 U.S.C. 26.
- 17 C.F.R. 165.
- 7 U.S.C. § 26 (h) (Dodd-Frank Anti-Retaliation provisions for Commodities Trading Industry Whistleblowers).
- 76 Federal Register 53172
- U.S. Senate Committee on Banking, Housing, and Urban Affairs, “The Restoring American Financial Stability Act of 2010,” Senate Report No. 111-176, 111th Cong. 2nd Session (April 30, 2010) (the final Senate report containing the legislative history/analysis of the Dodd-Frank Act).
The SEC Whistleblower Rewards Rulemaking
On June 29, 2018, the SEC proposed new rules for the whistleblower program. Whistleblower advocates have condemned these rules. Read the new Proposed Rule.
Visit the SEC’s website regarding the new rules
Kohn, Kohn and Colapinto filed detailed rulemaking comments on the proposed Dodd-Frank Act whistleblower reward program.
- January 8, 2020 – Ninth Supplemental Comment: Proposed Rules
- December 23, 2019 – Eighth Supplemental Comment: Proposed Rules
- December 10, 2019 – Seventh Supplemental Comment: Proposed Rules Overview
- November 22, 2019 – Sixth Supplemental Comment Proposed Rule 21F-9(e)
- October 21, 2019 – Fifth Supplemental Comment: Proposed Rules 21F-6(d) and 21F-9(e)
- October 16, 2019 – Fourth Supplemental Comment: Proposed Rule 21F-9(e)
- October 8, 2019 – Third Supplemental Comment: Proposed Rule 21F-9(e)
- Dodd-Frank Act Whistleblower Letter filed on May 6, 2019
- Dodd-Frank Act Whistleblower Letter filed on September 12, 2019
- The letter filed by Stephen Kohn on behalf of National Whistleblower Center on September 18, 2018
- Dodd-Frank Act Whistleblower Letter filed on July 24, 2018
- The letter filed by Senator Grassley’s SEC referencing KKC’s concerns over Long Delays in reward decisions
Stephen M. Kohn, Michael D. Kohn acting pro bono on behalf of the National Whistleblower Center Meeting Notes with the SEC Commissioners.
- January 25, 2011 Meeting with Division of Enforcement
- February 10, 2011 Meeting with Commissioner Aguilar
- February 11, 2011 Meeting with Commissioner Paredes
- February 15, 2011 Meeting with Commissioner Walter
- March 11, 2011 Meeting with Commissioner Casey
- March 28, 2011 Meeting with Chairman Schapiro
Read the 2019 Whistleblower Programs Improvement Act, which includes significant improvements to the whistleblower reward and anti-retaliation provisions of the Dodd-Frank Act.
- The letter filed by Kohn, Kohn & Colapinto and the National Whistleblower Center along with other whistleblower advocates to Senator Grassley, Senator Baldwin, Senator Durbin, and Senator Ernst regarding the SEC’s Whistleblower Programs Improvement Act
SEC Ruling Proceedings
- Digital Realty Trust, Inc v. Somers – The Supreme Court opinion
- Chamber of Commerce Amicus Curiae
- Comments on Proposed Rules for Implementing the Whistleblower Provisions of Section 21F of the Securities Act of 1934
- Comment on Proposed Rule – Comments by the U.S. Chambers of Commerce
- Comments on Dodd-Frank Act Title IX, Whistleblower Award Program
Rulemaking Comments by Stephen M. Kohn
These fully rebutted the Chamber of Commerce’s assault on the Dodd-Frank and were heavily relied upon by the Commissioners for the final SEC Whistleblower Rules.
- NWC Report to the SEC: “Impact of Qui Tam Laws on Internal Compliance”
- November 1, 2010 – Letter to SEC opposing corporate lobby position, including comments from Baker Donelson and Arent Fox.
- November 22, 2010 – Letter to Chairman Schapiro explaining that Proposed Rules violate Congressional intent.
- December 17, 2010 – Formal rulemaking letter with report entitled “Impact of Qui Tam Rules on Internal Compliance”.
- December 18, 2010 – Updated “Impact of Qui Tam Rules on Internal Compliance” with corrected links.
- January 25, 2011 – Materials for NWC’s meeting with SEC Division of Enforcement: Letter to Chairman Schapiro appling Chevron to Proposed Rules, marked-up version of Proposed Rules, updated NWC reported “Impact of Qui TamRules on Internal Compliance”, 10 C.F.R. 50.7 marked-up, Federal Acquisition Regulations, and 48 C.F.R. 52.203-13 marked-up.
- February 10, 2011 – Letter to Commissioners explaining the proposed rules’ impact on the ability of US to enforce the Foreign Corrupt Practices Act.
- March 7, 2011 – Letter to Chairman Schapiro responding to Chamber of Commerce’s incorrect attacks of the NWC’s December 17, 2010 report.
- March 17, 2011 – Letter to SEC with provision-by-provision analysis of proposed rules with suggested revisions and justifications for revisions.
- May 16, 2011 – Letter to Chairman Schapiro and Gensler regarding the impact of the first reported decision under the Dodd-Frank Act on the rulemaking process.
Comments by Commissioners introducing Final Rules
- Comments by Chairman Mary L. Schapiro
- Comments by Commissioner Troy A. Paredes
- Comments by Commissioner Luis A. Aguilar
- Comments by Commissioner Elisse B. Walter
- Comments by Commissioner Kathleen L. Casey
Comments by the Corporate Lobby
- Baker Donelson letter – Representing corporate lobby position
- Arent Fox Letter – Representing corporate lobby position
Provisions of Dodd-Frank directly related to Whistleblower Protection
- Section 922 21F(a) qui tam for securities fraud: new qui tam rewards and incentives for whistleblowers who blow the whistle on securities violations 21F sub (H)(1) anti-retaliation provision for employees who file qui tam claims under securities law (H)(1)(A)(iii) anti-retaliation for employees who make disclosures under SOX, any violation of SEC art or who make protected disclosures under obstruction of justice act Claims filed in federal court – employees entitled to double back pay (B) statistical ratings organizations (Moody’s & Standard & Poor’s) now protected under SOX anti-retaliation provisions (C) SOX whistleblower protection act enhanced and amended to increase the statute of limitations, guarantee jury trials, and prohibit mandatory arbitration agreements.
- Section 923 – Sarbanes-Oxley Act anti-retaliation Provisions.
- Section 929A – SOX anti-retaliation law is clarified to ensure subsidiaries of publicly traded companies are fully protected under the whistleblower protection law.
- Section 1057 – New whistleblower protection for employees who make disclosures to the newly created consumer protection board.
- Section 1079(c) – Amends the False Claims Act anti-retaliation law to provide for universal national 3 year statute of limitations to file wrongful discharge claims under the False Claims Act.
- SEC Claim Award
- CFTC Notices of Covered Actions
- Securities and Exchange Commission, Whistleblower Award Orders.
The SEC prohibits Non-Disclosure Agreements which prevent Whistleblowers from reporting to the Government
Rewards for Compliance Officials
- Kohn, The SEC’s Final Whistleblower Rules & Their Impact on Internal Compliance (West Law Publishing, Oct. 2011).
- 17 C.F.R. part 240
Digital Realty v. Somers
- Supreme Court opinion: Digital Realty Trust, Inc. v. Somers (No. 16-1276);
- Digital Realty Trust, Inc. v. Somers (No. 16-1276) – oral argument transcript;
- Digital Realty Trust, Inc. v. Somers (No. 16-1276) – oral argument audio;
- Somers v. Digital Realty Trust (9th Cir. 2015) SEC’s Amicus brief;
- Digital Realty Trust, Inc. v. Somers (No. 16-1276) National Whistleblower Center Amicus brief;
- Decision of the U.S. Court of Appeals for the Ninth Circuit reversed by the Supreme Court
- Brief of Senator Charles Grassley
- Brief of Paul Somers
- Brief of Chamber of Commerce
- Brief of Digital Realty
- Digital Realty’s Victory Is A Loss For Corporate Compliance
- NWC Director Explains Why Supreme Court Decision is Disastrous
- Supreme Court Rejects Protecting Internal Whistleblowers
- Whistleblower Protections Are At Risk At The High Court
- Digital Realty Trust V. Somers May Kill Corporate Compliance
- Clarifying Anti-Retaliation Protections Under Dodd-Frank
Updates and Blog Posts
- Whistleblower and Qui Tam Blog
- SEC Protects Access to Whistleblower Rewards
- Supreme Court Decision Expands Reach of Whistleblower Rewards for Insider Trading
- SEC Announces Record Year Standing Up for Whistleblowers
- SEC Enforcement Director Speaks on The Impact of the Whistleblower Program
- CFTC Makes Fourth Whistleblower Award
- SEC Says Employees Protected For Internal Whistleblowing
- KBR Sanctioned After SEC Investigation Into Illegal Non-Disclosures Agreements
- SEC Chair Praises Agency’s Whistleblower Program
- Read Stephen Kohn’s comments on the Whistleblower Programs Improvement Act
- CFTC Announces Approximately $7 Million Whistleblower Award
- In re KBR
- Letter from Senators Grassley and Leahy regarding the SEC’s enforcement authority under the Sarbanes-Oxley Act
The Securities and Exchange Commission’s Annual Reports on the Dodd-Frank Whistleblower Protection Program
- Annual Report 2011
- Annual Report 2012
- Annual Report 2013
- Annual Report 2014
- Annual Report 2015
- Annual Report 2016
- Annual Report 2017
- Annual Report 2018
- Annual Report 2019
The table below shows the top ten awards paid by the Commission since the reward laws were approved.
In response to the financial crisis of 2008 Congress enacted the Dodd-Frank Act.
- Assessment of the SEC’s Bounty Program, U.S. Securities and Exchange Commission, Office of Inspector General, March 29, 2010 (Prior to Dodd-Frank).
- 2015 Annual Report to Congress on the Dodd-Frank Whistleblower Program
- 2016 Annual Report to Congress on the Dodd-Frank Whistleblower Program
- Senate Report submitted by Senator Dodd, from the Committee on Banking, Housing and Urban Affairs, together with minority views.
- Commission Amicus / Friend of the Court Briefs
- Factsheet on Money Laundering Reporting
- The SEC Office of the Whistleblower
- Securities and Exchange Commission Notices of Pending Whistleblower Rewards
- Securities and Exchange Commission Decisions on Whistleblower Reward Claims
- The law Librarian’s Society of Washington, DC’s summary of the legislative history, complete with links, reports and summaries
- CFTC Press Releases
CNBC’s segment on whistleblower reward laws, “Bounty Hunters”
David Colapinto explains how, years after Dodd-Frank, financial reform is still under attack.