Jonathan A. Forman

Partner

New York
T +1.212.847.2855
F +1.212.589.4201

Overview

Jonno Forman is an experienced litigator and compliance attorney who guides financial services and emerging technology clients through ever-changing federal and state regulations. Jonno regularly works with hedge fund and private equity fund managers, investment advisers, broker-dealers, insurance companies, money service businesses, and other financial services and emerging technology companies and their management to respond to regulatory examinations and government investigations as well as to resolve complex disputes. Jonno has successfully guided companies and individuals through investigations by the Securities and Exchange Commission (SEC), the Department of Justice (DOJ), the Financial Industry Regulatory Authority (FINRA), the New York State Department of Financial Services (DFS), and various state attorney general’s offices resolving many without charges ever being brought against them.

Jonno also routinely advises clients with respect to their regulatory compliance programs and transactional due diligence relating to litigation, bribery, money laundering, market manipulation, data privacy, information security, cybersecurity, business continuity, and other legal and reputational risks, including compliance with DFS’s Cybersecurity Regulation, the Bank Secrecy Act (BSA), and FinCEN’s anti-money laundering (AML) regulations.

Jonno writes and speaks on the topic of securities and financial regulation and enforcement, highlighting significant developments for legal and compliance personnel, including insider trading, data privacy, information security, cybersecurity, blockchain applications, virtual currency, and other regulatory priorities and trends. He has been published and/or quoted by:

  • American Bar Association's Business Law Today
  • BlockTribune
  • Bloomberg BNA's Privacy & Data Security Resource Center
  • Bloomberg BNA's Securities Regulation & Law Report
  • Bloomberg Law
  • Columbia Law School's Blue Sky blog
  • Compliance Reporter
  • Corporate Counsel
  • Corporate Governance Advisor
  • FT Ignites
  • Georgetown University's Advanced eDiscovery Institute
  • Global Banking & Finance Review
  • Hedge Fund Legal & Compliance Digest
  • HFM Global
  • HFM Week
  • The Hedge Fund Law Report
  • Law360
  • Legaltech News
  • New York Law Journal
  • NSCP Currents
  • The Practising Law Institute
  • ThinkAdvisor
  • Wall Street Lawyer
  • Wolters Kluwer Federal Securities Law Reports
  • Wolters Kluwer Insights
  • Wolters Kluwer Securities Regulation Daily

Select Experience

Government Investigations and Enforcement Proceedings
  • Represents full-service investment banking and asset management firm in government investigation relating to multiple business email compromises and fraudulent wire transfers resulting from phishing attacks.
  • Represents payment processing company in government investigation relating to merchant agreements.
Regulatory Counseling and Transactions
  • Seconded to investment management client as in-house counsel working directly with General Counsel, Chief Operating Officer and Chief Compliance Officer on structuring foreign and domestic investment offerings, negotiating proprietary investments and seeding of emerging third-party hedge fund managers, and advising on various litigation and regulatory issues.
  • Advises private equity fund and other sophisticated investors on debt and equity investments in venture capital firm, emerging broker-dealer, and franchises.
Internal Investigations
  • Conducts incident responses for investment advisers, broker-dealers, public companies, and other regulated businesses that are victims of cyberattacks, including DDoS, phishing, and ransomware attacks, by advising them of their reporting and notification obligations and appropriate remediation steps.
  • Conducted an expedited internal investigation of a registered investment adviser involving coordination with law enforcement personnel, its auditor and the SEC, and devising and overseeing the implementation of remedial measures. No investigation was initiated by the SEC, and no charges were brought against the adviser or its senior management.
More »

Experience

Government Investigations and Enforcement Proceedings
  • Represents full-service investment banking and asset management firm in government investigation relating to multiple business email compromises and fraudulent wire transfers resulting from phishing attacks.
  • Represents payment processing company in government investigation relating to merchant agreements.
  • Guided a global pharmaceutical company through an SEC investigation of alleged insider trading.
  • Achieved a no-admission settlement of an SEC municipal bond disclosure investigation of a state issuer involving extensive Wells process. No civil penalty or independent compliance consultant was imposed.
  • Obtained a no-admission settlement for a registered investment adviser in connection with an SEC enforcement action brought in federal court.
  • Obtained a favorable FINRA settlement for a broker-dealer and its executives relating to its private-offering disclosures, sales practices and supervisory systems. No charges were brought against the senior management.
  • Obtained a favorable SEC settlement for a foreign individual to resolve a microcap stock market manipulation investigation involving a Wells submission and expedited settlement negotiations.
  • Guided individuals, including a hedge fund CEO, through various DOJ and SEC investigations of alleged insider trading. The investigations were terminated favorably for all clients.
  • Guided a global investment bank through a DOJ investigation of a private equity investment. The investigation was terminated favorably for the client.
  • Part of defense team that represented sitting Congressman in parallel criminal and civil proceedings involving insider trading and false statement charges.
  • Represents individual in parallel DOJ and SEC investigations of suspected market manipulation.
Regulatory Counseling and Transactions
  • Seconded to investment management client as in-house counsel working directly with General Counsel, Chief Operating Officer and Chief Compliance Officer on structuring foreign and domestic investment offerings, negotiating proprietary investments and seeding of emerging third-party hedge fund managers, and advising on various litigation and regulatory issues.
  • Advises private equity fund and other sophisticated investors on debt and equity investments in venture capital firm, emerging broker-dealer, and franchises.
  • Advises on the structuring and formation of private equity and hedge funds for emerging managers.
  • Advises on Regulation Systems Compliance and Integrity (“Regulation SCI”) compliance for vendors to SCI entities.
  • Counseled registered investment advisers and broker-dealers in connection with SEC examinations – focusing on valuation, trade execution, marketing disclosures, and compliance with data privacy and security, Regulation S-P, Regulation S-ID, and the Business Continuity and Custody Rules – by preparing executives for and representing them during regulatory interviews, supervising document collection and production, and guiding clients’ responses to the questions and concerns of the SEC’s Office of Compliance Inspections and Examinations (OCIE). None of the examinations were referred to the Division of Enforcement.
  • Counsels investment advisers on Form ADV and Form CRS disclosures.
  • Advised a global investment bank in connection with an SEC examination of its municipal securities business relating to parallel investigations conducted by various federal and state regulators.
  • Represented a global investment bank in connection with various FINRA irregular trading inquiries.
  • Advises financial services firms on federal and state data privacy and cybersecurity regulations, including revising policies and procedures, drafting incident response plans, conducting tabletop exercises and training, negotiating agreements with service providers, and updating disclosures relating to risks and incidents.
  • Advised Fortune 50 company on data privacy and cybersecurity compliance in connection with acquisition of regulated business.
  • Advises DFS licensees on whether certain incidents constitute Cybersecurity Events for purposes of notifying the Superintendent.
  • Obtained expungement of reference to FINRA arbitration proceeding from Central Registration Depository (CRD) records of broker-dealer’s top-performing financial advisors involving successful motion to confirm arbitration award in state court and negotiations with state financial regulator.
  • Drafted policies and procedures for registered investment advisers, including with respect to whistleblowers, personal devices (BYOD), and personal trading.
  • Advises emerging technology businesses on application of federal securities laws, BSA, and AML regulations with respect to blockchain applications, smart contracts, and token creation and distributions.
  • Drafted AML policies for cryptocurrency funds and advised on compliance with BSA and AML regulations.
  • Drafted political contribution policy for asset manager to comply with federal and state pay-to-play rules.
Internal Investigations
  • Conducts incident responses for investment advisers, broker-dealers, public companies, and other regulated businesses that are victims of cyberattacks, including DDoS, phishing, and ransomware attacks, by advising them of their reporting and notification obligations and appropriate remediation steps.
  • Conducted an expedited internal investigation of a registered investment adviser involving coordination with law enforcement personnel, its auditor, and the SEC, and devising and overseeing the implementation of remedial measures. No investigation was initiated by the SEC, and no charges were brought against the adviser or its senior management.
  • Conducted an internal investigation of a global investment bank relating to a private equity offering.
  • Conducted an internal investigation of a global investment bank relating to alleged misappropriation of trade secrets.
Commercial Litigation
  • Obtained an arbitration award for a real estate investment and finance company granting specific performance of a disputed joint venture agreement relating to a portfolio of Manhattan properties with an approximate value of $500 million. After significant motion practice and hearings before the Commercial Division of the Supreme Court of the State of New York and Judicial Arbitration and Mediation Services (JAMS), including temporary restraining order (TRO) proceedings and a five-day trial before JAMS.
  • Won summary judgment for a real estate merchant bank dismissing claims relating to a joint venture investment in a Chicago skyscraper. The representation involved significant motion practice and hearings, including TRO proceedings, before the Commercial and Appellate Divisions of the Supreme Court of the State of New York.
  • Represented private equity fund in third party discovery in patent litigation involving one of its cybersecurity portfolio companies.
  • Achieved settlement of parallel proceedings before the U.S. District Court for the Southern District of New York and the Commercial Division of the Supreme Court of the State of New York involving more than $30 million in creditor claims.
  • Achieved settlement of misappropriation of trade secrets and other commercial claims against an investment management firm and its principal in the Commercial Division of the Supreme Court of the State of New York for a fraction of the demand amount after winning dismissal of most of the claims, barring most of the damages, and staying discovery for over one year.

Recognitions and Memberships

Recognitions

  • New York Metro Super Lawyers "Rising Star" (2014 to 2017)

Memberships

  • American Bar Association: Business Law Section
    • White Collar Crime Committee: Vice Chair (2018)
  • Securities Industry and Financial Markets Association: Compliance and Legal Society
  • National Society of Compliance Professionals

News

News

Press Releases

Community

  • Humanity in Action
    • Board of Directors
    • Executive Committee of the American Planning Board
    • Senior Fellow
  • Anti-Defamation League
    • Lawyers Division
    • Glass Leadership Institute (2017 to 2018)
    • NextGen Board: Lawyers Chair (2018 to 2020)

Pro Bono

  • Defending undocumented minor in removal proceedings.
  • Defended the City of New York in depositions conducted in connection with a class action gender discrimination case.
  • Obtained vacatur and dismissal of a half-million-dollar default judgment erroneously entered against an indigent client.
  • Won asylum for a Nepalese democratic student leader who was persecuted by Maoist paramilitary groups.
  • Represented indigent criminal defendants before the U.S. District Court for the Southern District of New York, including probation interviews and plea allocution and sentencing hearings.
  • Advised the Rwandan government on the transition of cases from the International Criminal Tribunal for Rwanda to the court system in Rwanda.
  • Advised an international nonprofit on trademark, information governance, data privacy, employment, and corporate governance.
  • Counseled various public interest and municipal groups on federal harboring laws.

Industries

Prior Positions

  • United Nations International Criminal Tribunal for the Former Yugoslavia, Office of the Prosecutor: Intern
  • U.S. Court of International Trade, Chief Judge Donald Pogue: Intern

Admissions

  • U.S. District Court, Southern District of New York, 2009
  • U.S. District Court, Eastern District of New York, 2009
  • New York, 2007

Education

  • J.D., American University Washington College of Law, 2006, cum laude, American University Law Review, American University Mediation Services, Legal Rhetoric Dean's Fellow
  • B.A., Emory University, 2003, IBM T.J. Watson Scholar

Blog

In The Blogs

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Blockchain Monitor
New York Appellate Court Confirms Attorney General's Broad Investigative Powers into the Cryptocurrency Industry
By Jonathan A. Forman, Teresa Goody Guillén, Robert A. Musiala Jr.
July 15, 2020
On July 9, the Appellate Division of the Supreme Court of New York, First Department (First Department) issued a significant decision in James v. iFinex that confirmed the broad authority of the New York State Attorney General (NYAG) to...
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Blockchain Monitor
SEC and Kik Present Competing Arguments on Application of Securities Laws to Blockchain Tokens
By Jonathan A. Forman, Teresa Goody Guillén, Robert A. Musiala Jr.
May 20, 2020
On May 8, 2020, the U.S. Securities and Exchange Commission (SEC) and Kik Interactive Inc. (Kik) finished briefing their cross motions for summary judgment, which were previously filed on March 20, with opposition briefs filed on April 24...
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Blockchain Monitor
Court Applies Single Scheme Theory To Grant the SEC's Preliminary Injunction in Telegram Cryptocurrency Case
By Jonathan A. Forman, Adam D. Gale, John M. Gherlein, Teresa Goody Guillén, John J. Harrington, Robert A. Musiala Jr.
April 2, 2020
On March 24, Judge P. Kevin Castel of the U.S. District Court for the Southern District of New York granted the Securities and Exchange Commission’s (SEC) motion for a preliminary injunction in the closely followed Telegram case. The...
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Data Counsel
Cybersecurity Remains a Top SEC Examination Priority in the New Decade
By Jonathan A. Forman
January 10, 2020
It may be a new decade, but the focus of the Securities and Exchange Commission (SEC) on cybersecurity has not shifted. In particular, the SEC noted in its 2020 Examination Priorities that the Office of Compliance Inspections and...
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Data Counsel
SEC Updates Data Privacy and Cybersecurity Guidance for Registered Firms
By Jonathan A. Forman, Matthew B. Friedman
April 22, 2019
On April 16, 2019, the Office of Compliance Inspections and Examinations (OCIE) of the Securities and Exchange Commission (SEC) issued a risk alert, “Investment Adviser and Broker-Dealer Compliance Issues Relating to Regulation S-P –...
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