8-KOther Events

STATE STREET CORP 8-K Report, Corporate Update (Jun 18, 2015)

Filed June 18, 2015For Securities:STTSTT-PG

Summary

State Street Corporation (STT) announced on June 18, 2015, that it has received a "Wells" notice from the U.S. Securities and Exchange Commission (SEC) enforcement staff. This notice signifies the SEC staff's intention to recommend that the Commission authorize a civil enforcement action against State Street. The investigation pertains to the company's past solicitation of asset servicing business for public retirement plans, with a specific focus on relationships with certain clients in two states prior to 2011. The SEC's investigation, which has been previously disclosed, centers on State Street's use of consultants and lobbyists, including political contributions made by a consultant during and after a public bidding process. The potential violations cited by the SEC staff relate to Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. State Street has confirmed its intention to submit a response to the Commission regarding the SEC staff's position, utilizing the opportunity provided by the Wells notice.

Key Highlights

  • 1State Street Corporation received a "Wells" notice from the SEC enforcement staff on June 18, 2015.
  • 2The notice indicates the SEC staff intends to recommend a civil enforcement action against the company.
  • 3The investigation concerns the solicitation of asset servicing business for public retirement plans.
  • 4Specific focus is on client relationships in two states during a period ending in 2011.
  • 5The inquiry involves the use of consultants and lobbyists, including political contributions by a consultant.
  • 6Potential alleged violations include Sections 17(a) of the Securities Act of 1933 and 10(b) of the Securities Exchange Act of 1934 (Rule 10b-5).
  • 7State Street intends to submit a response to the SEC Commission.

Frequently Asked Questions

A "Wells" notice is a communication from the SEC enforcement staff to a company or individual, informing them that the staff intends to recommend that the Commission authorize the commencement of an enforcement action against them. It provides an opportunity for the recipient to submit a written statement explaining their position to the SEC before any action is taken.

The investigation focuses on State Street's solicitation of asset servicing business for public retirement plans, particularly its relationships with certain clients in two states up to 2011. This includes the use of consultants and lobbyists, and instances of political contributions by a consultant during and after a public bidding process.

The SEC staff intends to allege violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. These sections generally relate to fraud and misstatements in connection with the offer, purchase, or sale of securities.

State Street Corporation has stated its intention to submit a response to the SEC Commission. This submission is an opportunity for the company to present its perspective and arguments to the Commission before any decision is made regarding an enforcement action.