Co-chair of the firm’s Securities Litigation Group, Ryan Keats represents companies and their officers and directors in securities class actions, SEC investigations, shareholder derivative lawsuits, and other high-stakes litigation.

Ryan represents issuers facing disputes with their shareholders in state and federal courts across the country. His representations routinely include securities class actions, derivative lawsuits, securities fraud allegations, insider trading claims, and shareholder books and records demands. Ryan’s practice is complemented by his representation of issuers and executives in connection with internal investigations and government inquiries, as well as in litigation brought by the Securities and Exchange Commission (SEC) and other government regulators. Ryan is sought after for his ability to prevail on motions to dismiss, at summary judgment, on the merits, and on appeal.

Ryan draws on his litigation experience to advise companies and their executives regarding anticipated adverse disclosures so that they can mitigate the risks before disputes arise. His clients come from a broad range of industries, including computer software, consumer products, energy, financial services, life sciences, and manufacturing.

Ryan is a fellow of the American Bar Foundation. He is the current Vice Chair of the Litigation Section Executive Committee of the Bar Association of San Francisco. Ryan is also a member of the Development Committee of the Bay Area Discovery Museum.

Representative Experience

Securities Class Actions

• Cloudera and certain of its officers and directors in securities class actions in California federal and state court. Won motion to dismiss in federal court, which was upheld on appeal. Won motion for summary judgment as to all claims in state court.
• Former CFO in a securities class action and SEC lawsuit arising out of accounting restatement.
• LeapFrog in a securities class action relating to a product launch and accounting disclosures.
• Maxeon and its executives in a securities class action currently pending in the Northern District of California relating to its projections of future liquidity and relationship with SunPower.
• RH and certain of its executives in a securities class action relating to the launch of a new product line and its inventory levels.

Shareholder Derivative Actions

• Fitbit and certain of its directors and officers in connection with a shareholder derivative suit in the Delaware Court of Chancery. Following a successful bifurcation motion prioritizing discovery into plaintiffs’ standing, negotiated a settlement on favorable terms.
• Hortonworks and certain of its directors and officers in connection with a shareholder derivative suit in the Delaware Court of Chancery. Won motion to dismiss with prejudice.
• Zynga and certain of its directors and officers in connection with a shareholder derivative suit on appeal to the Delaware Supreme Court.

Deal Litigation

• SoftBank Group Corp. in lawsuits brought by WeWork co-founder Adam Neumann and a special committee of WeWork’s board of directors seeking $3 billion in damages. Plaintiffs alleged that SoftBank improperly failed to close a tender offer for WeWork shares and alleged that SoftBank breached fiduciary duties owed to other WeWork stockholders. The novel, high-profile case was litigated on a compressed schedule, with trial set less than a year after the complaint was filed. The parties settled two weeks before trial, and the settlement helped pave the way for WeWork’s go-public transaction through a SPAC merger.
• Leading financial institution in successfully defending against breach of contract claims arising from a spinout transaction. Secured a complete defense victory following a two-week arbitration hearing.

Government Investigations

• Chief Financial Officer in connection with SEC investigation concerning IPO projections. The SEC did not charge our client.
• Telecommunications company in anti-bribery investigations involving the company’s activities in Europe and the Middle East. The SEC and Department of Justice (DOJ) did not charge the client.