Bryan B. House

Bryan B. House is a partner with Foley & Lardner LLP and a member of the firm’s Securities Enforcement & Litigation; Environmental, Social, Corporate Governance (ESG); and Government Enforcement Defense & Investigations Practices. He is the chair of the Milwaukee Litigation Department. With more than 25 years of experience, Bryan focuses his practice on securities litigation, internal investigations, securities enforcement proceedings, and whistleblower matters.

Bryan’s securities litigation experience includes representation of public companies and their directors and officers in class action litigation. These representations regularly involve defending class actions challenging merger transactions and proxy disclosures under state fiduciary duty law and the federal securities laws. Bryan has also represented corporate clients and their officers and directors in “stock-drop” and other federal class actions alleging violations of Rule 10b-5.

Bryan also has represented public and private companies, audit committees, special committees, officers and directors in connection with internal investigations and shareholder demands regarding a variety of state law, federal securities law, and whistleblower matters. In addition to representing independent committees, he has represented companies in forming such committees to review shareholder demands.

Bryan has represented a variety of clients, including public companies, broker-dealers, underwriters, issuers, attorneys, auditors, and officers and directors, in enforcement matters before the Securities and Exchange Commission, the Department of Justice and self-regulators, including FINRA. These matters have included such diverse topics as accounting irregularities, audit failures, insider trading, market timing, options backdating, subprime loans, and the Foreign Corrupt Practices Act. Bryan has twice served on an independent consultant team approved by the SEC to provide reports regarding an issuer’s compliance with an SEC settlement. In addition, he has served on an independent monitor team approved by the SEC and DOJ resulting from a settlement of FCPA and Investment Advisers Act of 1940.

Representative Experience

• In re Nat'l Research Corp. S’holder Litig., No. 4:17-CV-441, 2018 WL 4915836 (D. Neb. Oct. 9, 2018) (dismissing claims brought under Section 14(a) of the Securities Exchange Act and state law breach of fiduciary duty claim arising from recapitalization of controlled company)
• Charles Almond v. Glenhill Advisors LLC, 2018 WL 3954733, at *24 (Del. Ch. Aug. 17, 2018) (post-trial decision in favor of public company client regarding claims arising from merger)
• Wyche v. Advanced Drainage Systems, No. 15 Civ. 5955, 2017 WL 971805 (S.D.N.Y. Mar. 10, 2017), aff’d, 710 Fed. App’x 471 (2d Cir. 2017)
• Gumm v. Johnson Controls, Inc., No. 16-CV-1093, 2017 WL 384340 (E.D. Wis. Jan. 25, 2017) (denying preliminary injunction to enjoin required tax treatment to shareholders resulting from “inversion” merger transaction)
• Bear Development, LLC v. City of Kenosha, 822 F. Supp.2d 865 (E.D. Wis. 2011) (granting developer summary judgment on breach of contract claim against municipality)
• Cordes & Company Financial Services, Inc. v. A.G. Edwards & Sons, 502 F.3d 91 (2d Cir. 2007) (class certification motion in antitrust action relating to initial public offering fees)
• In the Matter of Robert W. Armstrong III, Initial Dec. Release No. 248, Admin. Proceeding File No. 3-9793, 2004 SEC LEXIS 789 (April 6, 2004), on appeal, Release No. 34-51920, 58 SEC 542, 2005 SEC LEXIS 1497 (June 24, 2005) (decisions after eight-day administrative hearing regarding alleged fraud and books and records violations)
• SEC v. KPMG LLP, No. 03-Civ. 671, 2003 WL 21998052 (S.D.N.Y. Aug. 22, 2003) (motion to dismiss claims against defendant auditor)
• SEC v. Dowdell, 175 F. Supp.2d 850 (W.D. Va. 2001) (preliminary injunction motion related to alleged Ponzi scheme)
• In re Initial Public Offering Sec. Litig., 174 F. Supp. 2d 70 (S.D.N.Y. 2001) (disqualification motion involving one of the largest class actions in the history of the financial industry)
• First Commercial Fin. Group, Inc., No. 98-1060, 1999 WL 164924 (7th Cir. Mar. 17, 1999) (dismissing fraud claim against Futures Commission Merchant)
• Isermann v. MBL Life Assur. Corp., 231 Wis. 2d 136, 605 NW 2d 210 (Wis. App. 1999) (affirming dismissal of bad faith and breach of contract claims against insurance company in out-of-state rehabilitation proceedings)
• Badger III Ltd. v. Howard, Needles, Tammen & Bergendoff, 196 Wis. 2d 891, 539 N.W.2d 904 (Wis. App. 1995) (dispute regarding real estate brokerage fee)

Presentations and Publications

• Quoted, “Whistle-Blower Ruling Could Boost Compliance Costs,” Agenda Week, March 2018 (subscription required for access)
• Quoted, “What the Digital Realty Trust Decision Means for FCPA Compliance,” The Anti-Corruption Report, March 2018 (subscription required for access)
• Co-author, "Federal Securities Exchange Act of 1934 treatise," published by Matthew Bender, last updated 2018
• “Whistle-Blowers Must Report to SEC for Dodd-Frank Retaliation Protection,” SHRM, February 2018
• Co-author, "Securities Enforcement: Counseling and Defense treatise," published by Matthew Bender, last updated 2017
• Quoted, “SEC Clarifies DF Whistle-Blower Protections,” Bloomberg BNA Securities Regulation & Law Report August 2015
• Quoted, “Whistleblower Laws Abroad Remain Weak and Untested,” Compliance Week, April 2015
• Quoted, “Compliance Official Who Exposed Possible Misconduct Sees $1M WB Award,” Bloomberg BNA Securities Regulation & Law Report article April 2015
• Quoted, “With SEC on the Prowl, Companies Should Comprehensively Review Worker Pacts,” Bloomberg BNA, March 2015
• Quoted, “SEC Clarifies DF Whistle-Blower Protections,” Bloomberg BNA Securities Regulation & Law Report, August 2015 
• Quoted, “Whistleblowers Stand to Reap the Benefits with Possibility of Higher Payouts,” InsideCounsel, September 2014
• “The Fact Pattern Behind the Boeing Class Action Grounding,” Law360, April 2, 2013
• Author, “Despite Confusion Regarding Key Whistleblower Statutes, Companies Must Be Prepared,” published for the Wisconsin Chapter of Association of Corporate Counsel, 2013
• "Case Study: SEC V. Koss." Securities Law360, February 2012
• Quoted, “Federal judge delays settlement of SEC case against Koss Corp.," Business Journal of Milwaukee, December 2011

Recognition

• Selected as a 2023 "Litigation-Securities Lawyer of the Year" by Best Lawyers
• Selected by his peers for inclusion in The Best Lawyers in America© in the field of Litigation-Securities (2019-2021, 2023)

Education

• University of Minnesota Law School (J.D., cum laude, 1993)
• Indiana University (B.A., 1990)
  • Member, Phi Beta Kappa

Admissions

Bryan is admitted to the bar in Wisconsin and the District of Columbia, as well as numerous federal district and appellate courts.