ADMINISTRATIVE PROCEEDING
File No. 3-21789

October 30, 2023 - The Securities and Exchange Commission today announced settled insider trading charges against Joseph Conlan, of Chatham, New Jersey, for trading in the securities of GAIN Capital Holdings, Inc. ("GCAP") in advance of an announcement that Conlan's former employer, StoneX Financial (then known as INTL FCStone, Inc.) ("INTL"), had agreed to acquire all outstanding shares of GCAP stock.

The SEC's order finds that, on February 19, 2020, Conlan, who had worked at INTL as Global Head of FX Sales until August 2018, learned from a close friend and former colleague who still worked at INTL that INTL would be acquiring GCAP. According to the order, Conlan misappropriated material nonpublic information about the upcoming acquisition by purchasing GCAP stock later that day. The order finds that, when GCAP's stock price rose by approximately 66% following the February 27, 2020 acquisition announcement, Conlan obtained ill-gotten gains of $73,627.47.

The SEC's order finds that Conlan violated the antifraud provisions of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Without admitting or denying the SEC's findings, Conlan agreed to settle the charges by consenting to a cease-and-desist order, a bar from serving as an officer or director of a public company for a period of five years, and an order to pay disgorgement of $73,627.47, prejudgment interest of $12,134.41, and a civil penalty of $73,627.47.

The SEC's investigation was conducted by Derek M. Schoenmann and Lindsay Moilanen of the Enforcement Division's Market Abuse Unit and by James D'Avino of the New York Regional Office. It was supervised by Market Abuse Unit Chief Joseph G. Sansone. The SEC appreciates the assistance of the Financial Industry Regulatory Authority.