Toby M. Galloway
Shareholder; Co-Chair, Securities Litigation & Enforcement
Toby Galloway is Co-Chair of Winstead's Securities Litigation & Enforcement Practice Group. He also practices in the areas of white-collar defense, governmental & internal investigations, and business litigation. Before developing his private practice, he served as an attorney with the United States Securities and Exchange Commission, in roles of increasing responsibility, for more than 11 years.
During his last four years at the SEC, Toby was the chief trial counsel for the Commission’s Fort Worth Regional Office. In this capacity, he supervised all litigation for a four-station region. In addition, he handled his own caseload, prosecuting civil enforcement actions involving alleged violations of the federal securities laws. He also served as a Special Assistant United States Attorney for the Northern District of Texas, prosecuting white-collar crime.
Toby routinely practices before the SEC, CFTC, FINRA, DOJ, Texas State Securities Board, and other state securities regulators, as well as the PCAOB and other regulatory and law enforcement agencies. Toby represents public companies, audit committees and special committees, hedge funds, private equity funds, asset managers, broker-dealers, registered investment advisers, accountants and lawyers, and other institutions in government investigations, securities law enforcement and litigation. He also represents aggrieved investors, and handles complex business litigation and has experience in healthcare fraud.
Lead counsel in numerous matters including:
- Obtained unanimous defense jury verdict in securities fraud case in Texas State court in which the plaintiffs sought $24 million in actual damages and unspecified punitive damages from nine former officers and directors of a public company previously listed on the NYSE. Claims included alleged violations of the Texas Securities Act and various common-law claims.
- Obtained punitive damages in FINRA arbitration on behalf of aggrieved investor.
- Represented private equity fund in SEC investigation. No charges brought. Represent former officers of public company in accounting and disclosure investigation by SEC.
- Handled federal public corruption investigation with no charges filed.
- Represent municipal advisor in SEC proceedings.
- Defended client in insider-trading investigation.
- Represent client in cryptocurrency investigation.
- Routinely represent clients before SEC, DOJ, FINRA, and various other agencies.
- Lead counsel in purported federal shareholder derivative litigation. Negotiated walk-away settlement in which the plaintiffs took nothing.
- Secured Texas State Securities Board approval to register offering of shares under "fair, just and equitable" standard set forth in Section 7 of the Texas Securities Act.
Experience at SEC:
- Tried securities fraud case against issuer of fraudulent notes in what the court described as a “quintessential Ponzi” scheme.
- Successfully handled an administrative proceeding involving fraud and failure-to-supervise claims against principal of captive broker-dealer fraudulently selling interests in oil-and-gas wells.
- Represented SEC in three-day bench trial involving deceptive market-timing mutual fund transactions executed by broker-dealer for its hedge-fund client. Court granted all relief sought by SEC.
- Lead counsel in securities fraud case against former senior executives at a prominent software company. The case involved billion-dollar restatement of financial results compounded by extensive insider trading. Secured favorable settlement for the SEC.
- Lead counsel in securities case involving five-billion-dollar round-trip energy-trading scheme by two Fortune 500 companies.
- Lead counsel in securities fraud case arising from highly structured, complex off-balance-sheet transaction by Fortune 500 company. The transaction involved improper accounting for derivatives that enabled the company to manufacture $300 million of operating cash flow.
- Lead trial counsel in emergency action involving $170 million Ponzi scheme targeting evangelical Christians. Obtained full relief sought by Commission. Parallel criminal case resulted in multiple convictions.
- Successfully prosecuted emergency insider-trading case against foreign nationals residing in Panama. Prompt action and international cooperation led to freezing $900,000 in Panamanian bank account. Obtained $1.3 million judgment resulting in recovery of 100% of insider-trading proceeds.
- Lead counsel in case involving international market-manipulation scheme. Obtained full injunctive relief, officer-and-director and penny-stock bars and disgorgement of $840,000 from Canadian citizen.
- Lead trial counsel in first insider-trading case involving the “misappropriation” theory of liability in the Fifth Circuit.
- Serving as a Special Assistant United States Attorney, prosecuted tax professional for making false statements to the SEC.
- Local counsel in misappropriation insider trading case against owner of NBA basketball team.
- Lead trial counsel in emergency action against hedge fund engaged in fraudulent foreign currency scheme. Obtained full relief and assisted criminal authorities with parallel prosecution. Recovered and returned 100% of fraudulent proceeds to investors. Given United States Attorney’s Award for the District of Connecticut for work on this case.
- Lead counsel in emergency action involving fraudulent T-Bill trading program by, among others, a former Dallas Cowboy player. Obtained full relief and returned 75% of fraudulent proceeds to investors.
- Lead counsel in emergency action against former CEO of investment firm for perpetrating Ponzi scheme that used former NFL players and Heisman Trophy winners to deceive investors. Obtained full relief for SEC. Defendant sentenced to 17 years in prison in parallel criminal proceeding.