SEC v. Brian J. Suthoff, No. LR-26466, District of Massachusetts (Jan. 26, 2026) — Press Release
raw: Brian J. Suthoff
Brian J. Suthoff, No. LR-26466 (Jan. 26, 2026)
summary
Brian J. Suthoff settled SEC insider trading charges for misappropriating non-public FDA news to avoid $19,680 in losses, resulting in a multi-thousand dollar penalty and a five-year officer/director bar.
paragraph
Brian Suthoff faced SEC charges for violating Section 10(b) of the Securities Exchange Act and Rule 10b-5 regarding Sage Therapeutics, Inc. He avoided $19,680 in losses by liquidating shares ahead of a 53% stock price drop following negative FDA news. The settlement requires Suthoff to pay $19,680 in disgorgement, $3,345.67 in interest, and a $19,680 civil penalty, alongside a five-year officer and director bar.
narrative
The SEC filed a settled action against Massachusetts resident Brian J. Suthoff for insider trading involving Sage Therapeutics, Inc. Suthoff allegedly misappropriated material non-public information from a Sage insider regarding an unfavorable FDA decision on a major depressive disorder drug. By trading on this information, he avoided $19,680 in losses before the company's stock price plummeted by 53%. To resolve the charges, Suthoff consented to a judgment without admitting or denying the allegations. The settlement includes a permanent injunction, a five-year bar from serving as a public company officer or director, and total payments exceeding $42,000 in disgorgement, interest, and penalties. The investigation was conducted by the SEC’s Boston Regional Office with assistance from FINRA.
Classified insider-trading(confidence 99%). EDGAR detection: forms 4/3/5/144· recall 81% / precision 19%. detection rule →
Parties
Securities and Exchange CommissionBrian J. Suthoff
Keywords
suthoffsecsagebrian suthoffsecurities exchangesecuritiesexchangeinsiderfdabriantradingjanuary securitiesexchange commissionaction massachusettsmassachusetts resident
Exhibits & Attached Documents (1)
Extracted insights
Dollar amounts 4
- $20K $20,000 $10K–$100K
- $20K $19,680 $10K–$100K
- $20K $19,680 $10K–$100K
- $3K $3,345 <$10K
Entities 8
- person brian j. suthoff
- person celia moore
- person fda position
- person final judgment
- person sage insider
- person sage shares
- agency sec investigation
- agency Securities and Exchange Commission
Triples 12
- SEC Filed Settled Action Brian J. Suthoff
- Brian J. Suthoff Avoided Losses $20,000
- Brian J. Suthoff Consented To Entry Of Judgment
- Brian J. Suthoff Owed Duty Sage Insider
- Sage Insider Learned Information FDA Position
- FDA Stricken MDD Proposed Label Listing
- Brian J. Suthoff Misappropriated Information Non-Public Information
- Brian J. Suthoff Liquidated Shares Sage Shares
- SEC Charges Brian J. Suthoff
- Final Judgment Orders Disgorgement Of $19,680.00
- Cassandra Arriaza And Jeffrey Cook Conducted SEC Investigation
- Celia Moore Supervised SEC Investigation
PDF (from attached: complaint)
Text layers
Extracted body text (2,786c)
U.S. SECURITIES AND EXCHANGE COMMISSIONLitigation Release No. 26466 / January 26, 2026Securities and Exchange Commission v. Brian J. Suthoff, No. 26-cv-10350 (D. Mass. filed Jan. 26, 2026)SEC Files Settled Action as to Massachusetts Resident for Alleged Insider Trading in Massachusetts-Based Biopharmaceutical CompanyOn January 26, 2026, the Securities and Exchange Commission filed a settled insider trading action as to Massachusetts resident Brian Suthoff, who allegedly avoided losses of almost $20,000 by trading ahead of negative news announced by Cambridge, Massachusetts-based biopharmaceutical company Sage Therapeutics, Inc. Suthoff consented to the entry of a judgment without admitting or denying the SEC’s allegations.According to the SEC’s complaint, in June 2023, Suthoff owed a duty of trust and confidence to a Sage insider who learned material non-public information regarding the FDA’s position on Sage’s application for approval of its drug for the treatment of major depressive disorder (MDD). The SEC alleges that in the days leading up to Suthoff’s trade, the insider learned on an “extremely restricted” basis that the FDA had just stricken MDD entirely from the proposed label listing approved uses of the drug, attended committee meetings about the FDA’s comments regarding the proposed label, and received emails imposing special confidentiality restrictions and a special blackout period on the trading of Sage securities given the FDA developments. As alleged, Suthoff misappropriated the non-public information from the insider and then—in advance of Sage’s August 4, 2023 announcement that the FDA had denied approval of Sage’s primary drug candidate for the treatment of MDD—liquidated all the Sage shares he had held for more than two years. The SEC alleges that Suthoff avoided losses of $19,680 when Sage’s share price dropped 53% following the announcement.The SEC’s complaint, filed in the U.S. District Court for the District of Massachusetts, charges Suthoff with violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Without admitting or denying the Commission’s allegations, Suthoff consented to the entry of a final judgment, subject to court approval, which would permanently enjoin him from violating Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; order him to pay disgorgement of $19,680.00, prejudgment interest of $3,345.67, and a civil penalty of $19,680.00; and impose on him a five-year bar from serving as an officer or director of any public company.The SEC’s investigation was conducted by Cassandra Arriaza and Jeffrey Cook, under the supervision of Celia Moore of the SEC’s Boston Regional Office. The SEC appreciates the assistance of the Financial Industry Regulatory Authority.
OCR text (2,786c · html-text · 99% conf)
U.S. SECURITIES AND EXCHANGE COMMISSIONLitigation Release No. 26466 / January 26, 2026Securities and Exchange Commission v. Brian J. Suthoff, No. 26-cv-10350 (D. Mass. filed Jan. 26, 2026)SEC Files Settled Action as to Massachusetts Resident for Alleged Insider Trading in Massachusetts-Based Biopharmaceutical CompanyOn January 26, 2026, the Securities and Exchange Commission filed a settled insider trading action as to Massachusetts resident Brian Suthoff, who allegedly avoided losses of almost $20,000 by trading ahead of negative news announced by Cambridge, Massachusetts-based biopharmaceutical company Sage Therapeutics, Inc. Suthoff consented to the entry of a judgment without admitting or denying the SEC’s allegations.According to the SEC’s complaint, in June 2023, Suthoff owed a duty of trust and confidence to a Sage insider who learned material non-public information regarding the FDA’s position on Sage’s application for approval of its drug for the treatment of major depressive disorder (MDD). The SEC alleges that in the days leading up to Suthoff’s trade, the insider learned on an “extremely restricted” basis that the FDA had just stricken MDD entirely from the proposed label listing approved uses of the drug, attended committee meetings about the FDA’s comments regarding the proposed label, and received emails imposing special confidentiality restrictions and a special blackout period on the trading of Sage securities given the FDA developments. As alleged, Suthoff misappropriated the non-public information from the insider and then—in advance of Sage’s August 4, 2023 announcement that the FDA had denied approval of Sage’s primary drug candidate for the treatment of MDD—liquidated all the Sage shares he had held for more than two years. The SEC alleges that Suthoff avoided losses of $19,680 when Sage’s share price dropped 53% following the announcement.The SEC’s complaint, filed in the U.S. District Court for the District of Massachusetts, charges Suthoff with violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Without admitting or denying the Commission’s allegations, Suthoff consented to the entry of a final judgment, subject to court approval, which would permanently enjoin him from violating Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; order him to pay disgorgement of $19,680.00, prejudgment interest of $3,345.67, and a civil penalty of $19,680.00; and impose on him a five-year bar from serving as an officer or director of any public company.The SEC’s investigation was conducted by Cassandra Arriaza and Jeffrey Cook, under the supervision of Celia Moore of the SEC’s Boston Regional Office. The SEC appreciates the assistance of the Financial Industry Regulatory Authority.