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Sunday, April 26, 2026

SEC’S $9 Million Award: The Promise And Hurdles For ... - JD Supra

On July 12, 2023, the Securities and Exchange Commission (SEC) awarded $9 million to a whistleblower who submitted a tip through the SEC’s Whistleblower Program. Per agency policy, the Award Order is heavily redacted and does not reveal the nature of the enforcement action, let alone the whistleblower’s identity. The Award Order is notable, however, as it explains that the whistleblower worked in a compliance or internal audit role (“compliance/audit”), and such individuals are subject to special rules under the SEC Whistleblower Program regulations.

Typically, a whistleblower (be it a corporate insider or outsider) can go directly to the SEC, submit a tip, and remain eligible for an award. Thus, in most cases there is no requirement to report the misconduct internally to obtain an award. But that is not the case for certain designated classes of individuals, including “employee[s] whose principal duties involve compliance or internal audit responsibilities, or [who are] employed by or otherwise associated with a firm retained to perform compliance or internal audit functions for an entity.” 17 C.F.R. § 240.21F-4(b)(4)(iii)(B).

For such compliance/audit personnel to remain eligible for an award, the whistleblower generally must report his or her concerns to the company’s “audit committee, chief legal officer, chief compliance officer (or their equivalents), or his or her supervisor” and then wait 120 days before submitting a tip to the SEC. § 240.21F-4(b)(4)(v) (providing...



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