1. What is loss causation?

2. What are the elements of a private security fraud claim under Rules 10(b) and 10b-5? How do these elements differ from fraud as used in tort law and in contract law?

An investor, on behalf of itself and others similarly situated, filed putative securities fraud class action against corporation and its chief executive officer (CEO) during the class period, seeking to recover from defendants on fraud-on-the-market theory. The U.S. Supreme Court held that the plaintiff need not prove loss causation at the certification stage.