James K. Goldfarb

Partner

I help clients achieve their business goals by efficiently resolving securities and commercial lawsuits and removing regulatory obstacles.

James defends corporations, financial institutions, and their executives in securities class actions and commercial disputes in state and federal court. He uses his experience and specialized knowledge of the securities laws and financial products to achieve early dismissal, defeat class certification, or negotiate within-coverage settlements of 1933 Act, 1934 Act, Blue Sky, and common law claims.

James also advises international clients from Europe, Japan, and the Middle East on how to achieve their U.S. business goals by identifying and addressing U.S. litigation and regulatory risk.

James was a shareholder at McGonigle, P.C., before the firm combined with Davis Wright Tremaine.

Practice Highlights

Securities litigation

James brings more than two decades of experience defending public and private companies and their executives in individual and class actions alleging violations of the 1933 Act and 1934 Act, frequently obtaining complete or partial early-stage dismissals or pennies-on-the-dollar settlements.

Financial products litigation

In the wake of the financial crisis, James successfully defended non-prime mortgage originators in RMBS-related disputes involving repurchase, securities, and indemnification claims. He also has represented clients in litigation and work-out negotiations involving complex financial products, such as CDOs and derivatives.

Complex commercial litigation

James has successfully defended Fortune 100 companies and major professional services firms facing claims ranging from breach of contract to common law fraud and professional malpractice.

Executive Representations in Securities Litigation

CEO of a biologics company

Defended CEO of biologics company in securities class action and shareholder derivative litigation. Both settled on favorable terms with no payment by client.

CFO and independent board members of a telecommunications company*

Defended CFO and board members in securities and derivative lawsuits arising from alleged misstatements in the company's periodic disclosures.

CFO of a government-sponsored entity (GSE)*

Defended CFO in three putative class actions alleging violations of the 1934 Act arising from the GSE's financial disclosures. Obtained complete dismissals in two of the actions, one on summary judgment, the other on a motion to dismiss. Defeated motions for class certification by showing that the plaintiffs failed to prove that Freddie Mac common and preferred shares traded in an efficient market. See Ohio Pub. Employees Ret. Sys. v. Fed. Home Loan Mortg. Corp., No. 08-cv-160, 2018 WL 3861840 (N.D. Ohio Aug. 14, 2018); Kreysar v. Syron, 281 F.R.D. 174 (S.D.N.Y. 2012).

Former CFO of private equity firm*

Defended former CFO in federal and state lawsuits alleging securities fraud, common law fraud, and breach of fiduciary duty arising from alleged misstatements in offering documents. Secured the client's voluntary dismissal from each action.

*Denotes an attorney's experience prior to joining Davis Wright Tremaine

Financial Institution Representations in Securities Litigation

Market maker

Defended a market maker in a meme craze-related securities fraud lawsuit alleging market manipulation and misrepresentation, fiduciary duty breaches, regulatory violations, and antitrust violations. Obtained a complete dismissal on the pleadings. See Mathew v. Citigroup Global Mrkts. Inc., No. 23-cv-12302, 2024 WL 3030513 (D. Mass. June 17, 2024).

Principal underwriter/distributor

Defended an underwriter/distributor in three lawsuits alleging 1933 Act and 1934 Act claims arising from the collapse of the Infinity Q mutual fund in 2021, including class actions under federal and New York state law. The actions were settled on very favorable terms.

Investment bank*

Defended investment bank in multiple actions alleging violations of the 1934 Act, the Blue Sky law of a dozen states, and the common law arising from the issuance of asset-backed securities. Obtained a partial dismissal of the Blue Sky law claims. See In re Nat'l Century Enter., Inc., Investment Litig., 541 F. Supp. 2d 986 (S.D. Ohio 2007).

Investment banks*

Defended four investment banks in a putative class action alleging violations of the 1933 Act and 1934 Act arising from underwriting a pharmaceutical company's securities. Obtained the complete dismissal of the Rule 10b-5 claims and the voluntary withdrawal of the 1933 Act claims.

Investment bank*

Represented an investment bank in an interpleader action concerning the proper distribution of CDO proceeds.

*Denotes an attorney's experience prior to joining Davis Wright Tremaine

Corporate Representations in Securities Litigation

Fortune 10 energy company*

Defended Fortune 10 energy company and its chief executive in a putative class action alleging violations of the 1934 Act arising from disclosures about an impending merger.

Pharmaceutical company*

Defended pharmaceutical company in a putative class action alleging violations of the 1934 Act. After the company's carrier entered receivership, presented the action to an arbitrator and achieved resolution at a fraction of the alleged damages.

Fortune 100 telecommunications company*

Defended Fortune 100 telecom company in a breach of contract action in connection with an alleged guarantee, by the company, of its subsidiary's obligations under a leasing arrangement. Obtained a complete dismissal.

*Denotes an attorney's experience prior to joining Davis Wright Tremaine

Admitted to Practice

New York
U.S. District Court, Southern District of New York
U.S. District Court, Eastern District of New York
U.S. Court of Appeals, 2nd Circuit
U.S. Supreme Court

Education

J.D. and LL.M., International and Comparative Law, Duke University School of Law, 1999
M.Sc., International Relations, London School of Economics, 1997
A.B., History, Washington University in St. Louis, 1992,
magna cum laude
- Phi Beta Kappa

Memberships & Affiliations

- Former co-chair, Class Action and Structured Financial Products subcommittees of the Securities Litigation Committee, American Bar Association Litigation Section
- Past member, Securities Litigation Committee, New York City Bar Association
- Member, Securities Editorial Advisory Board, Law360, 2016