Dan Gold

Dan Gold

Partner

Email

dan.gold@aoshearman.com

Phone

+1 214 271 5821

Offices

Dallas

V-CARD
Dan focuses on securities class actions, fiduciary duty and shareholder derivative cases, internal investigations, class actions and other complex commercial litigation matters.
Recognized by Chambers USA and others for his expertise, Dan regularly represents corporations, boards of directors, officers and financial institutions in securities and shareholder litigation matters. His track record of success includes winning motions to dismiss, defeating class certification, and on more than one occasion convincing plaintiffs to walk away from claims seeking significant damages.

Expertise

Industries

Experience

Representative matters

  • The officers and directors of BlockFi, Inc. in federal securities litigation pending in New Jersey alleging the unregistered sale of securities and false and misleading statements regarding the risks of BlockFi’s products. 
  • Special Committee of the Board of Directors of an oil and gas company in conducting investigation in connection with a shareholder litigation demand.
  • Goldman Sachs and other members of the underwriting syndicate in a securities class action related to public offerings by Reata Pharmaceuticals.
  • Obtained dismissal of shareholder claims against Jefferies LLC in connection the merger of Golden Nugget Online Gaming and DraftKings Inc., a digital sports entertainment and gaming company.
  • Obtained dismissal of securities fraud claims asserted against former corporate controller of Spirit AeroSystems.
  • A plastic pipe manufacturers in the investigation and disclosure of a manufacturing issue and related litigation in California.
  • Executives in connection with bankruptcy-related claims.
  • Public companies in responding to shareholder demands for books and records.
  • Private equity buyer in post-closing indemnification litigation.
  • Investment banks in connection with non-party subpoenas.
  • Obtained dismissal for AT&T and its officers and directors of securities class actions related to alleged misstatements in connection with the company’s acquisition of Time Warner.
  • An oilfield services company against securities class actions in Colorado state and federal courts alleging misstatements in connection with the company’s initial public offering.
  • An international chemical manufacturer against putative class actions pending in Texas state and federal courts alleging violations of the federal Securities Act of 1933 in connection with two public stock offerings.
  • Obtained dismissal (and affirmance on appeal) of shareholder derivative claims against directors of Tenet Healthcare.
  • Obtained dismissal of securities class action filed against Tenet Healthcare, ExxonMobil and Supreme Industries.
  • Obtained voluntary dismissal of plaintiffs’ claims in response to summary judgment motion in a case alleging misrepresentations regarding hedge fund strategy.
  • Defense of securities class actions filed against financial services institutions including Goldman Sachs, Merrill Lynch, and Santander Consumer USA Holdings.
  • Defeated class certification for NFL in a lawsuit alleging claims of breach of contract and fraud against the NFL and the Dallas Cowboys for allegedly not providing prescribed seats to Super Bowl XLV ticketholders. Defeated individual plaintiffs’ fraud claims at jury trial.
  • Lead counsel for defendants in a putative class action alleging breach of fiduciary duty, aiding and abetting and vicarious liability in connection with the failure of a hedge fund Obtained dismissal of all claims against entity defendants and was subsequently retained to defend individual defendants. Defeated class certification and obtained voluntary dismissal of remaining claims.
  • Defended a private exploration and production company in a shareholder derivative lawsuit challenging the acquisition of oil and gas working interests.
  • Obtained complete summary judgment on behalf of a top real estate developer and related defendants in breach of contract, breach of fiduciary duty and fraud lawsuit by Mark Cuban-controlled companies and the operator of the American Airlines Center.
  • Obtained complete summary judgment on the pleadings for AT&T on claims of breach of contract, fraud and quantum meruit brought by a German investment bank. Successfully defended judgment on appeal.
  • Companies, boards, special committees and investment banks in shareholders suits in Delaware and Texas challenging mergers and acquisitions and tender offers.
  • Successfully opposed class certification in a case alleging that online college violated Texas Education Code.
  • Provider of enterprise software solutions in the Delaware Chancery Court trial and subsequent Delaware Supreme Court appeal of the first case to challenge the validity of a 4.99 percent shareholder rights plan (or net operating loss “poison pill”).
  • Hedge funds on minimizing litigation risk in connection with fund formation and structuring, exculpation and indemnification clauses and investor disputes.
  • Hedge fund in connection with clawback claims asserted by a bankruptcy trustee for debtors that invested in Ponzi scheme.
  • Board of Directors of a public company involved in merger transaction on minimizing risks and exposure of potential shareholder fiduciary duty and busted deal litigation.
  • Successfully defended adversary proceeding brought by bankruptcy trustee claiming breach of contract. After obtaining dismissal of the complaint, convinced trustee’s counsel not to pursue the claim.
  • Special Committee of the Board of Directors of a public company in investigation of alleged wrongdoing by senior management.
  • Worldwide pump manufacturer in a class action alleging securities fraud arising from accounting restatement, merger integration issues and missed earnings projections Obtained an order denying class certification and granting complete summary judgment in favor of the defendants, which was remanded for further proceedings after appeal.
  • Special Litigation Committee of one of the country’s largest temperature-controlled transportation services companies in investigating breach of fiduciary duty claims arising from related-party transactions.
  • Obtained dismissal of shareholder derivative suits in New York and Texas alleging that directors and officers breached their fiduciary duties in connection with accounting restatement, merger integration issues and missed earnings projections.
  • The former President and CFO of a public company in a securities fraud class action arising out of the alleged failure to disclose related-party transactions. 
  • High technology client in parallel securities fraud class action, derivative litigation, formal SEC inquiry and internal investigation involving alleged accounting misstatements.
  • Biotechnology client in securities fraud class action arising out of non-approval of a new drug.
  • Investment advisor in connection with SEC inquiry into “pay to play” practices involving public pension funds. Defense of an individual in SEC enforcement action alleging illegal insider trading.
  • Obtained summary judgment on behalf of the former President and CFO of a public company in a lawsuit brought by the bankruptcy trustee of a former distributor claiming fraudulent inducement and civil conspiracy. 
  • Former directors of a bankrupt company in an adversary proceeding brought by bankruptcy trustee alleging breach of fiduciary duty.

Pro bono

  • For his service commitment, Dan received the I. Zesmer Young Leadership Award from the Jewish Federation of Greater Dallas in 2019 and was honored as the Cardozo Society 2014 Young Attorney of the Year. He also serves as a member of the Anti-Defamation League Regional Board for North Texas and Oklahoma, a member of the board of Levine Academy and is the former Co-Chair of the Professional Division of the Jewish Federation of Greater Dallas.

Published Work

  • Class Certification in Securities Cases, Practicing Law Institute, Securities Litigation: A Practitioner’s Guide (2023)
  • Defending Securities Act Claims in Texas State Court, Law360
  • “Securities Litigation and The Supreme Court: 2010 in Review and a Preview of 2011,” co-author with Nicholas Even and Leslie Thorne, University of Texas School of Law 33rd Annual Conference on Securities Regulation and Business Law, February 2011.

Leadership Positions And Professional Affiliations

  • Member, Anti-Defamation League Regional Board for North Texas and Oklahoma
  • Member, Levine Academy Board
  • Former Co-Chair, the Jewish Foundation of Greater Dallas – Professional Division
  • Past Chair, Securities Section of the Dallas Bar Association

Awards

  • Recognized by Chambers USA in Securities Litigation – Texas, 2017-2022
  • Recognized by Thomson Reuters as a “Texas Super Lawyer” in Securities Litigation, 2020-2022
  • Recognized by Best Lawyers in America for Litigation – Securities, 2024
  • “Acritas Stars – Stand-out Lawyer”, Acritas, 2020-2021
  • I. Zesmer Young Leadership Award, The Jewish Federation of Greater Dallas, 2019“Texas Super Lawyer Rising Star” in Securities Litigation, Thomson Reuters, 2007-2017
  • “Young Attorney of the Year”, Cardozo Society, 2014

Qualifications

Admissions

Texas, 2006

Massachusetts, 2002

Courts

United States Court of Appeals for the First Circuit, 2004

United States Court of Appeals for the Third Circuit, 2013

United States Court of Appeals for the Fifth Circuit, 2008

United States Court of Appeals for the Seventh Circuit, 2019

United States Court of Appeals for the Tenth Circuit, 2022

United States District Court for the Eastern District of Texas, 2017

United States District Court for the Northern District of Texas, 2006

United States District Court for the Southern District of Texas, 2017

United States District Court for the Western District of Texas, 2010

United States District Court for the District of Colorado, 2020

United States District Court of the District of Massachusetts, 2003

Academic

B.A., Biology, Brandeis University, 1999

J.D., Boston University School of Law, 2002

– Boston University Law Review

Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.