This case involves a class of shareholders suing the defendant corporation for securities fraud . They alleged that the defendant, a large national technology company, repeatedly misled the investing public about their main product, a computer-processing chip and violated the FINRA rules. They stated in their complaint that the defendant misled them by issuing a number of misstatements and omissions that collectively amounted to securities fraud. Specifically, the defendant stated that the corporation entered into an agreement to sell four million computer-processing chips to another company, which enticed the shareholders to purchase more of the defendant’s stock. As a result, the plaintiffs purchased said the share valuation and the stock price rose. A newspaper article, however, revealed that the deal was not true and the defendant’s stock price plummeted in the following days. Plaintiffs contended that the defendant announced the sale before the deal closed and that it failed to issue a statement announcing that the deal was no longer occurring. In response, the defendant contends that the information was immaterial and thus they were not required to report the information to shareholders.