Glazer Capital, Llc.

Allegations: IN SEPTEMBER 2024, GLAZER CAPITAL ENTERED A SETTLEMENT WITH THE SEC AND CONSENTED TO THE ENTRY OF AN ORDER (THE "ORDER") FINDING THAT GLAZER CAPITAL DID NOT ADHERE TO APPLICABLE RECORDKEEPING PROVISIONS OF THE FEDERAL SECURITIES LAWS BY FAILING TO MAINTAIN AND PRESERVE CERTAIN OFF-CHANNEL COMMUNICATIONS, AND THAT ITS FAILURE TO IMPLEMENT ITS POLICIES AND PROCEDURES THAT PROHIBITED THESE OFF-CHANNEL COMMUNICATIONS WAS A FAILURE TO REASONABLY SUPERVISE ITS PERSONNEL. THE VIOLATIONS FELL UNDER SECTION 203(E)(6) OF THE ADVISERS ACT, SECTION 204 OF THE ADVISERS ACT, AND RULE 204-2(A)(7) THEREUNDER. THE ORDER REQUIRED GLAZER CAPITAL TO CEASE AND DESIST FROM COMMITTING OR CAUSING FUTURE VIOLATIONS, CENSURED GLAZER CAPITAL, AND REQUIRED GLAZER CAPITAL TO PAY A CIVIL MONETARY PENALTY OF TWO MILLION DOLLARS. GLAZER CAPITAL PAID THE CIVIL MONETARY PENALTY ON SEPTEMBER 26, 2024, NO PORTION OF WHICH WAS BORNE BY GLAZER CAPITAL'S CLIENTS. THE ORDER DISCLOSED THAT THE SEC CONSIDERED REMEDIAL STEPS PROMPTLY UNDERTAKEN BY GLAZER CAPITAL, BOTH PRIOR TO AND AFTER BEING APPROACHED BY SEC STAFF, AND THE COOPERATION AFFORDED COMMISSION STAFF. THE ORDER NOTED THAT GLAZER CAPITAL ADDED A THIRD-PARTY COMPLIANCE CONSULTANT TO SUPPLEMENT ITS INTERNAL TEAM, HIRED ADDITIONAL RESOURCES WITH EXPERIENCE WITH REGISTERED INVESTMENT ADVISERS, AND ENHANCED ITS ONGOING MONITORING FOR POTENTIAL NON-COMPLIANCE WITH ITS POLICIES AND PROCEDURES. Status: Final Sanction Detail: GLAZER CAPITAL, LLC PAID A CIVIL MONETARY PENALTY IN THE AMOUNT OF $2,000,000 ON SEPTEMBER 26, 2024. Summary: IN SEPTEMBER 2024, GLAZER CAPITAL ENTERED A SETTLEMENT WITH THE SEC AND CONSENTED TO THE ENTRY OF AN ORDER (THE "ORDER") FINDING THAT GLAZER CAPITAL DID NOT ADHERE TO APPLICABLE RECORDKEEPING PROVISIONS OF THE FEDERAL SECURITIES LAWS BY FAILING TO MAINTAIN AND PRESERVE CERTAIN OFF-CHANNEL COMMUNICATIONS, AND THAT ITS FAILURE TO IMPLEMENT ITS POLICIES AND PROCEDURES THAT PROHIBITED THESE OFF-CHANNEL COMMUNICATIONS WAS A FAILURE TO REASONABLY SUPERVISE ITS PERSONNEL. THE VIOLATIONS FELL UNDER SECTION 203(E)(6) OF THE ADVISERS ACT, SECTION 204 OF THE ADVISERS ACT, AND RULE 204-2(A)(7) THEREUNDER. THE ORDER REQUIRED GLAZER CAPITAL TO CEASE AND DESIST FROM COMMITTING OR CAUSING FUTURE VIOLATIONS, CENSURED GLAZER CAPITAL, AND REQUIRED GLAZER CAPITAL TO PAY A CIVIL MONETARY PENALTY OF TWO MILLION DOLLARS. GLAZER CAPITAL PAID THE CIVIL MONETARY PENALTY ON SEPTEMBER 26, 2024, NO PORTION OF WHICH WAS BORNE BY GLAZER CAPITAL'S CLIENTS. THE ORDER DISCLOSED THAT THE SEC CONSIDERED REMEDIAL STEPS PROMPTLY UNDERTAKEN BY GLAZER CAPITAL, BOTH PRIOR TO AND AFTER BEING APPROACHED BY SEC STAFF, AND THE COOPERATION AFFORDED COMMISSION STAFF. THE ORDER NOTED THAT GLAZER CAPITAL ADDED A THIRD-PARTY COMPLIANCE CONSULTANT TO SUPPLEMENT ITS INTERNAL TEAM, HIRED ADDITIONAL RESOURCES WITH EXPERIENCE WITH REGISTERED INVESTMENT ADVISERS, AND ENHANCED ITS ONGOING MONITORING FOR POTENTIAL NON-COMPLIANCE WITH ITS POLICIES AND PROCEDURES.