Energy Transfer is a Delaware company headquartered in Dallas, Texas. Energy Transfer is a company engaged in natural gas and propane pipeline transport. It was founded in 1996 and became a publicly traded partnership in 2006. The Partnership through its subsidiaries provides transportation, storage, and terminalling services for products like natural gas, crude oil, NGL, and refined products. The Partnership also constructs natural gas pipelines through its various subsidiaries. On April 13, 2017, the horizontal directional drilling activities (“HDD”) for the Rover Pipeline Project, one of the Partnership’s natural gas pipeline construction projects, caused a large inadvertent release of drilling mud near the Tuscarawas River in Ohio. On August 8, 2019, Energy Transfer filed its quarterly report on Form 10-Q with the SEC, reporting the Partnership’s financial and operating results for the second quarter ended June 30, 2019. This quarterly report disclosed that two years earlier, in mid-2017 the Federal Energy Regulatory Commission (“FERC”)’s Enforcement Staff began a formal investigation “regarding allegations that diesel fuel may have been included in the drilling mud at the Tuscarawas River HDD.” On this news, the price of Energy Transfer stock declined $0.65, or 4.6% over two trading days, to close at $13.38 on August 12, 2019. Then, on December 16, 2021, FERC publicly issued to Energy Transfer the Order To Show Cause and Notice of Proposed Penalty, which directed the Partnership to show cause why it should not be assessed a civil penalty in the amount of $40,000,000. The order presented the allegation by the Enforcement Staff that the HDD crews intentionally included diesel fuel and other toxic substances and unapproved additives in the drilling mud during its HDDs under the Tuscarawas River. On this news, the price of Energy Transfer shares declined $0.24, or 2.8% over the course of two trading days, to close at $8.25, on December 20, 2021. The Complaint alleges Energy Transfer concealed and misrepresented that: (a) Energy Transfer had inadequate internal controls and procedures to prevent contractors from engaging in illegal conduct with regards to drilling activities, and/or failed to properly mitigate known issues related to such controls and procedures; (b) Energy Transfer through its subsidiary hired third-party contractors to conduct HDDs for the Rover Pipeline Project, whose conduct of adding illegal additives in the drilling mud caused severe pollution near the Tuscarawas River when the April 13 Release took place; and (c) Energy Transfer continually downplayed its potential civil liabilities when FERC was actively investigating the Partnership’s wrongdoing related to the April 13 Release and consistently provided it with updated information about FERC’s findings on this matter.