Complaint Against Michael Alferi, Todd C. Brady, Aldeyra Therapeutics, Bruce M. Greenberg Filing Fee: $ 405, Receipt Number AMADC-11644722 (Fee Status: Filing Fee Paid), Filed by Nicholas Kirby. (Attachments: # 1 Civil Cover Sheet, # 2 Category Form, # 3 Exhibit 1 - Pslra Cert)(Baker, Joshua)
NATURE OF THE ACTION
1This is a class action on behalf of persons or entities who purchased or otherwise acquired publicly traded Aldeyra securities between November 3, 2023 and March 16, 2026, inclusive (the “Class Period”). Plaintiff seeks to recover compensable damages caused by Defendants’ violations of the federal securities laws under the Securities Exchange Act of 1934 (the “Exchange Act”).
JURISDICTION AND VENUE
2The claims asserted herein arise under and pursuant to Sections 10(b) and 20(a) of the Exchange Act (15 U.S.C. §§ 78j(b) and 78t(a)) and Rule 10b-5 promulgated thereunder by the
SEC (17 C.F.R. § 240.10b-5).
3This Court has jurisdiction over the subject matter of this action pursuant to 28 U.S.C. § 1331, and Section 27 of the Exchange Act (15 U.S.C. §78aa).
4Venue is proper in this judicial district pursuant to 28 U.S.C. § 1391(b) and Section 27 of the Exchange Act (15 U.S.C. § 78aa(c)) as the alleged misstatements entered and the subsequent damages took place in this judicial district.
5In connection with the acts, conduct and other wrongs alleged in this complaint, Defendants (defined below), directly or indirectly, used the means and instrumentalities of interstate commerce, including but not limited to, the United States mails, interstate telephone communications and the facilities of the national securities exchange.
PARTIES
6Plaintiff, as set forth in the accompanying certification, incorporated by reference herein, purchased Aldeyra securities during the Class Period and was economically damaged thereby.
7Defendant Aldeyra describes itself as “biotechnology company devoted to discovering innovative therapies designed to treat immune-mediated diseases.”
8Pertinent to this action is reproxalap, which is a novel reactive aldehyde species (RASP) inhibitor investigated by Aldeyra as a treatment for a variety of diseases, including dry eye disease.
9Defendant Aldeyra is incorporated in Delaware, and its head office is located at 131 Hartwell Avenue, Suite 320, Lexington, Massachusetts 02421.
10Aldeyra’s common stock trades on the Nasdaq Stock Market LLC (“NASDAQ”) under the ticker symbol “ALDX.”
11Defendant Todd C. Brady (“Brady”) has served as the Company’s Chief Executive Officer at all times material to this action.
12Defendant Michael Alferi (“Alferi”) has served as the Company’s Head of Finance, principal financial officer, and principal accounting officer since August 31, 2024.
13Defendant Bruce M. Greenberg (“Greenberg”) served as the Company’s interim chief financial officer from May 10, 2022, until his resignation from that position, effective August 31, 2024.
14Defendants Brady, Alferi, and Greenberg are collectively referred to herein as the “Individual Defendants.”
15Each of the Individual Defendants: (a)
directly participated in the management of the Company;
(b)
was directly involved in the day-to-day operations of the Company at the highest levels;
(c)
was privy to confidential proprietary information concerning the Company and its business and operations;
(d)
was directly or indirectly involved in drafting, producing, reviewing and/or disseminating the false and misleading statements and information alleged herein;
(e)
was directly or indirectly involved in the oversight or implementation of the Company’s internal controls;
(f)
was aware of or recklessly disregarded the fact that the false and misleading statements were being issued concerning the Company; and/or
(g)
approved or ratified these statements in violation of the federal securities laws.
16Aldeyra is liable for the acts of the Individual Defendants and its employees under the doctrine of respondeat superior and common law principles of agency because all of the wrongful acts complained of herein were carried out within the scope of their employment.
17The scienter of the Individual Defendants and other employees and agents of the Company is similarly imputed to Aldeyra under respondeat superior and agency principles.
18Defendant Aldeyra and the Individual Defendants are collectively referred to herein as “Defendants.”
SUBSTANTIVE ALLEGATIONS Materially False and Misleading Statements Issued During the Class Period
19On November 3, 2023, the Company filed with the SEC its quarterly report on Form 10-Q for the period ending September 30, 2023 (the “3Q23 Report”). The 3Q23 Report was signed by Defendants Brady and Greenberg.
20The 3Q23 Report stated that “[r]eproxalap has demonstrated broad-based, rapid- onset activity and consistent safety across a number of Phase 2 and Phase 3 clinical trials.”
21This statement was materially false and misleading at the time it was made because the purportedly positive findings from the reproxalap clinical trials were, in reality, unreliable and not meaningful.
22On March 7, 2024, the Company filed with the SEC its annual report on Form 10- K for the year ending December 31, 2023 (the “FY23 Report”). The FY23 Report was signed by Defendants Brady and Greenberg.
23The FY23 Report stated that “[t]he validity of the RASP platform is supported by reproxalap, our first-in-class product candidate for the treatment of dry eye disease, which has demonstrated broad-based, rapid-onset activity and consistent safety across a number of Phase 2 and Phase 3 clinical trials.”
24The FY23 Report further stated that “[i]n a number of Phase 2 and Phase 3 clinical trials in dry eye disease, reproxalap demonstrated consistent statistically significant and clinically relevant activity across a variety of symptoms and signs, occurring as early as within minutes of dosing.”
25These statements in the FY23 Report were materially false and misleading at the time they were made because the purportedly positive findings from the reproxalap clinical trials were, in reality, unreliable and not meaningful.
26On February 28, 2025, the Company filed with the SEC its annual report on Form 10-K for the year ending December 31, 2024 (the “FY24 Report”). The FY24 Report was signed by Defendants Brady and Alferi.
27The FY24 Report stated that “[t]he validity of the RASP platform is supported by reproxalap, our first-in-class product candidate for the treatment of dry eye disease, which has
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Public U.S. federal court record (district court docket 73115741, document 1). Source via the RECAP Archive (Free Law Project). The same record is available from PACER. Informational only — not legal advice.