
These proceedings arise out of Respondent’s failure reasonably to supervise the order desk manager on its institutional order desk and traders under his supervision from November 1999 through March 2008. The institutional order desk executed orders to purchase and sell securities on behalf of Mellon Securities’ affiliate, Mellon Investor Services LLC (“MIS”), an administrator for various employee stock purchase plans, employee stock option plans, direct stock purchase and sale plans, and similar plans (collectively, the “Plan Customers”). Throughout the relevant period, Mellon Securities’ order desk manager failed to meet his duty of best execution to certain Plan Customers by executing many of their orders at stale or inferior prices, which in many instances were outside of the National Best Bid and Offer (“NBBO”)2 at the time of execution, in cross trades with a favored handful of accounts held by hedge funds and individuals (together, the “hedge fund(s)”). The order desk manager directed traders under his supervision to do the same. 2. The cross trades were all executed on a regional stock exchange that permitted Member Firms to capture and freeze the NBBO market data for a security for up to three minutes. Generally, a Mellon Securities trader would call a Member Firm to capture the NBBO for a particular security while simultaneously viewing quotations for the security to determine whether and, if so, at what price to execute the cross trade. For Plan Customer sales, Mellon Securities’ traders in many instances sought and obtained lower prices to benefit the hedge funds and, conversely, for Plan Customer purchases, they sought and obtained higher prices, again to benefit the hedge funds. In this way, the order desk in many instances advantaged the hedge fund customers and deprived the Plan Customers of best execution of their orders