Case Summary

Marex

NASDAQ: MRX

Case Details

  • Katz v. Marex Group PLC et al.
  • Class Period:August 14, 2024, and August 5, 2025
  • Date Filed:October 9, 2025
  • Jurisdiction:U.S. District Court, Southern District of New York
  • Docket Number: 1:25-cv-08368
  • Lead Plaintiff Deadline: December 8, 2025
Days Left to
Seek Plaintiff
27

Overview

A class action lawsuit has been filed against Marex Group plc (“Marex” or the “Company”) and certain of the Company’s current senior executive officers alleging violations of the federal securities laws. The Company’s common stock trades on the Nasdaq under the ticker “MRX.”

The Marex class action lawsuit was brought on behalf of all persons and entities that sold short Marex securities between August 14, 2024, and August 5, 2025, both dates inclusive, (the “Class Period”).

Marex, a U.K.-based diversified global financial services platform, operates five reporting segments: (1) Clearing; (2) Agency and Execution; (3) Market Making; (4) Hedging and Investment Solutions; and (5) Corporate. Marex’s Market Making segment provides direct liquidity to its client across a variety of products traded in the energy, metals, agriculture, and securities markets. The segment primarily generates revenue by charging a spread between buying and selling prices. Marex evaluates the performance of its Market Making segment—especially its Securities products—by tracking trade volumes, which provides an important and useful lens to view Marex’s business (e.g., a higher trade volume will generate more Market Making revenue because there are more spreads to charge).

The lawsuit alleges that Marex and its executives misled investors by materially misrepresenting the company’s financial health, cash flow, and accounting practices, particularly with respect to its Structured Notes business and intercompany transactions. Marex operates its Structured Notes Private Offer Program, launched in 2018, and its Public Offer Program, launched in 2021, as part of its Hedging and Investment Solutions segment. These programs are central to Marex’s financial products business, designed to provide clients with structured investment products while diversifying Marex’s funding sources and reducing reliance on revolving credit facilities.

According to the lawsuit, Marex’s financial statements painted an artificially positive picture of the company’s operations. In 2024, Marex reported $1.2 billion in cash flow from operating activities, seemingly indicating strong financial performance compared to its $296 million in net income. However, the lawsuit alleges that this figure was misleading because Marex improperly included proceeds from debt issuance—specifically, Structured Notes—as part of its operating cash flow rather than as a financing activity. When adjusted for this accounting maneuver, Marex’s operating cash flow was actually negative: -$150 million in 2024, -$258 million in 2023, and only modestly positive at $160 million in 2022. The same pattern applied to its free cash flow, which was also negative in 2024 and 2023. These practices allegedly allowed Marex to inflate its apparent liquidity and earnings.

The lawsuit further alleges that Marex artificially boosted its reported revenues through a growing network of intercompany transactions among its subsidiaries, which expanded from eight in 2020 to 58 by the end of 2024. As the number of subsidiaries grew, Marex increasingly relied on intercompany trades that were not properly accounted for, often recognizing revenue without recording corresponding receivables or payables. This created inflated revenue figures and a distorted financial picture.

Marex’s dealings with Volatility Performance Fund SA SICAV-RAIF (VPF) provide an example of these alleged accounting irregularities. Initially launched by BIP Asset Management and BIP Trading as a volatility arbitrage fund, VPF became almost entirely dependent on Marex by 2018, with Marex serving as broker, custodian, and counterparty. When market volatility in March 2020 caused VPF to suffer severe losses—including a €16.7 million overdraft and the wipeout of €47 million—Marex bailed out the fund by recapitalizing it, acquiring its shares, and purchasing BIP Trading and its investment advisor. These transactions were allegedly completed without board review or approval, in violation of Marex’s own governance procedures.

The lawsuit claims that Marex manipulated its accounting treatment of the VPF recapitalization by recording it twice—first as “other income” in VPF’s 2020 financial statements and again as a subscription in the following year. Despite being the sole investor, counterparty, and manager of VPF, Marex allegedly failed to consolidate the fund’s assets and liabilities, excluding its substantial derivatives exposure from the company’s Value-at-Risk models and stress tests from 2020 to 2022. In 2023, after quietly transferring risk-bearing assets to another off-balance sheet entity called the Marex Fund, Marex included the fund’s figures for the first time. The Marex Fund reportedly held more than $930 million in derivatives as of December 31, 2022, yet it too was excluded from Marex’s risk models.

Regulators have previously uncovered irregularities in Marex’s intercompany accounting. In 2020, the Commodity Futures Trading Commission fined Marex and certain subsidiaries after determining that the company had been undercapitalized for 33 months by failing to properly recognize an intercompany loan. Additionally, Marex has issued multiple financial restatements in consecutive years—2022, 2023, and 2024—each involving substantial revisions to its balance sheets, income statements, and asset valuations. These restatements reduced reported equity and income by hundreds of millions of dollars, suggesting systemic weaknesses in internal controls and financial reporting.

The lawsuit alleges that, throughout the class period, Marex inflated its earnings and cash flow through misleading accounting practices and improper recognition of intercompany transactions. As a result, investors were misled about the company’s true financial condition, governance integrity, and exposure to risk.

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If you sold short Marex securities between August 14, 2024, and August 5, 2025, both dates inclusive, and you wish to serve as lead plaintiff in this lawsuit, we encourage you to submit your information to DiCello Levitt LLP via the form on this page. 

You can also contact DiCello Levitt partner Brian O’Mara by calling (888) 287-9005 or at investors@dicellolevitt.com. 

The deadline to apply to the Court to serve as lead plaintiff in the Marex class action lawsuit is December 8, 2025.

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