Risk & Compliance

Ex-Heartland CEO Charged With Insider Trading

Robert Carr and his girlfriend allegedly made more than $250,000 after he tipped her off to a takeover of Heartland Payment Systems.
Matthew HellerJuly 11, 2018

The former CEO of Heartland Payment Systems has been charged with collaborating in an insider trading scheme with his longtime girlfriend that generated more than $250,000 in illicit profits.

According to the U.S. Securities and Exchange Commission, Robert Carr tipped off Katherine Hanratty to the impending takeover of Heartland by another payment processing firm and gave her $1 million to open a brokerage account, which she used to purchase Heartland shares.

After buying more than 11,000 shares for an average cost of $78.98 per share, Hanratty allegedly emailed Carr to express her gratitude, saying, “for the first time ever I feel a sense of relief knowing that I have some security.”

The SEC’s civil complaint, filed on Tuesday in federal district court in Connecticut, charged both Carr, 73, and Hanratty, 65, with securities law violations and seeks disgorgement of ill-gotten gains plus prejudgment interest and penalties.

Carr, who founded Heartland in 1996, began a romantic relationship with Hanratty in 2011. “Over time, Hanratty repeatedly expressed concern to Carr regarding her financial security,” the SEC said.

The chief executive of Global Payments initially approached Carr about a possible acquisition in October 2015. While negotiations were proceeding, the SEC alleged, he shared material, nonpublic information about the deal with Hanratty at various times, informing her on Nov. 9, 2015, that Global had offered to acquire Heartland for $97.50 per share.

“Wow quite an offer,” Hanratty replied in an email.

Hanratty allegedly opened the brokerage account on Nov. 18, 2015, making Carr the beneficiary, and proceeded to buy the Heartland shares over the next five days.

After further negotiations, Heartland and Global announced a $100-per-share deal on Dec. 15, 2015, sending the stock up 11% to $94.97 the next day. Hanratty allegedly sought Carr’s guidance on when to sell her shares and, on April 12, 2016, he told her he saw “no reason at all” why she should not sell that day as the stock had risen to $101.37 per share.

The sale generated a profit of $250,628, according to the SEC.