Scott F. Mascianica is an experienced investigative and litigation attorney, co-chair of Holland & Knight's Securities Enforcement Defense Team and a member of the White Collar Defense and Investigations Team. With more than 17 years of experience in the government and private sectors, Mr. Mascianica has a national practice where he regularly advises businesses and individuals in connection with government and internal investigations, enforcement-related litigation, cybersecurity-related misconduct and regulatory and compliance issues.

Mr. Mascianica has extensive experience in matters facing public company issuers, board and audit committees, auditors and regulated entities. He is highly experienced at identifying potential misconduct and regulatory issues concerning public company and accounting disclosures [including Environmental, Social and Governance (ESG) disclosures], registered investment adviser obligations, auditing standards, evolving digital assets and cryptocurrencies issues, and cybersecurity obligations. Additionally, given his particular experience in the asset management industry, Mr. Mascianica regularly counsels investment advisers, asset managers, and funds on regulatory compliance inquiries and investigations.

Mr. Mascianica joined Holland & Knight in 2022 after serving for nearly a decade at the U.S. Securities and Exchange Commission (SEC) in various investigative, litigation and supervisory roles. Mr. Mascianica held supervisory roles in the SEC’s Fort Worth Regional Office, where he served as an Assistant Regional Director for the SEC's Division of Enforcement in that region and Assistant Director with the Enforcement Division’s Asset Management Unit, a nationwide unit that leads the SEC’s efforts to investigate and litigate issues involving the asset management industry. In his management role, he supervised a team of experienced enforcement attorneys and accountants on more than 150 confidential investigations. His team filed more than 30 SEC enforcement actions against entities and individuals under his leadership that resulted in judgments totaling more than a quarter-billion dollars. As a result, he received several awards from the SEC's Division of Enforcement for his outstanding contributions to the enforcement of federal securities laws. During his government service, Mr. Mascianica also served as a Special Assistant U.S. Attorney for the U.S. Attorney's Office for the District of Colorado, where he prosecuted crimes involving securities-related misconduct.

Prior to his time at the SEC, Mr. Mascianica worked for two AmLaw 100 firms, where his litigation practice focused on internal investigations, white collar defense and high-stakes commercial litigation. He has extensive experience in investigating and identifying possible violations of the Foreign Corrupt Practices Act (FCPA), representing trustees and receivers, and defending entities and individuals in connection with SEC and U.S. Department of Justice (DOJ) investigations. Before practicing as an attorney, Mr. Mascianica worked as a financial forensic consultant at a Big Four accounting firm.

As a result of his broad knowledge and experience, Mr. Mascianica is a sought-after speaker and commentator on various regulatory and government enforcement-related topics, including issues related to ESG, cybersecurity, public companies, auditors and regulated entities, and SEC enforcement trends. Mr. Mascianica also serves as editor of Holland & Knight’s SEC-focused blog, SECond Opinions.

Representative Experience

  • Lead counsel for former Chief Financial Officer of publicly-traded (Nasdaq) company in connection with U.S. Securities and Exchange Commission (SEC) investigation into company accounting disclosures
  • Co-lead counsel for publicly-traded (Nasdaq) company in connection with SEC investigation into possible market manipulation and company disclosures
  • Co-lead counsel for large registered investment adviser in connection with a SEC investigation concerning possible improper trading practices (investigation closed without government action).
  • Lead counsel for individual under investigation for digital asset and non-fungible token activity (investigation closed without government action)
  • Represented Fortune 10 company in connection with parallel SEC and U.S. Department of Justice (DOJ) investigations into possible FCPA violations
  • Represented the CEO of a Dallas-based oil and gas company in investigations by the SEC and DOJ into possible misconduct in connection with the sale of limited partnership interests to investors
  • Represented registered investment adviser in investigations by the SEC, New York Attorney General and various U.S. Attorney offices in connection with alleged pay-to-play practices
  • Represented an executive of an international investment bank in connection with New York Attorney General's auction rate securities fraud investigation
  • Represented a Chicago-based hedge fund in connection with the SEC's investigation of a multibillion-dollar Ponzi scheme
  • Represented the founder of a bank in a $100 million action by the IRS based on foreign currency swap transactions

  • Lead counsel for publicly-traded (NYSE) multinational financial services company concerning assessment of performance-based incentive compensation practices
  • Lead counsel for publicly-traded (Nasdaq) digital services company in investigation into possible multi-year accounting irregularities
  • Lead investigative counsel for large investment adviser concerning possible front running trades by supervised persons
  • Co-lead counsel for a local housing authority in internal investigation concerning possible cybersecurity breach
  • Co-lead investigative counsel for a special committee of workforce safety company concerning possible undisclosed related-party transactions and potential noncompliance by executives with internal policies and procedures
  • Conducted internal investigation for a Texas healthcare company concerning possible violations of the False Claims Act (FCA) and various Texas state healthcare regulations

  • Advised several registered investment advisers in connection with examinations by the U.S. Securities and Exchange Commission's (SEC) Divisions of Examinations
  • Advise large registered investment adviser concerning potential regulatory exposure concerning several compliance obligations under the Investment Advisers Act of 1940 (custody rule, surprise examination and annual compliance review)
  • Advise large registered investment adviser on effectuating compliance with obligations concerning prevention of misuse of material nonpublic information
  • Advised large registered investment adviser concerning potential regulatory exposure regarding private placement memoranda and limited partnership agreement terms
  • Advised large registered investment adviser concerning potential implications from ancillary de-SPAC transaction
  • Advised a publicly-traded (Nasdaq) company concerning corporate governance protocols and establishment of a special committee in connection with a government investigation
  • Advised large registered investment adviser concerning compliance with Exchange Rule 21F-17 regarding whistleblower compliance
  • Advised a registered investment adviser concerning ongoing registration thresholds and exempt reporting requirements under the Investment Advisers Act of 1940
  • Advised multiple entities in connection with current and proposed SEC rules concerning Environmental, Social and Governance (ESG), special purpose acquisition company (SPAC), cybersecurity, private fund, disclosure and whistleblower rules

  • Supervised the U.S. Securities and Exchange Commission's (SEC) three largest actions to date involving misconduct in connection with special purpose acquisition companies (SPAC) transactions, obtaining judgments totaling more than $160 million
  • Supervised more than a dozen confidential investigations into public company issuers, executives and their auditors, several of which resulted in SEC enforcement actions for violations of antifraud, internal accounting controls, disclosure controls and procedures (DCP), and internal control over financial reporting (ICFR) provisions of federal securities laws
  • Supervised a first-of-its-kind enforcement action for the agency involving fraudulent misconduct on the dark web
  • Supervised several confidential investigations into registered investment and municipal advisers, including the SEC's enforcement action against an investment adviser and advisory representative involved in a scheme to bribe several NCAA coaches and student-athletes
  • Supervised several confidential investigations concerning misconduct involving the sale of digital assets, including one of the SEC's only actions in the space against an entity for operating an unregistered securities exchange
  • Supervised multiple SEC enforcement actions against international securities dealers for illegally offering and selling securities-based swaps and their failures to properly register as dealers, with parallel actions by the Commodity Future Trading Commission (CFTC)
  • Supervised, investigated and litigated several matters that resulted in the SEC obtaining emergency relief, such as temporary restraining orders, asset freezes and appointments of receivers
  • Served as primary investigative attorney, then litigator on an $80 million fraud perpetrated by a publicly traded energy company and its management
  • Investigated and later supervised several SEC enforcement actions involving insider trading by corporate insiders
  • Prosecuted two individuals for their roles in a scheme to defraud investors of a publicly traded company, with the individuals sentenced to multiyear prison terms

  • Represented a U.S. Securities and Exchange Commission (SEC) receiver in connection with the administration of a Texas-based foreign exchange company
  • Represented a trustee in a bankruptcy matter focused on identifying sham transactions executed by board members of a Texas-based entity
  • Represented an international investment bank in litigation related to its duties as a hedge fund administrator
  • Represented an investment bank in various multimillion-dollar litigation matters related to a golf resort foreclosure
  • Represented a hedge fund in litigation related to a joint venture investment with a major motion picture company for the production of dozens of major films
  • Represented a gold bullion distributor in litigation concerning interpretation of contract terms, obtaining summary judgment as plaintiff


  • Loyola University Chicago School of Law, J.D., cum laude
  • University of Michigan, B.B.A., Finance and Accounting, with distinction
Bar Admissions/Licenses
  • Colorado
  • Texas
Court Admissions
  • U.S. District Court for the Northern District of Texas
  • U.S. District Court for the Northern District of Illinois
  • U.S. District Court for the Central District of Illinois
Honors & Awards
  • Top Author, Securities, JD Supra Readers' Choice Awards, 2023


Speaking Engagements