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C is corrent because in an action brought under the Securities Exchange Act of 1934, Section 10(b) and Rule 10b-5 the plaintiff (Wisk) must prove that damages were incurred as a result of the act, that there was a material misstatement or omission, that s/he relied upon the financial information, and that scienter exists. Scienter is generally defined as the knowledge of or the intent to deceive, defraud, or manipulate. Thus, Sharp will prevail if Wisk is unable to prove that Sharp had knowledge of the misrepresentations or that Sharp had intended to deceive or defraud (scienter).
A is incorrect because privity is not a requirement to recover under the 1934 Act. Any buyer or seller of a security to which the false statement relates may sue if he can show he relied on the statement.
B is incorrect because ordinary negligence alone will not result in a supportable cause for action since scienter would not be present.
D is incorrect because reliance on the financial information must be accompanied by scienter under the Securities Exchange Act of 1934.