Alleges: Breach of Fiduciary Duty, Fraudulent Inducement, Negligence, Breach of Contract, Violation of FINRA Rule 2010, Equity. February 2021.

$1,694,000.00

I have been added to this matter solely due to my role as an indirect owner of the company. Claimants' counsel has confirmed in written correspondence that claimants have no specific complaints against me.

Intentional Fraud, Fraudulent Concealment, Breach of Contract

$2,625,000.00

This disclosure arises from a demand letter that is defamatory and entirely without merit. The customer is not telling the truth. In writing, I requested a retraction of the baseless claims. The customer complains about investments that he knowingly made with a different person and I was not involved with those purchases. My involvement with the customer was very limited, and he made a few transactions with me from 2018 through 2022. Those transactions were suitable and the customer does not complain about those investments in his demand letter. Instead, the customer complains about investments he made with someone else. It is also important to note that the customer held two accounts: one account had less than $1,000, and the other had a balance under $150,000. The customer's account balances remained fairly constant over the life of the accounts. The only reason why the customer included me in his demand letter is to try to extract a settlement. Without any evidence, he has asserted claims that did not happen. I have not communicated with this customer since 2022, and I do not, and will not, have anything to do with him. He is a dishonest and unethical person. By way of example, the FDA found that he adulterated and misbranded animal drug products in violation of the Federal Food, Drug, and Cosmetic Act. I will be seeking expungement of this item because the allegations as they relate to me are false and clearly erroneous.

Start date approximately September 2017. Allegations: Fraud; Securities Fraud; Violation of the Investment Advisors Act; Breach of Fiduciary Duty; Conversion; Breach of Contract; Civil Conspiracy.

The allegations are false and the claims are without merit. This case involves a company that raised money from investors. Defaulted on its notes and the noteholders sued the company. Instead of taking responsibility for the notes that it willingly entered into, they had concocted allegations against myself and other individuals.

Failure to supervisor. April 2012 through November 2016.

$231,758.14

$13,000.00

The allegations are defamatory and untrue. Mr. Guidicipietro was never the supervisor for the activity at issue. He had nothing to do with any of the allegations and any statements or claims made against him are false.

NASD

NASD RULE 2110: RESPONDENT ENGAGED IN A PRIVATE PLACEMENT OFFERING OF INTEREST THROUGH MEANS OF AN OFFERING MEMORANDUM THAT WAS FALSE AND MISLEADING. SPECIFICALLY, AMONG OTHER THINGS, THE OFFERING MEMORANDUM FAILED TO DISCLOSE THAT THE RESPONDENT WOULD PERSONALLY RECEIVE SUBSTANTIAL COMMISSION FOR ALL TRANSACTIONS EFFECTED AND MISREPRESENTED THE INVESTMENT PHILOSOPHY AND TRADING STRATEGY TO BE EMPLOYED IN THE ACCOUNT, AS WELL AS ATTENDANT RISKS.

Acceptance, Waiver & Consent(AWC)

Monetary/Fine

$113,035.00

Disgorgement/Restitution

Suspension

WITHOUT ADMITTING OR DENYING THE FINDINGS, RESPONDENT CONSENTED TO THE DESCRIBED SANCTION AND TO THE ENTRY OF FINDINGS; THEREFORE, HE IS FINED $113,035, WHICH REPRESENTS DISGORGEMENT OF COMMISSIONS RECEIVED AND SUSPENDED FROM ASSOCIATION WITH ANY NASD MEMBER IN ANY CAPACITY FOR ONE MONTH. THE FINE MUST BE PAID BEFORE THE FINE SHALL BE DUE AND PAYABLE EITHER IMMEDIATELY UPON REASSOCIATION WITH A MEMBER FIRM FOLLOWING THE SUSPENSION, OR PRIOR TO ANY APPLICATION OR REQUEST FOR RELIEF FROM ANY STATUTORY DISQUALIFICATION RESULTING FROM THIS OR ANY OTHER EVENT OR PROCEEDING, WHICHEVER IS EARLIER. THE SUSPENSION IN ANY CAPACITY WILL BE IN EFFECT FROM JANUARY 16, 2007 THROUGH FEBRUARY 15, 2007.

PERTAINING TO THE ALLEGATIONS, I WOULD LIKE TO BE CLEAR THAT COUNSEL WAS RETAINED TO DRAW UP THE DOCUMENTS OF THE PPM. I ONLY ACTED AS THE SUPERVISOR TO THE REPRESENTATIVE THAT WAS MANAGING THE FUND. THERE WERE ONLY 3 INVESTORS INVOLVED IN THE FUND, ALL OF WHICH WERE ACCREDITED.