December 2025 SEC Updates

  1. On December 29, 2025, the SEC announced that Nekia Jones, Deputy Director of the Division of Enforcement, concluded her tenure.  Ms. Jones served at the SEC for almost five years as both Atlanta Regional Director and Deputy Director overseeing the Home Office and the Atlanta and Miami regional offices.
  1. On December 22, 2025, the SEC charged Morocoin Tech Corp., Berge Blockchain Technology Co., Ltd., Cirkor Inc., AI Wealth Inc., Lane Wealth Inc., AI Investment Education Foundation Ltd., and Zenith Asset Tech Foundation in connection with an investment confidence scam involving fake crypto asset trading platforms and fictitious “Security Token Offerings”. The SEC alleges the defendants misappropriated at least $14 million from U.S.-based retail investors by using social media ads to recruit victims into WhatsApp “investment clubs,” building trust with purported AI-generated trading “signals,” directing victims to fund accounts on fake platforms, and then extracting additional funds through fraudulent withdrawal/advance fees when investors tried to cash out. This matter is being litigated. https://www.sec.gov/files/litigation/complaints/2025/comp-pr2025-144.pdf
  1. On December 19, 2025, the SEC obtained final consent judgments against Scott Mason, Rubicon Wealth Management, LLC, and Orchard Park Real Estate Holdings LLC in connection with a multimillion-dollar fraud scheme. The SEC alleged that Mason misappropriated millions of dollars of client funds for personal use, including the purchase of a share of a miniature golf course and payment of personal expenses such as country club dues and credit card debt. Mason and the entities were held jointly and severally liable for $17,734,515 in disgorgement and $4,913,428 in prejudgment interest, deemed satisfied by restitution and forfeiture in a parallel criminal case in which Mason pleaded guilty and was sentenced to 97 months’ imprisonment. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26451
  1. On December 17, 2025, the SEC has charged Danh Vo, the founder and CEO of VBit Technologies Corp., with fraudulently raising over $95.6 million from approximately 6,400 investors in a bitcoin mining investment scheme. Vo allegedly misappropriated $48.5 million of the raised funds, using large sums for gambling and gifts to family members, before fleeing the U.S. The SEC claims Vo sold Hosting Agreements for bitcoin mining rigs that VBit did not actually operate, misleading investors about the business and its assets. The SEC seeks permanent injunctions, disgorgement, civil penalties, and an officer and director bar against Vo. Additionally, Vo’s family members are named as relief defendants and have agreed to pay disgorgement of ill-gotten gains. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26448
  1. On December 17, 2025, the SEC obtained a final consent judgment against Mina Tadrus for a fraudulent scheme targeting the Egyptian Coptic Christian community. The SEC’s complaint alleged that Tadrus and his entity, Tadrus Capital LLC, raised over $5 million from at least 31 investors. Tadrus falsely promised algorithmic trading with guaranteed monthly returns, but instead misappropriated funds, using about $1.4 million for Ponzi-like payments and taking over $380,000 for personal benefit. The final judgment enjoins Tadrus and orders him to pay disgorgement of $4,070,350. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26447
  1. On December 17, 2025, the SEC instituted administrative proceedings against Merrill Lynch, Pierce, Fenner & Smith Incorporated and Harvest Volatility Management LLC. A prior settled administrative proceedings found that Harvest Volatility exceeded contractual investment limits under an options overlay strategy, resulting in client over-exposure, higher fees, and losses, while Merrill Lynch failed to adequately notify clients of that over-exposure despite knowing or reasonably should have known of the violations. The Commission ordered the respondents to pay $4,500,000 in disgorgement, $180,000 in prejudgment interest, and $3,000,000 in civil money penalties, and established a Fair Fund totaling $9,300,000 for distribution to harmed investors based on excess management fees paid during the relevant period. https://www.sec.gov/files/litigation/admin/2025/34-104426.pdf
  1. On December 16, 2025, the SEC’s Division of Examinations published a Risk Alert regarding additional observations related to investment advisers’ compliance with the Advisers Act Marketing Rule. The Risk Alert focuses on advisers’ compliance with the Marketing Rule’s Testimonials and Endorsements Provisions and Third-Party Ratings Provisions. It details common deficiencies such as insufficient disclosures, lack of oversight, and inadequate due diligence. The alert also discusses how advisers can enhance their compliance practices, including ensuring clear and prominent disclosures, properly documenting compensation arrangements, and implementing reasonable policies for third-party ratings. If the Commission decides to pursue future regulatory action in this area, it will issue a new proposed rule. https://www.sec.gov/compliance/risk-alerts/registered-investment-companies-risk-alert-11042024
  1. On December 15, 2025, the SEC filed charges against Charles Oliver, David Ortiz, DaveGlo Investment Group, Inc., and Kevin Richards for fraudulent activities related to unregistered oil and gas securities offerings. The SEC alleges that the defendants marketed and sold risky oil and gas investments to retail investors, many of whom lost their money. The charges include selling unregistered securities, acting as unregistered brokers, and failing to disclose conflicts of interest. The matter is being litigated. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26442
  1. On December 12, 2025, the SEC instituted civil proceedings against Nathan Gauvin, Blackridge, LLC, Gray Digital Capital Management USA, LLC, and Gray Digital Technologies, LLC. The SEC charged Gauvin and the affiliated entities with orchestrating fraudulent securities offerings that raised more than $18 million from retail investors by making false statements regarding investment performance, assets under management, company valuations, and business operations, while misappropriating investor funds for personal use. The SEC alleges that Gauvin falsely portrayed himself as a successful investment professional, conducted an unregistered offering of interests in a purported investment fund, and separately sold interests in a company with no operations, assets, or revenue. This matter is being litigated. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26439
  1. On December 10, 2025, the SEC instituted administrative proceedings against Nathan Gauvin, Blackridge, LLC, Gray Digital Capital Management USA, LLC, and Gray Digital Technologies, LLC. The SEC charged Gauvin and the related entities with operating two fraudulent schemes involving an unregistered pooled investment vehicle known as the Gray Fund and a separate seed-stock offering, raising more than $18 million from investors through materially false statements about assets under management, investment performance, professional experience, and the existence of a line of credit. The SEC alleges that investor funds were misappropriated for personal use, fabricated account statements and returns were provided to investors, and unregistered securities were offered and sold. This matter is being litigated. https://www.sec.gov/files/litigation/complaints/2025/comp-pr2025-141.pdf
  1. On December 5, 2025, the SEC instituted administrative proceedings against Shahin Ahmed in connection with a scheme in which he posed as a professional money manager and misled clients into allowing him to manage their brokerage accounts. Ahmed represented that he had hedge fund experience and guaranteed risk-free returns, induced three investors to provide account access, issued false reports of high returns, collected fees, and caused client losses exceeding $1 million. Ahmed consented to permanent injunctions and bars from acting as or being associated with an investment adviser and from participating in the issuance, purchase, offer, or sale of securities (other than for his own personal account), with disgorgement, prejudgment interest, and civil penalties to be determined by the court. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26433
  1. On December 5, 2025, the SEC obtained final judgments against Gregoire Tournant, Trevor Taylor, and Stephen Bond-Nelson in connection with a scheme that concealed the downside risks of the Structured Alpha options strategy managed at Allianz Global Investors U.S. LLC, affecting investors who invested approximately $11 billion and paid over $550 million in fees. Tournant, Taylor, and Bond-Nelson consented to permanent injunctions and industry bars, and the final judgments ordered disgorgement of $17,577,908 (Tournant), $13,460,708 (Taylor), and $1,610,465 (Bond-Nelson), each deemed satisfied by forfeiture orders entered in parallel criminal proceedings. Final judgments were entered, and industry bars were imposed. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26432
  1. On December 3, 2025, the SEC charged Yida Gao and Shima Capital Management LLC for making false statements to investors, raising over $169 million. Gao and Shima Capital raised over $158 million for Shima Capital Fund I using misleading marketing materials that exaggerated Gao’s investment returns. Gao also misled investors in a separate investment, the BitClout SPV, by keeping $1.9 million in undisclosed profits. https://www.sec.gov/enforcement-litigation/litigation-releases/lr-26430
  1. On December 2, 2025, Brian Daly, Director of the SEC’s Division of Investment Management, delivered remarks to the American Bar Association’s Federal Regulation of Securities Committee.  Daly highlighted the importance of artificial intelligence (AI) in transforming the investment management industry. He stressed that AI can improve disclosure and investor experience but raised regulatory questions on issues like liability, marketing material and investment advice. https://www.sec.gov/newsroom/speeches-statements/daly-remarks-aba-fed-reg-ia-ic-subcommittees-120225
  1. On December 1, 2025, President Donald Trump commuted the seven-year sentence of former private equity CEO David Gentile days after he reported to prison.  Gentile was sentenced in May to seven years in prison on wire and security fraud charges. Gentile was the CEO and co-founder of GPB Capital Holdings and was convicted by a federal jury in August 2024 of conspiracy to commit securities fraud, conspiracy to commit wire fraud, securities fraud and two counts of wire fraud.