SEC v. Andrew Left; and Citron Capital, LLC, No. 2:24-cv-06311, Central District of California (July 26, 2024) — Complaint

COMPLAINT
1
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
STEPHEN T. KAM (Cal. Bar No. 327576)
Email:  [email protected]
RUTH C. PINKEL (Cal. Bar No. 164470)
Email:  [email protected]
SARAH S. NILSON (Cal. Bar No. 254574)
Email:  [email protected]
WENDY E. PEARSON (Cal. Bar No. 211099)
Email: [email protected]
Attorneys for Plaintiff
Securities and Exchange Commission
Katharine Zoladz, Regional Director
Gary Y. Leung, Associate Regional Director
Brent Wilner, Associate Regional Director
Douglas Miller, Regional Trial Counsel
444 S. Flower Street, Suite 900
Los Angeles, California 90071
Telephone: (323) 965-3998
Facsimile: (213) 443-1904
UNITED STATES DISTRICT COURT
CENTRAL DISTRICT OF CALIFORNIA
SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
vs.
ANDREW LEFT, AND
CITRON CAPITAL, LLC,
Defendants,
    Case    No.
COMPLAINT
Plaintiff Securities and Exchange Commission (“SEC”) alleges:
JURISDI
CTION AND VENUE
1.The Court has jurisdiction over this action pursuant to Sections 20(b),
20(d)(1) and 22(a) of the Securities Act of 1933 (“Securities Act”), 15 U.S.C. §§
77t(b), 77t
(d)(1) & 77v(a), and Sections 21(d)(1), 21(d)(3)(A), 21(e) and 27(a) of
2:24-cv-06311

COMPLAINT
2

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78u(d)(1),
78u(d)(3)(A), 78u(e) & 78aa(a).
2. Defendants have, directly or indirectly, made use of the means or
instrumentalities of interstate commerce, of the mails, or of the facilities of a
national securities exchange in connection with the transactions, acts, practices and
courses of business alleged in this complaint.
3. Venue is proper in this district pursuant to Section 22(a) of the Securities
Act, 15 U.S.C. § 77v(a), and Section 27(a) of the Exchange Act, 15 U.S.C. §
78aa(a) because certain of the transactions, acts, practices and courses of conduct
constituting violations of the federal securities laws occurred within this district.  In
addition, venue is proper in this district because Defendant Left resided in this
district during the relevant period.  Further, during the relevant period, defendant
Citron Capital, LLC had its principal place of business in this district.
SUMMARY
4. Defendant Andrew Left (“Left”) is an activist short publisher.  Starting
around 2008, Left published tweets and reports which recommended investment
ideas to the market through his online platform, Citron Research.  These
publications frequently purported to expose negative information on target
companies, were often larded with hyped rhetoric, and frequently urged his readers
to sell their stock in the target companies.  At times, these publications also
presented positive information on target companies and encouraged Left’s readers
to buy.  Left and Citron Research had a substantial following – on twitter alone,
Citron Research had more than a hundred thousand followers.
5. This civil enforcement action concerns Left’s misuse of the Citron
Research platform in connection with reports and tweets he published between
approximately March 2018 to December 2020 (the “Relevant Period”) relating to 23
target companies on at least 26 separate occasions which allowed him to generate
approximately $20 million in illegal trading profits through a scheme to defraud.

COMPLAINT
3

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
6. Through these reports and tweets, Left exploited his Citron Research
platform by taking the following steps.  First, Left established long or short
exposure in the target company through equity shares and/or options.  Next, Left
issued reports and tweets informing his readers or leading them to believe that he
had long or short exposure in the target company.  Left then recommended that his
readers trade in the same direction as his positions.  Finally, in many cases, Left
gave his readers a purported price target, i.e., a share price at which the stock would
trade.  Following Left’s reports and tweets, the price of these target stocks moved
on average more than 12%.  Unbeknownst to the market, however, Left planned to
capitalize on those price movements and quickly reverse his own positions in the
equity shares and options – which he had induced readers to follow – but at prices
far higher (or lower) than the price targets Left had pushed to his readers and the
marketplace.  In other words, Left bought back the stock almost immediately after
telling his readers to sell, and Left sold stock almost immediately after telling his
readers to buy.  This fraudulent practice deceived investors and allowed Left to use
his Citron Research reports and tweets as catalysts from which he could derive
short-term profits.  Left directed this trading in furtherance of the scheme through
his personal accounts and accounts in the name of his entity, Defendant Citron
Capital, LLC (“Citron Capital”), generating millions in profits.
7. To carry out this scheme, Left and Citron Research (“Defendants”)
engaged in several deceptive acts.  For example, in order to present Citron Research
as an independent publication to investors, Defendants posted purported “investor
letters” to create the false impression that Citron Capital was a successful hedge
fund with investors, when in fact Citron Capital never had any outside investors and
Left simply used Citron Capital to trade his own money.  They created anonymous
websites to enhance the recommendations in their tweets and reports so they could
induce more trading activity in a target company and generate higher profits for
their scheme.  Left also created phony invoices for “consulting services” that he did

COMPLAINT
4

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
not provide for the purpose of concealing that he was receiving over $1 million
from a hedge fund in exchange for Citron Research publishing certain reports and
tweets.  Defendants used price targets to give the impression that the stock would
drastically move in the direction of their recommendation, and to attract media
attention that would amplify their recommendations.
8. Defendants also made several false and misleading statements in
connection with the scheme.  For example, Defendants told the market that they
would stay long a target stock until the price hit $65, when in fact they immediately
began selling the stock at $28.  They falsely represented to the market that Citron
Research was an independent research outlet that had never received compensation
from hedge funds, when in fact they had.  They stated that they had long or short
exposure in target stocks and included purported price targets at which they claimed
the stock would move, when in fact they planned to immediately trade in direct
contradiction to those statements.  Left bragged to colleagues that some of these
statements were especially effective at inducing retail investors to trade based on his
recommendations and said that it was like taking “candy from a baby.”
9. Through their conduct, and as further detailed in this complaint and
Appendix A, Defendants violated the antifraud provisions of Section 17(a) of the
Securities Act, Section 10(b) of the Exchange Act, and Rule 10b-5 thereunder, and
pursuant to Section 20(a) of the Exchange Act, Left is responsible for Citron
Capital’s violations of Section 10(b) as a control person of the entity.
10. As a result of this conduct, the SEC is seeking permanent injunctions
against Defendants and conduct-based injunctions against Left for their violations
of the federal securities laws, and to bar Left from acting as an officer or director of
a public issuer pursuant to Sections 20(e) and 21(d)(2) of the Exchange Act.  The
SEC also seeks an order barring Left from offering or selling penny stocks and from
acting as or being associated with any investment adviser.  The SEC further seeks to
disgorge their ill-gotten gains, along with prejudgment interest thereon, and to

COMPLAINT
5

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
impose civil money penalties against Defendants pursuant to Sections 21(d)(3) of
the Exchange Act and 20(d) of the Securities Act.
THE DEFENDANTS
11. Andrew Left (“Left”), age 54, was a resident of Beverly Hills,
California during the Relevant Period.  He currently resides in in Boca Raton,
Florida.  In 1998, Left was sanctioned by the National Futures Association (a self-
regulatory organization for the U.S. derivatives industry) for making false and
misleading statements to customers.  In 2016, the Hong Kong Futures and
Securities Commission barred Left from trading securities in Hong Kong for five
years.
12. Citron Capital, LLC (“Citron Capital”) is an investment adviser
established by Left and Business Associate One in October 2018.  Citron Capital
registered with the SEC as an investment adviser between October 2018 and April
2019, and thereafter was an exempt reporting adviser registered with the California
Department of Business Oversight until March 2022.  Citron Capital managed an
investment fund, Citron Capital LP (“Citron Fund”).
RELATED PERSONS AND ENTITIES
13. Citron Research (“Citron Research”) (formerly “StockLemon.com”) is
not a formal entity, but rather Left’s online moniker through which he releases
tweets and reports purporting to expose frauds or other problematic conduct at
target companies.  Left has been releasing online stock commentary since at least
2001 and has used the Citron Research moniker since approximately 2008.
14. “Business Associate One” is the person with whom Left formed Citron
Capital in October 2018.  From at least that point forward, Business Associate One
assisted Left in operating Citron Capital and Citron Research.
15. Anson Funds Management, LP (“Anson Funds”) is a limited
partnership organized under the laws of Texas with a principal place of business in
Dallas, Texas.  It has been registered as an investment adviser with the SEC since

COMPLAINT
6

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
2012.
16. Anson Advisors, Inc. (“Anson Advisors”) is a corporation organized
under the laws of Ontario, with a principal place of business in Toronto, Canada.
Anson Advisors is registered with the Ontario Securities Commission and has
reported to the SEC as an exempt reporting adviser since 2013.  Anson Advisors
and Anson Funds (collectively, “Anson”) are co-investment advisers of a number of
private pooled investment vehicles.  Anson was the subject of a cease-and-desist
and administrative proceeding with the SEC related to its work with Left and other
short publishers.  In the Matter of Anson Advisors Inc. and Anson Funds
Management LP, Inv. Adv. Act Rel. No. 6622 (June 11, 2024).
17. Portfolio Manager One was employed by Anson Advisors as a
Portfolio Manager.
18. Hedge Fund Two is an investment adviser that manages private funds.
From January 2019 through January 2021, Citron Capital acted as a sub-adviser for
Hedge Fund Two.
19. Third-Party Intermediary is a small research firm that provides
research to a handful of clients.  Third-Party Intermediary at times had separate
engagements with Left and Anson to provide research services.
TERMS USED IN THIS COMPLAINT
20. An investor typically takes a “long” position when he or she anticipates
that the value of the security will increase.  If the price increases, the investor may
profit by selling shares of the security for more than he or she purchased the
security.  If, on the other hand, the price decreases, the investor may take a loss.
21. An investor typically takes a “short” position when he or she anticipates
that the price of the security will decrease.  A “short sale” by an investor is the sale
of a security that the seller does not own or any sale that is consummated by the
delivery of a security borrowed by, or for the account of, the seller.  In order to
deliver the security to the purchaser, the short seller will borrow the security,

COMPLAINT
7

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
typically from a broker-dealer or an institutional investor.  The investor can
subsequently “cover” or “exit” his or her short position by purchasing the security
and returning it to the lender.  If the price decreases, the investor may profit by
covering (purchasing the security) for less than the short sale price.  If, on the other
hand, the price increases, the investor may take a loss.
22. The terms “call” and “put” options, as used in this complaint, refer to
contracts that give their holders the right, but not the obligation, to buy (a call
option) or sell (a put option) a fixed number of shares of the underlying security at a
specific price—called the “strike price” or “exercise price”—on or before a
specified time.  Each equity options put and call contract typically represents 100
shares of the underlying security.  The purchaser of a call option typically believes
that the price of the underlying stock will rise.  The purchaser of a put option
typically believes that the price of the underlying stock will fall.
23. A “limit order” is an order to buy or sell a security at a specified price or
better.
THE ALLEGATIONS
I. Defendants’ Fraudulent Scheme to Manipulate the Market
A. Left Develops Citron Research and Its Reputation as an
Independent Research Firm
1. Left Creates Citron Research
24. Defendant Andrew Left began publishing reports recommending
investment ideas to the market in the early 2000s through StockLemon.com, a
website he created.
25. Left rebranded his platform under the name Citron Research in 2008.
From that point forward, Left used Citron Research as a platform to release reports
and tweets containing trading recommendations, which often included information
about target companies, statements that Citron was long or short the stock, the
projected direction the target companies’ stock price was moving, and encouraged

COMPLAINT
8

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
readers to take a short or long position in the companies.
26. Left established Citron Research as an activist “short” publisher, largely
releasing negative or disparaging information on target companies.
27. Left often drafted Citron Research’s short publications in a sensationalist
exposé style and strongly encouraged readers to sell the stock of the target
company.  These publications would often declare a company a “fraud,” “scam,” or
“scheme,” and use powerful imagery and language, such as calling a company “the
Harvey Weinstein of social media,” “uninvestable,” declaring that “investors have
been warned,” “wait until Senate finds out what Citron has published,” and warning
that the “SEC should immediately HALT this stock.”
28. At times, Left also used Citron Research’s platform to recommend
“long” investment ideas by presenting positive, favorable descriptions of a target
company and its stock’s value.  On the long side he also used powerful imagery and
language, such as “S&P Stock of the Year,” “biz is on fire” and “Citron Research is
Bullish on the Most Shorted Stock in the World.”
29. Left disseminated his views through written reports posted on the Citron
Research website, CitronResearch.com.  The reports were also published to
subscribers through an email blast, and typically linked to a tweet from Citron’s
twitter feed, @CitronResearch.  Left also frequently appeared on media broadcasts
such as CNBC where he would discuss the recommendations he had published
through Citron Research.
30. Left sometimes expressed his views on stocks by posting tweets stating
or leading readers to believe that he had “long” or “short” exposure in a target
company without posting an accompanying report.
2. Left Creates Citron Capital and Holds It Out as a
Successful Hedge Fund with Outside Investors
31. In late 2018, Left and Business Associate One created Citron Capital.
32. Left touted Citron Capital as a successful hedge fund with double and

COMPLAINT
9

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
triple-digit returns through purported “investor letters” that he posted publicly.
33. In these purported investor letters, Left created the false impression that
Citron Capital had outside investors.  For example, certain investor letters
represented that Citron Capital managed a “pooled investment vehicle” and
referenced the “Fund’s offering memorandum.”  In addition, in a July 17, 2019
investor letter, Left wrote “the managers of Citron would like to reassure our
investors” when discussing Citron Capital’s trading strategy.
34. Left also gave the appearance of having a successful hedge fund to the
media to enhance his public image.  In February 2019, when communicating with a
CNBC producer, Left said the “Citron fund is up close to 40%. SEC Registered.”
He also sent a year-end investor letter to CNBC with the subject line “First year of
Citron Capital in the books.”
35. However, Citron Capital never had any outside investors.  In reality, Left
only used Citron Capital as a vehicle to trade his own money.
3. Left Controls Both Citron Research and Citron
Capital
36. Left controlled both Citron Research and Citron Capital and at times
blurred the lines between the two entities.  For example, Left noted in the Citron
Research reports that they “have been prepared by either Citron Research or Citron
Capital.”  Left also at times defined “Citron” as both Citron Research and Citron
Capital, or represented that “Citron” held a position, referring to the position held in
the Citron Capital account.
37. Left controlled the day-to-day business operations and policies of Citron
Research.  Left had ultimate responsibility for Citron Research’s business, crafting
the narratives and drafting Citron Research’s publications.  At all relevant times,
Left controlled the content and dissemination of these publications.  Left was also a
frequent guest on financial news media programs as the person behind Citron
Research and advocated Citron Research’s investment views.  Left had ultimate

COMPLAINT
10

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
responsibility for the tweets published by Citron Research through its twitter feed,
@CitronResearch.
38. Left had the authority to control the business operations and policies of
Citron Capital with assistance from Business Associate One.  As a principal of
Citron Capital, Left solely directed all trading and investment decisions of Citron
Capital and owned all of Citron Capital’s funds.  Left and Business Associate One
extensively participated in the day-to-day business of Citron Capital.  Left was the
sole public voice on behalf of Citron Capital and made media appearances and
drafted and disseminated purported investor letters.
4. Left Promotes Himself and Citron Research to the
Public as a Trustworthy, Independent Publisher
39. Left promoted Citron Research to the public on its twitter header as
“representing the other side of Wallstreet,” and “[t]he Other Side of Research.”
The Citron Research website also stated that Left had been “quoted in every major
US financial publication, including Forbes, Fortune, Wall Street Journal, Barron’s,
CNBC, Investors’ Business Daily, and Business Week.”
40. Left presented Citron Research as publishing independent research and
held himself out as a “private investor” who led “a team of investigators.”  In July
2011, Left told the Financial Times that “the role I play in the market is I try to tell
the other side of the story, when everybody blindly cheerleads, there's always
another side of the story ...”  In addition, in the “About Citron Research” section of
the Citron Research website Left represented that “The goal of this website is and
has always been to provide truthful information in an entertaining format to the
investing public.”
41. Left also portrayed himself to the media as an independent publisher.  In
September 2018, Left told a CNBC representative “I do not trade based on TV
appearances.”
42. In August 2019, Left continued to promote Citron Research as an

COMPLAINT
11

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
independent research firm, telling his readers that “in 18 years of publishing, we have
never been compensated by a third party to publish research.”
B. Left’s Trading Recommendations Published Through Citron
Research Move the Market
1. Left Brags that the Tweets and Reports He Publishes
Through Citron Research Are Capable of Moving the
Market
43. During the Relevant Period, Citron Research had more than one hundred
thousand followers on twitter.  Citron Research’s tweets were also picked up by the
media and quickly disseminated to a much wider audience.
44. Many of the recommendations published on Citron Research were “short
recommendations,” where Left induced investors to sell their shares in the target
company.  The publications making the short recommendation often represented to
the market that Citron also had short exposure or was “short” in the target stock.
45. Investors often sold their stock in response to Left and Citron Research’s
short recommendations.  This typically led to a decline in the stock price.
46. Citron Research also published positive “long recommendations” on
certain target companies, where Left induced investors to buy the stock by promoting
the companies.  The publications making the long recommendation often represented
that Citron had a long position or was “long” in the target stock.
47. Investors often bought stock in response to Left and Citron Research’s
long recommendations, which typically led to an increase in the stock price.
48. Due to the large number of followers Citron Research had on twitter and
the attention that its tweets and reports garnered from the media, Left knew, or was
reckless and negligent for not knowing, that investors often bought or sold stock in
response to Left and Citron Research’s recommendations, and thus his stock
recommendations in the tweets or reports impacted the market.
49. For example, in or around March 2018, Left bragged to colleagues that

COMPLAINT
12

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
he was confident he could “destroy” or “kill” companies by publishing a tweet or
report, and told a colleague in August 2018 that he had a “hot voice” that he planned
to “take a vantage [sic] of.”
50. Left knew that he could make money off his tweets because of his
readers and the impact he had on their trading behavior, telling a colleague, “I save
tweets for easy money.”  Similarly, in May 2018, Left repeated a quote from a
Business Insider article: that he could “send a stock tumbling with a single tweet.”
2. Left Uses Target Prices to Amplify the Trading
Recommendations He Publishes on Citron Research
51. Left frequently included a target price in the Citron Research reports and
tweets that he published, leading his readers to believe that this was the price at
which he thought the stock would trade.
52. The target prices were typically far above (for long publications) or far
below (for short publications) the stock’s current trading price, giving the market
the impression that the stock prices of the target companies would drastically
increase or decrease in the direction of the Citron Research recommendation.
53. The Citron Research tweets contained little to no analysis of how the
price target had been determined.
54. While the reports sometimes contained purported analysis of the price
targets, Left at times drastically revised the target prices in the days or hours prior to
posting the report.
55. Left included these price targets for the purpose of encouraging the
media to pick up, and thereby amplify, his trading recommendations.
56. When paired with the inflammatory language in the Citron Research
publications, the target prices captured the immediate attention of the press, which
led to further dissemination of the reports and tweets.

COMPLAINT
13

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
C. Left’s Misuse of the Citron Research Platform For His
Personal Profit
57. At times, Left exploited the Citron Research platform by stating or
leading readers to believe that he had long or short exposure in the target stocks,
inducing his readers to trade in the same direction as his stated positions, and
providing purported price targets for the target stocks.
58. In reality and unbeknownst to investors, Left planned to quickly abandon
his stated long or short exposure in order to capitalize on the stock price moves
following the release of these reports and tweets, and planned to do so at far different
prices than the price targets he was projecting to the market.
59. Through these actions, Left bought stock almost immediately after
telling his readers to sell, and sold stock almost immediately after telling his readers
to buy.
60. This fraudulent practice deceived investors.  It allowed Left to use the
Citron Research reports and tweets to lead investors to believe they were truthful,
independent stock recommendations, when in fact they contained false statements or
misleading half-truths intended to create a catalyst to move the target company’s
stock price so that Left and Citron Capital could profit.
1. Left’s Trading Strategy
61. Left told Business Associate One that his strategy was built around
publishing recommendations on Citron Research for the purpose of causing price
moves in target companies from which he could quickly profit.
62. For example, in or around 2018, Left explained to Business Associate
One that “creating a catalyst is the best way to make money.”
63. Left instructed Business Associate One to “Trade on day of article or
day before and max $50k in options, get out immediately on catalyst.”  Left also
instructed Business Associate One to “STOP GAMBLING, run a fund . . . ONLY
PLAY CATALYST.”

COMPLAINT
14

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
64. Left’s strategy focused specifically on taking advantage of unsuspecting
investors who followed Citron Research’s recommendations, yet who did not know
of Left and Citron Capital’s plan to quickly sell or purchase contrary to Citron
Research’s recommendations, and at a price far different than the price targets
Citron Research provided.
65. Left told others that one of his strategies involved targeting retail
investors, because these investors were likely less informed and therefore more
likely to follow his recommendations, stating that “these retail holders are nervous.
we will hit them” and “Now that I know who owns [the target stock].  candy from a
baby.”
66. In addition, Left used Citron Capital investor letters containing
information about Citron Capital’s intended trading – which he posted publicly or
sent to the media for broad distribution – as catalysts around which Defendants
could trade and profit.
67. Left’s catalyst strategy was built around inducing his readers to follow
the trading recommendations on Citron Research.
68. To that end, at times Left represented to his readers or led them to
believe that he was trading consistent with the recommendations in the publications
he issued through Citron Research.
69. In some short recommendations, Left represented to his readers or led
them to believe that he had short exposure in the target stocks.  He provided price
targets well below the stock’s current trading price to give the impression that the
price of the stock was set to drastically decline.
70. In some long recommendations, he represented to his readers or led them
to believe that he had long exposure in the target stocks.  He provided price targets
well above the stock’s current trading price to give the impression that the price of
the stock was set to drastically increase.
71. At times, Left represented to his readers or led them to believe that he

COMPLAINT
15

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
intended to purchase or sell target stocks only when that stock reached a specific
price.
2. Left Deceives the Market by Quickly Trading
Inconsistent With His Statements
72. Unbeknownst to his readers, with respect to the stocks identified in
Appendix A, Left immediately traded inconsistently with the recommendations that
he posted to Citron Research.
73. Left generated profits by trading in both his personal accounts and
Citron Capital’s account around his recommendations.  Prior to issuing short
recommendations, Left had established short exposure in his personal account and
in the account of Citron Capital in the target company’s securities.  He typically did
this through a combination of stock and options positions; for stock, short selling
the stock, and for options, buying puts or, less often, selling calls.
74. After establishing short exposure, Left then released a short report and/or
negative tweet about the issuer through the Citron Research platform.
75. Left knew, or was reckless and negligent for not knowing, that the
information in the publication typically triggered others to sell the stock, leading to
a decline in the stock price, and a corresponding price move in the options.  For
example, a decrease in the stock price would cause the price of corresponding put
options to increase, and the price of corresponding call options to decrease.
76. Shortly after recommending to the market that it sell a target company’s
stock, Left then quickly bought back the stock or call options at the depressed price
to close the short position, or sold his put options for a higher price, yielding
significant profits.
77. Left engaged in a similar practice for long recommendations he
published on Citron Research.  Left would buy stock (or buy calls or sell puts) in
advance of issuing long recommendations.  After establishing long exposure, he
then issued the long recommendation through Citron Research that the stock price

COMPLAINT
16

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
was likely to increase and recommended that his readers buy the stock.
78. Left knew, or was reckless and negligent for not knowing, that the
information in the publication typically triggered others to buy the stock, leading to
an increase in the stock price, and a corresponding price move in the options.
79. Shortly after inducing his readers to buy the stock, Left then sold his
stock or call options, or bought back his put options, upon the increase in stock
price following his publications, generating large profits for himself and Citron
Capital.
80. On the long side, Left sold stock as investors, whom he had told to buy,
were buying that stock.  On the short side, Left bought stock as investors, whom he
had told to sell, were selling that stock.
81. Left typically began trading contrary to the recommendations within
minutes or hours of issuing them, demonstrating that he planned to trade
inconsistently with the statements in his recommendations before publishing those
statements.  At times, Left also entered limit orders to exit his positions before the
report or tweet was even released.  For example, if he had short exposure in a stock
and planned to release a negative report, he entered an order to buy back the stock if
the stock price decreased by a certain amount.  If he had a long position and planned
to release a positive report, he entered an order to sell the stock if the stock price
increased by a certain amount.
82. At other times, Left traded short-dated options positions that would
expire on the day of or in the days following the publication of his recommendation
at a strike price that was well above (for short reports) or well below (for long
reports) the target price he published to the market.
3. Left Conceals His Trading Strategy
83. At the time he was issuing stock recommendations, Left did not disclose
in the Citron Research tweets and reports that he intended to quickly trade in a
manner that was inconsistent with those recommendations.

COMPLAINT
17

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
84. At the time he was issuing price targets, Left did not disclose in the
Citron Research tweets and reports that he intended to quickly trade the stocks at
prices far from the target prices he provided to the market.
85. In doing so, Left concealed his own financial motivations for issuing the
publication and his intention to capitalize on the price movements he created.  He
misled investors by quickly reversing his position – which he had induced readers to
follow – but at prices far higher (or lower) than the price targets he suggested.
D. Defendants’ Execution of Their Scheme to Defraud through
the Citron Research Publications
86. During the Relevant Period, as set forth in Appendix A, Defendants
executed the scheme to defraud outlined above by publishing Citron Research
tweets and reports containing trading recommendations on 23 target companies on
at least 26 separate occasions (“Citron Research Publications”).  Following the
Citron Research Publications, the prices of the target stocks moved, on average,
more than 12% (measured from the end-of-the day closing price on the day before
the report or tweet to end-of-day closing price on day of the report or tweet).
87. In 21 of the 26 Citron Research Publications, Left also included a target
price that purported to represent the price at which Citron Research thought the
stock would trade.  Consistent with their scheme, in all 21 instances Left and Citron
Capital traded at prices far from the targets they provided to the market.
88. Defendants’ trading around the Citron Research Publications yielded
approximately $20 million, at times generating millions of dollars from trading
around a single tweet.
E. Left and Citron Capital’s Acts in Furtherance of the Scheme
89. During the Relevant Period, the Defendants engaged in a variety of
deceptive acts in furtherance of their scheme to defraud investors.

COMPLAINT
18

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
1. Defendants Misrepresent and Conceal Their Trading
a) NVTA
90. On July 17, 2019, Left had long exposure in Invitae Corporation
(“NVTA”) in both his personal account and in Citron Capital’s account.  At this
point in time, Defendants stood to profit if NVTA’s stock price increased.
91. On July 17, 2019, Left promoted NVTA in a Citron Capital investor
letter stating, “on the long side we’re most excited about our position in Invitae
(NVTA).”  The investor letter represented that “we continue to add to our position at
current levels” and that we “expect the stock to trade to $100 in the next 24
months.”
92. Despite representing that they would “continue to add to our position at
current levels” and that they believed the stock would trade to $100, Citron Capital
and Left sold shares of NVTA between July 18 and July 25 at an average price of
approximately $24.
93. Between July 25-30, 2019, Left discussed with his colleague his hope to
“get stock to 30” and asked “[w]hat can I put in a tweet to juice it[?]”
94. On July 31, 2019, Left again promoted NVTA in a report and tweet as a
good investment to buy and reiterated that Citron Research expected NVTA’s stock
to sell at $100, tweeting “certain that Invitae is on its way to $100.”  Left
represented in the report that he “will continue to stay long until the stock hits at
least $65 as we believe it is on its way to $100.”
95. Contrary to their $100 price target and representation that they would
“stay long until the stock hits at least $65,” Left and Citron Capital began selling
stock that very day at prices at or around $27 to $28 and did not continue to stay
long until the stock hit $65.
96. In the days leading up to the release of the July 31, 2019 NVTA report,
Left adjusted the price target in internal drafts of the report from $60 to $100, a
change of more than 66%.

COMPLAINT
19

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
97. The Defendants’ statements to the market that they would take one
action when they really intended to take another were materially false and
misleading and deceptive.
98. Left’s actions of internally changing the amounts of the target price from
$60 to $100, at a time when he was privately discussing his hope to move the stock
to $30, demonstrates that his selection of a target price was not tied to any specific
analysis but rather was used to manipulate and influence a target company’s stock
price in a way that benefitted Defendants.
b) ROKU
99. On January 8, 2019, Left and Citron Capital acquired short exposure in
ROKU, a video streaming company, meaning that they would profit if ROKU’s
stock price decreased.
100. That same day, after they acquired their short exposure, Left published a
tweet calling ROKU “uninvestable” and encouraged his readers to sell their stock:
“We initially went long $ROKU at $35. However, have to recognize when the story
has changed. APPLE TEAMING UP WITH SAMSUNG, ROKU CEO selling last
week, and short interest at lows. Risk/reward no longer there. Expect big
retracement. ROKU stock is uninvestable now.”
101. Despite telling his readers that ROKU stock was uninvestable, within
two minutes of issuing the tweet, Left began buying back shares of ROKU and had
completely covered his short exposure within nine minutes of the tweet.  Citron
Capital also began exiting its short exposure within one minute of the tweet, and
completely exited within ninety minutes of the tweet.
102. Later that day, after Defendants had exited their positions, Left falsely
told his readers that he had not traded in ROKU: “[W]e are watching $ROKU from
the side After successfully shorting ROKU as it traded as high as $50 in late 2017,
we reversed our position at $35 last year. With Apple teaming up with Sams, LG,
and Vizio investors must consider the risk to the bigger story.”

COMPLAINT
20

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
103. Left’s representation that “[W]e are watching $ROKU from the side”
was materially false and misleading and designed to further Citron Capital’s
reputation as an independent publication, when in fact they had just profitably
traded around the Citron Research tweet.
104. Left and Citron Capital’s trading in ROKU around the Citron Research
tweet during this time generated proceeds of approximately $600,000.
105. That same day, Left bragged to a friend about the profits he made in
ROKU saying, “Lol. Was a great set up for Trade this morning.”
2. Left Misrepresents His Trading Positions in Media
Interviews
106. Left also made statements to the media designed to conceal that he was
trading inconsistent with the statements in the Citron Research Publications.
a) CRON
107. On August 27, 2018, Left messaged Portfolio Manager One “I have a
hot voice in cannibas. Let’s take a vantage [sic] of it.”  Left instructed Portfolio
Manager One to not overthink Citron Research’s next target company stating, “Stop
being such a pussy. It’s OK to be wrong.”
108. Left decided to issue a short publication on Cronos Group, a Canadian
cannabis company that traded on the NASDAQ under the ticker symbol “CRON.”
109. Left told Portfolio Manager One “we can DESTROY CRON” and
through a “cron short we could get 2 bucks,” indicating he believed that he would
make $2 per share from trading around a publication on CRON.
110. On August 29, 2018, Left had short exposure in CRON, meaning that he
would profit if CRON’s stock price decreased.  That same day, Left sent draft bullet
points to Portfolio Manager One with a short-term price target for CRON of $6.  A
subsequent draft of the bullet points included a price target of $5.  On August 30,
2018, Portfolio Manager One sent a report to Left to be published through Citron
Research with a price target of $7.50.

COMPLAINT
21

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
111. Later that same day, Left published a report and sent a tweet to his
readers recommending that they sell CRON and that the true valuation of the
company was $3.50 per share: “$CRON tgt price $3.5. Everything that is
contaminated about the Cannabis space. ALL HYPE with possible securities
fraud.”  The tweet linked to the report which was titled, “Cronos: The Dark Side of
The Cannabis Space.”
112. An hour later, Left posted another tweet to alert his readers that he was
going to appear on CNBC Fast Money to promote his recommendation: “Andrew
Left from Citron on CNBC Fast Money 5:25pm ET to discuss why $CRON is the
most overhyped of all the ‘pot stocks’ with a target price of $3.5.”
113. During Left’s CNBC interview, the interviewer repeatedly asked him if
he continued to hold a short position in CRON: “what’s relevant to people watching
is, are you just as short the stock right now as you were at the beginning of the
day.”  Left responded that he “took a small size position off today but I am still
extremely short the stock,” and reiterated his recommendation that the stock would
trade to $3.50.
114. This statement was materially false and misleading because, by the time
of that interview, Left had exited more than 75% of his short exposure at well above
$3.50, despite representing to his readers that this was the true valuation of the
company.
115. Left later bragged to Portfolio Manager One that he had received 100
emails on CRON and that “NOT 1 of them was intelligent . . . . I swear not 1 person
with a smart answer not 1” and further bragged that “i could write a tweet about a
part 2 and get another $1.”
116. Left also made clear that one of his trading strategies was centered
around making recommendations to retail investors and boasted that “short more
cron if we get 10.5 now that I know who owns it. candy from a baby.”
117. In total, Left’s trading around the Citron Research Publications on

COMPLAINT
22

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
CRON generated profits of approximately $500,000.
b) BYND
118. On May 17, 2019, Left and Citron Capital had short exposure in Beyond
Meat Inc (“BYND”), meaning they stood to profit if the stock price decreased.
119. On May 17, 2019, Citron Research issued a negative tweet on BYND
recommending that Citron Research readers sell the stock and assigning a target
price of $65, despite the fact that BYND was then trading at approximately $87:
“$BYND has become Beyond Stupid” and “We expect $BYND to go back to $65 on
earnings.”
120. Despite his negative statements to the market, only 10 days before Left
told a colleague that he thought the price of BYND would increase, stating “i think
BYND goes to 100.”
121. Within seven minutes of the May 17, 2019 tweet, Left exited the
majority of his short exposure in BYND.  Similarly, Citron Capital completely
covered its short positions within 12 minutes of the tweet.
122. Later that day, in advance of an article CNBC planned to release, a
reporter emailed Left asking whether he still held a trading position in BYND.  In
response, Left stated that he “shorted some today.”
123. This statement was materially false and misleading because Left had
exited the majority of his short exposure and Citron Capital had already sold all of
its short exposure.
124. Six minutes after this email exchange, Citron took additional short
exposure in BYND, before the release of the CNBC article.  Within an hour, CNBC
published an article titled “Short seller says Beyond Meat hype is ‘beyond stupid,’
places bet against the shares.” After the article was released, Citron exited this
additional short exposure.

COMPLAINT
23

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
3. Defendants Traded Inconsistent With Citron Research’s
Recommendations to the Market
a) XL
125. As of December 23, 2020, Left and Citron Capital held long positions of
XL Fleet Corp. (“XL”), meaning both Left and Citron Capital stood to profit if the
price of XL stock increased.
126. Later that day, Left issued a tweet representing that Citron Capital held a
long position in XL and that they believed the stock price was going to $60: “Citron
long $XL tgt $60.  TAM of $XL over $1T.  Electrification as a Service (EaaS) will
be massive . . . more than twice $QS and $LAZR combined. Blue chip customer base
with FedEx, Coke, Pepsi, DHL and many more.  SPACS always cautious-this story
has great Risk/Reward.”
127. In the minutes leading up to the tweet telling the market that he thought
XL stock was going to $60, Left placed a limit order to automatically sell XL if it
reached $27.50 per share.
128. Despite telling the market that Citron was long and that he thought the
stock price would go to $60, Left began selling shares of XL the very same minute
as the publication.  Left exited his entire position that day at an average price of
$28.86, or 52% below the target price he published.
129. Citron Capital sold 98% of its shares by the following day at an average
price of $31, or 48% below the recommended target price.
130. Left and Citron Capital’s trading in XL generated proceeds of at least
$2.3 million.
131. Several months later, in May 2021, a retail investor admonished Left on
his recommendation on XL stating: “Me and lots of my friends bought xl stock when
you uploaded your bullish these on it.  Since then the company almost dissapeared
(sic) and goes to zero.  Please post your opinion right now and respect your
followers worldwide.”

COMPLAINT
24

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
132. In response, Left admitted the recommendation on XL “sucked” and
made another false statement, stating that “I fired the analyst that made that call,”
referring to Business Associate One.
133. In fact, Left did not fire Business Associate One and continued to work
closely with him through at least 2022.
b) AAL
134. On June 5, 2020, Left and Citron Capital acquired short positions in
American Airlines Group Inc. (“AAL”), meaning they would profit if AAL’s stock
price decreased.  The short positions in the Left and Citron Capital accounts
included put options that expired that same day (“short-dated put option”) with
strike prices of $19 and $20.
135. After Left and Citron Capital acquired their short positions, Left
published a negative tweet through Citron Research encouraging the market to sell
the stock and pronouncing that the stock would decrease to $10 per share: “$AAL
Back to $10 Robinhood traders have 0 idea what they buying.  Balance sheet is
upside down.  Unencumbered assets worth far less than current price.  The reason
why Buffett fully exited lower.  They don't teach finance in the Sherwood Forest.”
136. Approximately fourteen minutes after the first tweet, Left again
published a Citron Research tweet criticizing investors who bought AAL stock at
$19:  “$AAL.  To clarify previous tweet the 25k new users on Robin Hood who
bought stock at $19 must know more about airlines than Buffet who sold the stock at
$11.  Send your resumes to Omaha.  Expect stock to trade back to $10.”
137. Within three minutes of publishing his initial tweet, Left began buying
back shares of AAL, and Citron Capital similarly began buying back AAL within
five minutes of the initial tweet.
138. Despite representing to Citron Research’s readers that Left “expect[s]
stock to trade back to $10” and criticizing traders who “bought stock at $19,” Left
and Citron Capital bought back at an average price of approximately $19.20 in the

COMPLAINT
25

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
minutes and hours following the tweets.
139. In addition, Left and Citron Capital’s short-dated put option positions
with strike prices well above the target price demonstrate that Left and Citron
Capital did not intend to hold the positions beyond that day, nor did they intend to
hold their positions to a price near the $10 price target.
140. Left and Citron Capital’s trading profits around the AAL tweets
generated profits of more than $400,000.
4. Defendants Published Trading Recommendations
Without Conducting Adequate Research
a) VUZI
141. Between December 16, 2020 and December 22, 2020, Left and Citron
Capital established long positions in Vuzix Corporation (“VUZI”), meaning that
they would profit if the stock price increased.
142. On Friday, December 18, 2020, Left published a tweet through the
Citron Research platform telling the market that the company was undervalued and
suggesting that VUZI was a good buy:  “Getting emails about shorting $VUZI. NO
WAY we would short this flyer. Small market cap with story that is tied to 5G,
$AMZN and $PLUG and Covid. There has to be easier pickings...still doing
research. Risk/Reward easier on other high flyers”
143. Later that day, Left admitted to a colleague that he had only “put out that
tweet to see what would come back to me,” demonstrating Left had not actually
done research on whether VUZI was an appropriate investment to recommend to
Citron Research’s readers.
144. After Left issued the tweet, Business Associate One conducted research
over the weekend into VUZI by speaking with VUZI company representatives and
others in an effort to determine if the company was a good long investment.
Business Associate One concluded that it was not an appropriate long investment,
telling Left that “we can’t have enough conviction in this being an actual long”

COMPLAINT
26

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
investment.
145. However, even after receiving research that the company was not a good
investment, Left did not remove the tweet from Citron Research’s platform, nor did
he communicate to the market that he did not have the conviction to recommend
VUZI as a long investment.
146. Instead, Left and Citron Capital sold their stock in VUZI within three
days of the tweet, generating profits of over $700,000.
5. Defendants Falsely Represented that Left Never
Received Any Compensation From Hedge Funds
147. As alleged above, to perpetuate the market’s view that Citron Research
was an independent short publisher, Left falsely told Citron Research readers that he
had never received compensation from hedge funds in connection with publishing
trading recommendations.
a) GE
148. On August 15, 2019, a third-party publisher issued a short report on
General Electric (“GE”) recommending that the market sell their stock in GE.  In
the short report, the third-party publisher disclosed to the market that he was being
paid a percentage of profits from a hedge fund that was trading around his short
report.
149. In response, on August 16, 2019, Left published commentary on GE.
Unlike the third-party short publisher’s report, Left encouraged readers to buy GE
and represented that “Citron took the opportunity to buy [GE] stock.”
150. Approximately two and a half hours before releasing the commentary,
Left purchased GE stock, meaning he would profit if the stock price of GE
increased.
151. Left’s commentary criticized the recommendation in third-party short
publisher’s report.  In addition, he criticized the short publisher for being paid
profits from a hedge fund trading around the short report, telling readers that “No

COMPLAINT
27

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
credible hedge fund or short seller would ever do this.  Left further stated that
“Unfortunately. what we have just witnessed with [third-party short publisher] is
reckless, dishonest, and most importantly secretive – all which gives activist short
selling a bad name.”
152. Left claimed that he and Citron had not and would not engage in such
actions, representing that “in 18 years of publishing, we have never been
compensated by a third party to publish research.  More important, compensation
tied to the ‘success of a trade’ would not pass internal compliance nor would it pass
compliance of any fund that Citron would collaborate with on ideas.”
153. Left’s commentary defined “Citron” as both Citron Research and Citron
Capital.
154. Contrary to his statement, Left had received substantial trading profits
ten months earlier from Anson, an outside hedge fund, in connection with Left
publishing recommendations on two securities.  In addition, at the time he issued his
commentary on GE, Left was receiving compensation from Hedge Fund Two for
his trading around target securities that were the subject of trading
recommendations published by Citron Research, including GE.
155. Left’s statement about never receiving compensation from a hedge fund
was materially false and misleading and designed to further Citron Research’s
reputation as an independent research publication, as well as to bolster its long
recommendation on GE.
156. Left’s statement about his trading around the GE report was also
materially false and misleading.  Despite representing in the commentary that
“Citron took the opportunity to buy stock,” Left had already entered a limit order to
sell GE before issuing his commentary on GE and completely sold his GE stock
within sixty-five minutes of telling the market he had a long position.
157. Left’s trading in GE in connection with his long recommendation took
place over approximately three and a half hours and yielded Left nearly $50,000 in

COMPLAINT
28

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
profits.  Citron Capital did not trade in GE around the commentary.
b) Left’s Compensation from Anson
158. In at least two instances in late 2018, Left received compensation from
Anson in connection with Citron Research Publications relating to two securities:
Namaste Technologies, Inc. (“Namaste”) and India Globalization Capital Inc
(“IGC”).  Namaste’s securities traded on the Canadian Securities Exchange under
the symbol “N,” and also traded as a penny stock in the United States under the
symbol “NXTTF.”
(1) Namaste
159. On or about September 11, 2018, Anson Advisors contacted Left about
issuing a short recommendation on Namaste through Citron Research.  In exchange,
Anson Advisors agreed to pay Left a share of its fund’s profits from its short
position in Namaste.
160. Left agreed to the arrangement to share in Anson’s profits in Namaste
and responded “DONE...let me kill it.”  Left bragged that “these retail holders are
nervous. we will hit them.”
161. Portfolio Manager One and Left then worked together to prepare short
reports and tweets, which Citron Research published in September and October
2018.
162. On or around September 14, 2018, Citron Research released a tweet and
report on Namaste recommending that his readers sell Namaste stock: “Namaste $N
Canada.  Some cannabis stocks are overvalued, and some are total jokes.  This is a
joke Drop it like its hot' after the pledge party prohibits listing in US, downside:
80%. That .50”
163. Approximately thirty-five minutes later, Left published a second tweet
as an “urgent update” with an updated report further recommending that his readers
sell their Namaste stock due to alleged illegal activities at the company: “$N,
Canada. urgent update: Quebec newspaper highlights Namaste's illegal activities

COMPLAINT
29

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
and Quebec investigation in $N for violation of laws. Tilray quickly drops $N,
shareholders are next.”  The updated report provided a price target of “$.25 cents.”
164. Contrary to Left’s recommendation that his readers sell Namaste stock
and his price target of $0.25, Portfolio Manager One and Left agreed that Anson
would “cover about 1/3” of their holdings in Namaste, meaning that Anson would
buy back Namaste stock, at a time when the stock was trading at approximately
$2.36. Left noted to Portfolio Manager One that “Canadians so gullible. Very.”
165. In a televised BNN Bloomberg interview that was filmed on September
25,2018 and aired on September 26, 2018, Left represented to viewers that he
“would keep shorting [Namaste] until it goes to 0.”   However, within 10 minutes,
Left asked Portfolio Manager One “should we cover all namaster [sic],” indicating
that he did not intend to keep shorting Namaste.  At that time, the stock was trading
at approximately $2.18.
166. Left also traded in his personal account in a manner inconsistent with his
statement on Bloomberg.  Left established a short position in Namaste in his
personal account, and contrary to his statement that he would “keep shorting
[Namaste] until it goes to 0,” he covered that position between approximately $1.42
and $3.00, and did not short Namaste until it went to $0.
167. To anonymously amplify his recommendation on Namaste and to add
more legitimacy to his recommendation, Left created a website, namastetruth.com
and posted negative information on Namaste.  Left later informed Anson that he
“might take down the namaste website...only to put it back up...if the stock goes
higher,” indicating that he viewed the website as another tool that he could use to
impact prices for his own personal profit.
(2) IGC
168. On or about October 2, 2018, Left messaged Portfolio Manager One and
requested that Anson establish a short position in IGC and share the profits with
him.  Portfolio Manager One agreed to pay Left a share of its fund’s profits from

COMPLAINT
30

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
trading around Citron Research’s bearish tweets on IGC.
169. This agreement meant that Anson and Left would profit if the value of
IGC stock decreased.
170. Within hours of their agreement, Left tweeted to his Citron Research
readers that they should sell IGC stock: “$IGC. If you are able to short, it is a gift.
No product.  All hype.  Raised Money 2 weeks ago at $1.15  Finger traders will get
burned.  This hype stock is the poster child of a cannabis bubble.  Always cautious
but nothing but air. Could write pages about this scheme.”
171. Ten minutes later, Left published another tweet setting a target price of
$6.00: “Correction.  $IGC has raised money 3 times in 3 weeks at an average price
of $3.31.  At least the company is honest about the absurd move  The stock should
have a skull and crossbones at Fidelity.  Just praying for more borrow to open up.
Target price - $6 fast.”
172. Less than twenty-five minutes after Left had released the tweet telling
the market IGC was going to“$6 fast,” Left asked Portfolio Manager One “do we
cover half.”  IGC was trading at approximately $12 at that time, double the price
target Left had provided to the market.
173. Following the Citron Research tweet, and in accordance with its
agreement with Left, Anson covered its position in IGC stock on the same day as
the tweets at $12.55.
(3) Left Submitted Fabricated Invoices to
Conceal His Compensation Arrangement
174. Left’s share of Anson’s profits for trading around Namaste and IGC
totaled more than $1.1 million.
175. Left took steps to conceal that he was being compensated by Anson in
connection with using his Citron Research platform by asking Anson to send him
his share of trading profits through Third-Party Intermediary, to which Anson
agreed.

COMPLAINT
31

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
176.  Third-Party Intermediary submitted invoices to Anson Funds for
purported research services that Third-Party Intermediary never performed, and
inaccurately stated that the amounts invoiced were for the benefit of the Third-Party
Intermediary, when in fact they were for the benefit of Left.  Anson Funds paid the
Third-Party Intermediary pursuant to these sham invoices.
177. To collect his share of trading profits, Left then submitted invoices to
Third-Party Intermediary for “consulting services” that Left never provided.  Using
the funds from the sham invoices submitted to Anson, Third-Party Intermediary
funneled more than $1.1 million to Left.
c) Left Also Had a Compensation Arrangement
With Hedge Fund Two
178. In January 2019, Left entered into a compensation arrangement with
Hedge Fund Two whereby Citron Capital agreed to recommend trading for Hedge
Fund Two.
179. In exchange, Hedge Fund Two agreed to pay Citron Capital a percentage
of the alpha (the difference between the return on the particular security and the
return on a predetermined risk-free benchmark) for the trades.
180. Although Left was responsible for entering into and carrying out this
arrangement, Business Associate One handled the day-to-day relationship with
Hedge Fund Two.  Left, often using Business Associate One as an intermediary,
directed Hedge Fund Two to trade around reports and tweets issued by Citron
Research.
181. Pursuant to this arrangement, Hedge Fund Two paid Citron Capital a
total of $2.6 million.  Left and Business Associate One split these profits, with Left
receiving 85% and Business Associate One receiving 15%.
182. By making false and misleading statements to the market that Left and
Citron Capital had not, and would not, receive money from hedge funds, when in
fact they had and were, Left concealed his own and Citron Capital’s financial

COMPLAINT
32

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
motivations in issuing publications, and perpetuated the false and misleading
impression that Citron Research was an independent research firm.
II. Defendants’ Materially False and Misleading Statements
183. In addition to and in furtherance of their scheme, Defendants made
materially false and misleading statements in the Citron Research Publications.
A. Affirmative False and Misleading Statements About
Defendants’ Trading
184. In January 2019, Defendants represented to the market that they were
not trading in ROKU, when in fact, they had just successfully traded in ROKU by
taking positions contrary to the recommendations in the Citron Research
Publication.
185. In July 2019, Defendants represented to the market that they would stay
long NVTA until the stock reached $65, when in fact they immediately began
selling at approximately $27 to $28.
186. These statements, which Left published through Citron Research, were
materially false and misleading because the Defendants falsely told or misled the
market in connection with the Citron Research Publications by representing that they
were taking one action, when in fact they actually took an action in direct
contradiction to that statement.  In evaluating the credibility of the trading
recommendations in the Citron Research Publications, a reasonable investor would
have wanted to know that Defendants made false representations about their
intentions to follow their own recommendations.
B. False and Misleading Statements to the Media About
Defendants’ Short Exposure
187. In August 2018, Left represented in a CNBC televised interview that
Defendants had only covered a small portion of his short exposure in CRON and
were still “extremely short,” when in fact they had already covered over 75% of
their short exposure in CRON.

COMPLAINT
33

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
188. In September 2018, Left represented in a televised Bloomberg interview
that he “would keep shorting [Namaste] until it goes to 0,” when in fact he bought
back his short position at prices between $1.42 and $3.00.
189. In May 2019, Left represented to CNBC that he had shorted BYND in
connection with a tweet on the company, without disclosing that he had closed the
majority of his position at that time.
190. These statements were materially false and misleading, as Defendants
misrepresented that he still had short exposure in certain target companies when in
fact they no longer held these positions.  A reasonable investor would have wanted
to know whether Defendants’ public statements to the media regarding their trading
positions were accurate in evaluating the credibility of the trading recommendations
in the Citron Research Publications.
C. False and Misleading Statements In Connection with His
Trading Recommendation in GE
191. In connection with their August 2019 recommendation that readers
purchase stock in GE, Left represented to his readers that “in 18 years of publishing,
we have never been compensated by a third party to publish research” and that
“compensation tied to the success of a trade’ would not pass internal compliance
nor would it pass compliance of any fund that Citron would collaborate with on
ideas,” when in fact they had received millions of dollars in compensation from
Anson and Hedge Fund 2 in connection with trading around the Citron Research
Publications.
192. Defendants made this false and misleading statement in connection with
their recommendation that the market purchase GE stock, which Defendants traded
around and profited nearly $50,000.
193. These statements, which Left published through Citron Research, were
materially false and misleading.  In evaluating the credibility of the trading
recommendations in the Citron Research Publications, a reasonable investor would

COMPLAINT
34

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
have wanted to know about the Defendants’ undisclosed financial incentives to
impact stock prices, specifically GE stock.
D. False and Misleading Half-Truths Related to Defendants’
Recommendations in the Citron Research Publications
194. As set forth above, Defendants frequently stated or led their readers to
believe that they had long (or short) exposure in a target stock and encouraged
readers of the Citron Research Publications to buy (or sell) the target stock, when in
fact Defendants had a preexisting intent to sell (or buy).
195. Defendants engaged in this conduct on the 26 occasions set forth in
Appendix A, including in the following tickers on the following dates: XL
(December 23, 2020), VUZI (December 18, 2020), PLTR (November 27, 2020),
AAL (June 5, 2020), NVAX (April 20, 2020), INO (March 9, 2020), LK (January
31, 2020), GE (August 16, 2019), NVTA (July 17, 2019), NVTA (July 31, 2019),
BYND (May 17, 2019), ROKU (January 8, 2019), FB (December 26, 2018), TWTR
(December 20, 2018), VEEV (December 4, 2018), NVDA (November 20, 2018),
TSLA (October 23, 2018), PTE (October 18, 2018), Namaste (October 4, 2018),
IGC (October 2, 2018), Namaste (September 14, 2018), CRON (August 30, 2018),
ABBV (July 19, 2018), SNAP (May 31, 2018), BABA (May 2, 2018), and TWTR
(March 27, 2018).
196. For example, as alleged above:
(a) In August 2019, Left told Citron Research readers that he was
long GE stock, without disclosing that he had in place limit orders to sell and in fact
did sell his GE stock within sixty-five minutes of the Citron Research Publication.
(b) In June 2020, Defendants told Citron Research’s readers that they
had short exposure in AAL and that AAL shares were only worth $10 to induce the
market to sell, when within minutes Defendants bought AAL shares at around
$19.20.
(c) In December 2020, Defendants told their readers that they were

COMPLAINT
35

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
long XL and that its shares were worth $60, when within minutes Defendants began
to sell their XL stock at around $28.
197. These statements, and the additional statements set forth in Appendix A,
were materially false and misleading and concealed that Defendants did not intend
to maintain their long or short exposure following the publications, and concealed
their preexisting intent to immediately buy (when Defendants were telling the
market to sell) or sell (when Defendants were telling the market to buy).  These
statements, as well as certain statements set forth in Appendix A, were half-truths
that were rendered these statements regarding Defendants’ intended trading
materially false and misleading.
198. In evaluating the credibility of the trading recommendations in the
Citron Research Publications, a reasonable investor would have wanted to know that
following the release of the publications the Defendants actually intended to quickly
abandon the long or short exposure that they represented they held in the
publications.
E. False and Misleading Statements In Connection With the
Target Prices that Defendants Published
199. As alleged in paragraph 87 above, in 21 of the Citron Research
Publications detailed above, Defendants encouraged readers to sell or purchase
target stocks at specific target prices.
200. Despite Defendants representing that the price targets were the prices at
which they expected the target companies to trade, their actions demonstrate that
they did not have a reasonable basis for the target prices they published and that the
purpose of including the target prices was to serve as a catalyst to move the stock
price.
201. As set forth in Appendix A, in all 21 of the instances involving price
targets, Defendants sold at prices well above the target price for short reports and
well below the target price for long reports, including in the following tickers on the

COMPLAINT
36

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
following dates: XL (December 23, 2020), PLTR (November 27, 2020), AAL (June
5, 2020), NVAX (April 20, 2020), INO (March 9, 2020), NVTA (July 17, 2019),
NVTA (July 31, 2019), BYND (May 17, 2019), FB (December 26, 2018), TWTR
(December 20, 2018), VEEV (December 4, 2018), NVDA (November 20, 2018),
PTE (October 18, 2018), Namaste (October 4, 2018), IGC (October 2, 2018),
Namaste (September 14, 2018), CRON (October 30, 2018), ABBV (July 19, 2018),
SNAP (May 31, 2018), BABA (May 2, 2018), and TWTR (March 27, 2018).
202. For example:
(a) In December 2020, Defendants told their readers that XL Fleet
would trade to $60, but immediately turned around and sold XL around $28 (a 53%
difference).
(b) In June 2020, Defendants claimed that AAL was going to $10,
and then began buying back at around $19.20 (a 47% difference).
(c) In July 2019, Defendants advised readers that NVTA would trade
to $100, despite selling their NVTA stock at around $27 to $28 shortly thereafter
(less than a third of the target price).
(d) In August 2018, Defendants projected that CRON would trade to
$3.50, then sold CRON at an average price of around $10 (a 65% difference).
(e) In October 2018, despite claiming that IGC was going to “$6-
fast,” Left instructed Anson to buy IGC while the stock was trading around $12 (a
50% difference).
203. In addition, Defendants drastically revised price targets in draft reports
leading up to their dissemination, demonstrating that they had no reasonable basis
for setting the target prices.  For example, in July 2019, Defendants initially
selected $60 as the price target for NVTA in the draft report, but revised it to $100,
a 66% increase, in the days leading up to the dissemination of the report.  Similarly,
in August 2018, Left discussed with Portfolio Manager One various price targets for
CRON ranging from $5 to $7.50, before he ultimately published a target price of

COMPLAINT
37

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
$3.50.
204. Defendants’ lack of a reasonable basis in selecting target prices further
demonstrates their lack of belief in those prices.  For example, before selecting the
$100 target price that he included in the July 2019 Citron Research Publication on
NVTA, Left discussed with a colleague his hope to “get stock to 30” and asked
“[w]hat can I put in a tweet to juice it[?]”
205. Defendants also published false information in connection with the
published price targets.  For example, in connection with the Citron Research
Publication on NVTA, Left set a $100 price target and stated that he would “continue
to stay long until the stock hits at least $65,” when in fact he immediately began
selling his NVTA stock at approximately $27 to $28 per share.
206. Defendants concealed that they were trading far above (for short reports)
or far below (for long reports) the price targets that they disseminated rendered the
price targets misleading.  For example, in connection with the Citron Research
Publication on XL, Defendants’ price target of $60 was a misleading half-truth
because they omitted to state that they planned to immediately begin selling their
shares of XL within five minutes of the publication at approximately $28, less than
half of the target price that they set.
207. These statements regarding Citron Research’s target prices, as well as
other statements identified in Appendix A relating to target prices, were materially
false and misleading.  In evaluating the credibility of the trading recommendations in
the Citron Research Publications, a reasonable investor would have wanted to know
that that Defendants did not have a reasonable basis for the target prices they were
publishing, that the target prices were unsubstantiated, and omitted information about
the Defendants’ intent to trade inconsistently with those recommendations.
F. Defendants Made the False and Misleading Statements
208. Defendants’ false and misleading statements allowed them to generate
approximately $20 million in trading profits in connection with the Citron Research

COMPLAINT
38

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Publications.
209. As explained in paragraphs 36-38 above, Left was the control person of
Citron Research.  Left drafted, reviewed, approved, or published the Citron Research
Publications.  The reports released through the Citron Research platform also
included a statement that they “have been prepared by either Citron Research or
Citron Capital,” and at times Left defined “Citron” as both Citron Research and
Citron Capital.
210. Left, whose conduct is imputed to Citron Research, was the maker of the
statements in the Citron Research Publications.
III. Defendants Acted with Scienter
211. During the Relevant Period, Left, who controlled Citron Research and
whose mental state was imputed to it, acted with scienter as evidenced, in part, by
the following:
(a) Left traded around the Citron Research Publications, where he
frequently recommended that readers buy (or sell) stock at purported target prices,
without disclosing that he intended to quickly trade in the opposite direction at far
different prices than the target prices he projected.
(b) Left falsely portrayed himself as managing Citron Capital, a
successful hedge fund with numerous investors, when in reality he was Citron
Capital’s only investor.
(c) Left created anonymous websites and posted negative information
about target companies to amplify his Citron Research recommendations.
(d) Left made public appearances on televised financial programs
where he made materially false and misleading statements about his trading positions
and intended trading activity.
(e) Left falsely told the market that he had never received any
compensation from hedge funds, when in fact he had received over $1 million in
profits pursuant to arrangements with two hedge funds trading around the Citron

COMPLAINT
39

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Research Publications.
(f) Left took active steps to conceal the financial arrangements he had
with one of the hedge funds, Anson, including working with Anson to funnel profits
through a third-party intermediary pursuant to sham invoices.
212. During the Relevant Period, Left acted knowingly or recklessly in
issuing the materially false and misleading tweets and reports in Appendix A and in
carrying out the scheme.  Left also acted unreasonably under the circumstances, and
by engaging in this conduct, acted negligently.
IV. Defendants’ Fraudulent Scheme and False and Misleading Statements
Were in Connection with the Purchase, Offer, or Sale of Securities
213. Defendants’ scheme and materially false and misleading statements were
in connection with the purchase, offer, or sale of securities.
214. In the Citron Research Publications, as well as in public media
appearances, Defendants induced readers to purchase or sell the target companies’
stock.  Defendants sold stock or call options, or purchased put options, following
positive recommendations they published through Citron Research.  Defendants
purchased stock or call options, or sold put options, following negative
recommendations they published through Citron Research.  Defendants earned
illicit profits by selling stock for a higher price as a result of their statements.
215. Similarly, Defendants’ scheme and false and misleading statements
relating to compensation Left received from hedge funds were in connection with
the offer or sale of securities.  As alleged above, these false and misleading
statements were in connection with a Citron Research Publication on GE, wherein
Defendants recommended that readers purchase GE stock, in which Defendants
held a long position.  Pursuant to these statements, Left obtained trading profits
from selling his GE stock at a profit.

COMPLAINT
40

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28

FIRST CLAIM FOR RELIEF
Fraud in Connection with the Purchase or Sale of Securities
Violations of Exchange Act Section 10(b) and Rules 10b-5(a) and (c) Thereunder
(against Defendants Left and Citron Capital)
216. The SEC realleges and incorporates by reference paragraphs 1 through
215 above.
217. By engaging in the conduct described above, in particular paragraphs 24
through 182, Defendants Left and Citron Capital, directly or indirectly, with
scienter, in connection with the purchase or sale of a security, by use of the means
or instrumentalities of interstate commerce, of the mails, or of the facilities of a
national securities exchange:  (a) employed devices, schemes, or artifices to
defraud; and (c) engaged in acts, practices, or courses of business which operated or
would operate as a fraud or deceit upon other persons.
218. By engaging in the conduct described above, Defendants Left and Citron
Capital violated, and unless restrained and enjoined will continue to violate, Section
10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rules 10b-5(a) and 10b-5(c)
thereunder, 17 C.F.R. §§ 240.10b-5(a) and 240.10b-5(c).
SECOND CLAIM FOR RELIEF
Fraud in the Offer or Sale of Securities
Violations of Securities Act Section 17(a)(1) and (a)(3)
(against Defendants Left and Citron Capital)
219. The SEC realleges and incorporates by reference paragraphs 1 through
215 above.
220. By engaging in the conduct described above, in particular paragraphs 24
through 182, Defendants Left and Citron Capital, directly or indirectly, in the offer
or sale of securities, and by the use of means or instruments of transportation or
communication in interstate commerce or by use of the mails directly or indirectly:

COMPLAINT
41

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
employed devices, schemes, or artifices to defraud; and engaged in transactions,
practices, or courses of business which operated or would operate as a fraud or
deceit upon the purchaser.
221. By engaging in the conduct described above, Defendants Left and Citron
Capital violated, and unless restrained and enjoined will continue to violate,
Sections 17(a)(1) and 17(a)(3) of the Securities Act, 15 U.S.C. §§ 77q(a)(1) and
77q(a)(3).
THIRD CLAIM FOR RELIEF
Materially False or Misleading Statements in Connection With the Purchase or
Sale of Securities in Violation of Exchange Act Section 10(b) and Rule 10b-5(b)
(against Defendants Left and Citron Capital)
222. The SEC realleges and incorporates by reference paragraphs 1 through
215 above.
223. By engaging in the conduct described above, in particular paragraphs
183 through 210, Defendants Left and Citron Capital directly or indirectly, in the
offer or sale of securities, and by the use of means or instruments of transportation
or communication in interstate commerce or by use of the mails directly or
indirectly, made untrue statements of a material fact or omitted to state a material
fact necessary in order to make the statements made, in the light of the
circumstances under which they were made, not misleading.
224. By engaging in the conduct described above, Defendants Left and Citron
Capital violated, and unless restrained and enjoined will continue to violate, Section
10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5(b) thereunder, 17
C.F.R. §§ 240.10b-5(b).

COMPLAINT
42

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
FOURTH CLAIM FOR RELIEF
Materially False or Misleading Statements
Violations of Securities Act Sections 17(a)(2)
(against Defendants Left and Citron Capital)
225. The SEC realleges and incorporates by reference paragraphs 1 through
215 above.
226. By engaging in the conduct described above, in particular paragraphs
183 through 210, Defendants Left and Citron Capital, directly or indirectly, in the
offer or sale of securities, and by the use of means or instruments of transportation
or communication in interstate commerce or by use of the mails directly or
indirectly, obtained money or property by means of untrue statements of a material
fact or by omitting to state a material fact necessary in order to make the statements
made, in light of the circumstances under which they were made, not misleading;
and, with scienter and/or negligence, engaged in transactions, practices, or courses
of business which operated or would operate as a fraud or deceit upon the
purchaser.
227. By engaging in the conduct described above, Defendants Left and Citron
Capital violated, and unless restrained and enjoined will continue to violate, Section
17(a)(2) of the Securities Act, 15 U.S.C. §§ 77q(a)(2).
FIFTH CLAIM FOR RELIEF
Control Person Liability Under Section 20(a) of the
Exchange Act for Citron Capital’s Violations of Section 10(b) of the
Exchange Act and Rule 10b-5 Thereunder
(against Defendant Left))
228. The SEC realleges and incorporates by reference paragraphs 1 through
215 above.
229. Defendant Left was, at the time of the acts and conduct set forth herein
were committed, directly or indirectly, a person who controlled Defendant Citron

COMPLAINT
43

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Capital, which violated Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and
Rules 10b-5 thereunder, 17 C.F.R. § 240.10b-5.
230. By engaging in the conduct described above, under Section 20(a) of the
Exchange Act, 15 U.S.C. § 78t(a), Defendant Left is jointly and severally liable
with, and to the same extent as, the persons he controlled for violations of Sections
10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 thereunder, 17
C.F.R. §240.10b-5.
PRAYER FOR RELIEF
WHEREFORE, the SEC respectfully requests that the Court:
I.
Issue findings of fact and conclusions of law that Defendants committed the
alleged violations.
II.
Issue judgments, in forms consistent with Rule 65(d) of the Federal Rules of
Civil Procedure, permanently enjoining Defendants Left and Citron Capital, and their
officers, agents, servants, employees and attorneys, and those persons in active
concert or participation with any of them, who receive actual notice of the judgment
by personal service or otherwise, and each of them, from violating Section 17(a) of
the Securities Act [15 U.S.C. §77q(a)], and Section 10(b) of the Exchange Act [15
U.S.C. §§ 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].
III.
Issue an order against Defendant Left pursuant to Section 20(e) of the
Securities Act and Section 21(d)(2) of the Exchange Act, 15 U.S.C. § 77t(e) and 15
U.S.C. § 78u(d)(2), prohibiting him from acting as an officer or director of any issuer
that has a class of securities registered pursuant to Section 12 of the Exchange Act, 15

COMPLAINT
44
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
U.S.C. § 78l, or that is required to file reports pursuant to Section 15(d) of the
Exchange Act, 78 U.S.C. § 78o(d).
IV.
Issue an order against Defendant Left under Section 20(g) of the Securities Act
[15 U.S.C. § 77t(g)] and Section 21(d)(6)(B) of the Exchange Act [15 U.S.C. § 78u
(d)(6), prohibiting him from participating in an offering of penny stock.
V.
Issue an order against Defendant Left, in accordance with Section 20(b) of the
Securities Act [15 U.S.C. § 77t] and Sections 21(d)(1) and 21(d)(5) of the Exchange
Act [15 U.S.C. § 78u(d)(1), (d)(5)], permanently restraining and enjoining Left from,
directly or indirectly, including, but not limited to, through any entity owned or
controlled by Left, purchasing or selling a security within five (5) trading days
following any Publication by Left, or through any entity owned or controlled by Left,
about that security. For purposes of this injunction, “Publication” means the
dissemination of information on a security, to the public, either directly or indirectly,
whether through a report, tweet, social media post, media interview, or other written
or oral means.
VI.
Pursuant to Section 21(d)(5) of the Exchange Act [15 U.S.C. § 78u(d)(5)],
issue an order against Defendant Left permanently restraining and enjoining Left
from, directly or indirectly, acting as or being associated with any investment adviser.
This injunction shall not prevent him from being a client of an investment adviser.
For purposes of this paragraph, a person is associated with an investment adviser if
such person is a partner, officer, or director of such investment adviser (or performs
similar functions), or directly or indirectly controls or is controlled by such
investment adviser, including any employee of such investment adviser.
VII.
Order Defendants Left and Citron Capital to disgorge all funds received from

COMPLAINT
45
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
their illegal conduct, together with prejudgment interest thereon, pursuant to Sections
21(d)(3), 21(d)(5) and 21(d)(7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3),
78u(d)(5), and 78u(d)(7)].
VIII.
Order Defendants Left and Citron Capital to pay civil penalties under Section
20(d) of the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange
Act [15 U.S.C. § 78u(d)(3)].
IX.
Retain jurisdiction of this action in accordance with the principles of equity and
the Federal Rules of Civil Procedure in order to implement and carry out the terms of
all orders and decrees that may be entered, or to entertain any suitable application or
motion for additional relief within the jurisdiction of this Court.
X.
Grant such other and further relief as this Court may determine to be just and
necessary.
Dated:  July 26, 2024
/s/ Stephen Kam
STEPHEN T. KAM
Attorney for Plaintiff
Securities and Exchange Commission

APPENDIX A

APPENDIX A: FALSE AND MISLEADING STATEMENTS BY LEFT AND CITRON CAPITAL
DATE TICKER DIRECTION/
SOURCE
FALSE AND MISLEADING STATEMENTS

APPROX.
AV E R A G E
EXIT
PRICE
1

1.    12/23/20    XL Long Tweet Citron Research Tweet: “Citron long $XL tgt $60.
TAM of $XL over $1T.  Electrification as a Service
(EaaS) will be massive.....more than twice $QS and
$LAZR combined. Blue chip customer base with
FedEx, Coke, Pepsi, DHL and many more.  SPACS
always cautious-this story has great Risk/Reward”
and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to XL

$30
2.    12/18/20    VUZI

Long Tweet Citron Research Tweet: “Getting emails about
shorting $VUZI.    NO WAY we would short this
flyer.  Small market cap with story that is tied to 5G,
$AMZN and $PLUG and Covid.   There has to be
easier pickings...still doing research.  Risk/Reward
easier on other high flyers.”
and other statements concerning Defendants’
positions and recommendation with respect to VUZI
$9
3.    11/27/20    PLTR

Short Tweet Citron Research Tweet: “What a run the past month
for all.  But as traders looking for short exposure,
$PLTR is no longer a stock but a full casino.  Does
not take a ball of crystal to know this will fall back
to Arda.  Shorting with a $20 2020 target”
and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to PLTR
$27
1
 Average exit price represents the average price that Left and Citron Capital exited their equity positions that were
opened before the report and closed within five trading days after.  Average exit prices are not provided where only
options were traded.  The prices are rounded down to nearest dollar for short reports, and up to the nearest dollar for
long reports.

4.       06/05/20

AAL

Short Tweet First Citron Research Tweet: “$AAL Back to $10
Robinhood traders have 0 idea what they buying.
Balance sheet is upside down.  Unencumbered
assets worth far less than current price.  The reason
why Buffett fully exited lower.  They don't teach
finance in the Sherwood Forest.”

Second Citron Research Tweet: “$AAL.  To clarify
previous tweet the 25k new users on Robin Hood
who bought stock at $19 must know more about
airlines than Buffet who sold the stock at $11.
Send your resumes to Omaha.  Expect stock to
trade back to $10.”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to AAL
$19

5. 04/20/20 NVAX Short Tweet Citron Research Tweet: “As much as Citron wants
a vaccine $NVAX is a serial promise and non
deliver on every virus.  Insiders sold most holding
85% lower last year.  Bal sheet upside down and $$
is needed for NanoFlu.  Expect secondary soon and
stock back to $15.  Retail mania!!”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to NVAX
$23

6.       03/09/20          INO          Short       Tweet       Citron       Research Tweet: “$INO.  SEC should
immediately HALT this stock and investigate the
ludicrous and dangerous claim that they designed a
vaccine in 3 hours.  This has been a serial stock
promotion for years.  This will trade back to $2.
Investors have been warned.”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to INO
options
only

7.       01/31/20           LK       Long       Tweet       Citron       Research Tweet: “Citron long $LK.  We also
rec. this report but all data from Biz Con China and
App download and calls with competitors confirm
financials.  $LK biz is on fire in China.  Citron has
respect for Muddy, but this anon. report will fall
short on accuracy. Expect LK management
response.”

and other statements concerning Defendants’
positions and recommendation with respect to LK
$32

8.       08/16/19           GE       Long       Tweet
and Report
Citron Research Tweet: “[Third party] report on
$GE was the worst that activist short selling has to
offer.  Aggressive accounting is not fraud.
Disingenuous all the way through  [link to report]”

Citron Research Report:
“No credible hedge fund or short seller would ever
do this . . . . what we have just witnessed with
[third-party short publisher] is reckless, dishonest,
and most importantly secretive – all which gives
activist short selling a bad name.”

“in 18 years of publishing, we have never been
compensated by a third party to publish research.
More important, compensation tied to the ‘success
of a trade’ would not pass internal compliance nor
would it pass compliance of any fund that Citron
would collaborate with on ideas.”

“Using full disclosures, short sellers have
become an important facet of self-regulation of the
markets.”

and other statements giving the false impression
that Defendants did not take compensation from
hedge funds, and concerning Defendants’ positions,
stated price target and recommendation with
respect to GE
$9

9.        07/17/19

NVTA             Long
Investor
Letter
Citron Capital 7/17/19 Investor Letter: “Going into
the second half of 2019, on the long side we’re
most excited about our position in Invitae (NVTA).
While Invitae was a contributor to fund
performance during 1H 2019, we continue to add
to our position at current levels. ... We see Invitae
as the clear winner within the mega trend of the
genetic testing market and expect the stock to trade
to $100 in the next 24 months.”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to NVTA
$28

10.      07/31/19       NVTA        Long      Tweet
and Report
Citron Research 7/31/19 Tweet: “In our letter to
investors Citron expressed our excitement about
$NVTA   The $EXAS acquisition of Genomic
Health only makes us more certain that Invitae is
on its way to $100.  Our investment thesis is most
clearly stated here [link to report]”

Citron Research July 31, 2019 Report:  Citron “will
continue to stay long until the stock hits at least
$65 as we believe it is on its way to $100.”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to NVTA
$25

11.      05/17/19       BYND       Short      Tweet
and Media
Statement
Citron Research Tweet: “$BYND has become
Beyond Stupid.  Most heavily traded retail stock on
Robinhood, market cap now bigger than industry,
and superior competitor coming to market soon.
We expect $BYND to go back to $65 on earnings
On retail exhaustion.”

Citron Research Media Statement: “Yes I shorted
some today.”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to BYND
options
only

12.      01/08/19       ROKU

Short Tweet Citron Research Tweet: “We initially went long
$ROKU at $35. However, have to recognize when
the story has changed. APPLE TEAMING UP
WITH SAMSUNG., (sic) ROKU CEO selling last
week, and short interest at lows. Risk/reward no
longer there. Expect big retracement. ROKU stock
is uninvestable now”

Citron Research Tweet: “To clarify, we are
watching $ROKU from the side  After successfully
shorting ROKU as it traded as high as $50 in late
2017, we reversed our position at $35 last year.
With Apple teaming up with Sams, LG, and Vizio
investors must consider the risk to the bigger
story.”

and other statements concerning Defendants’
positions and recommendation with respect to
ROKU
$40

13.      12/26/18      FB      Long Tweet
and Report
Citron Research Tweet: “$FB Backing up the
sleigh.  $160 tgt.  Citron presents the only
information that counts on $FB looking past the
rhetoric. Would you rather have your kids addicted
to Nicotine or Instagram?  Wall St answer will
amaze you [link to report]”

Citron Research Report: Citron Research Backing
Up the Sleigh on Facebook - 2019 S&P Stock of
the Year

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to FB
$132

14.      12/20/18       TWTR       Short      Tweet
and Report
Citron Research Tweet: “$TWTR has become
Harvey Weinstein of social media. Price tgt $20
Amnesty Intl study cannot be ignored by Wall St.
or Madison Ave. $TWTR will be forced to clean up
the site and will have a fast impact on MAU [link
to report]”

Citron Research Report: "Twitter has become the
Harvey Weinstein of Social Media - New Price
Target -$20"; “Amnesty International Study makes
Twitter "Toxic" to investors and advertisers”; when
we read the just published piece from Amnesty
International, we immediately knew the stock had
become uninvestable”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to TWTR
$29

15. 12/04/18 VEEV Short Tweet Citron Research Tweet: “$VEEV price target $65.
Competition has arrived as multiple is at peak and
short interest at low.  Same setup as $NVDA at
$280.  A market correction will hit $VEEV harder
than any other SaaS name.  Buyout off the table
until $40”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to VEEV
$92

16.      11/20/18       NVDA       Long      Tweet      Citron      Research Tweet: “Citron buys $NVDA.
This is the first time in 2 years stock offers an
appealing risk-reward to investors.  $NVDA still a
player in AI and Data..will eat through inventory
issue. We see $165 before we see 120.  Anyone
remember this interview?  MUST WATCH [link to
interview]”

and other statements concerning Defendants’
positions, stated price target and recommendation
with respect to NVDA
$151

17.      10/23/18        TSLA        Long      Tweet
and Report
Citron Research Tweet: “$TSLA dropping earnings
on top of $F tomorrow might be a bad sign for
shorts. After reviewing all recent info on $TSLA
dominating its categories, Citron is LONG Telsa
for this quarter.  Full report  [link to report]”

Citron Research Report: "Citron reverses opinion
on Tesla.   The story has become too compelling to
ignore."  "Citron is long TSLA"

and other statements concerning Left’s position,
stated price target and recommendation with
respect to TSLA

$295

18.      10/18/18         PTE        Short      Tweet
and Report
Citron Research Tweet:  “FDA just opened of the
kimono of $PTE and OMG.  In our shortest but
most damning report of the year. We let the FDA
do the talking as we present the one document
Polarity tried to hide from investors Tgt- $2 [link to
report]”

Citron Research Report: "PolarityTE:  This Game
Is Over! Price Target -$2“PolarityTE has always
had the signs of a stock scheme but now the FDA
has proven it”; “we believe the stock is a ZERO.”;
“Sound like the company is bullshit?? Of course it
does.”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to PTE
$12

19.     10/04/18      Namaste       Short     Tweet
and Report
Citron Research Tweet: “Citron proves without a
doubt the fraud being committed at Namaste Tech
$n $nxttf. This $700 mil company will be a 0 one
(sic) regulators and accountants read. [link to
report]”

Citron Research Report: “Citron has exposed
complete FRAUD that underpins the 'Business' of
Namaste. Namaste could be halted by the TSXV;”
“Rarely in its history has Citron seen a fraud so
blatant”

and other statements concerning Left’s position,
stated price target, recommendation and concealing
Left’s financial motivation with respect to Namaste
$1.1.
million
profit
2

20. 10/02/18

IGC

Short Tweet First Citron Research Tweet:  “$IGC. If you are
able to short, it is a gift.  No product.  All hype.
Raised Money 2 weeks ago at $1.15  Finger traders
will get burned.  This hype stock is the poster child
of a cannabis bubble.  Always cautious but nothing
but air. Could write pages about this scheme”

Second Citron Research Tweet: “Correction.  $IGC
has raised money 3 times in 3 weeks at an average
price of $3.31.  At least the company is honest
about the absurd move  The stock should have a
skull and crossbones at Fidelity.  Just praying for
more borrow to open up.  Target price - $6 fast”

and other statements concerning Left’s position,
stated price target, recommendation and concealing
left’s financial motivation with respect to IGC
$12

$1.1.
million
profit
2

 
2
 Represents the approximate share of profits that Anson paid Left in connection with the Citron Research
publications on Namaste and IGC.

21.     09/14/18

Namaste      Short      Tweet
and Report
First Citron Research Tweet: “Namaste $N Canada.
Some cannabis stocks are overvalued, and some
are total jokes.  This is a joke Drop it like its hot'
after the pledge party prohibits listing in US,
downside: 80%. That .50”

Citron Research Report: "New target price $0.25."
If you own Namaste Technologies stock, in the
opinion of Citron you better, "Drop it like it's hot"
“This is the type of euphoria, hype and promotion
that the SEC has been warning investors about”;
“an income statement shows a company that looks
like a frat house”

Second Citron Research Tweet:  “$N, Canada.
urgent update: Quebec newspaper highlights
Namaste's illegal activities and Quebec
investigation in $N for violation of laws.  Tilray
quickly drops $N, shareholders are next.”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to Namaste
$1.1
million
profits
2

          9/26/18          Namaste           Media
Statement
Citron Research Statement to the Media:
During an interview on BNN Bloomberg, Left
represented that he “would keep shorting Namaste
until it goes to 0.”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to Namaste

$2

22. 08/30/18

CRON

Short Tweet,
Report and
Media
Statement
Citron Research Tweet: “$CRON tgt price $3.5.
Everything that is contaminated about the Cannabis
space.   ALL HYPE with possible securities fraud.
For full report go to [link to report]”

Citron Research Report: "The Dark Side of
Cannabis Space. Target Price - $3.50"; “Cronos
management appears to have been deceiving the
investing public”; “What are you getting when you
buy Cronos? Nothing more than fluff and
distribution agreements.”; Cronos' sky high
valuation looks completely out of whack with
fundamentals.”

Citron Research Tweet: Andrew Left from Citron
on CNBC Fast Money 5:25pm ET to discuss why
$CRON is the most overhyped of all the "pot
stocks" with a target price of $3.5

Citron Research Statement to the Media: During a
CNBC interview, Left represented that he “took a
small size position off today but I am still
extremely short the stock”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to CRON
$10

23.     07/19/18 ABBV Short Tweet Citron Research Tweet: “$ABBV the next great
drug short. TGT price $60  Gottlieb's comments for
biosimilars and the removal of safe harbor is a
DIRECT hit on Abbvie's abuse of Humira. Citron
to release a series of reports detailing the Dirty
Money. POTUS, AMZN, and now FDA on the case
$60 in 12 months”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to ABBV
$89

24.     05/31/18

SNAP

Long Tweet
and Report
Citron Research Tweet: “Citron puts a $17 tgt on
$SNAP  Time to spook shorts who have overstayed
their welcome.  [link to report]”

Citron Research Report: "Citron Research Initiates
Coverage on Snap Inc.  Target Price $17.  Time to
Spook the Shorts who have overstayed their
welcome"; “The most heavily shorted social media
site offers a compelling opportunity for investors as
even no news is good news”; “Citron will present a
mosaic of what we believe to be the key points that
are overlooked by shorts and why the stock is
heading back to $17”; “See you back at $17”

Citron Second Tweet: Good Timing, just came out
this morning from Pew Research, $SNAP Snapchat
is now the social media app that teens use most
often  $$$$$$ [link to news article]

and other statements concerning Left’s position,
stated price target and recommendation with
respect to SNAP
$13

25.     05/02/18      BABA     Long     Tweet
and Report
Citron Research Tweet:  “Citron will soon get back
to “exposing” companies-  but in the meantime we
wanted to comment our bullish position on "the
most shorted stock in the world"  [link to report]”

Citron Research Report:  "Citron Research is
Bullish on the Most Shorted Stock in the World."
"Alibaba on its way to $250"; “we will focus on
what we believe to be some of the most compelling
reasons why we have been and continue to be long
Alibaba”; “How can you be short this???”; “Still
scratching the head thinking who is short”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to BABA
$182

26.     03/27/18        TWTR        Short     Tweet
and Report
Citron Research Tweet: “Citron short $TWTR.
Near-Term target $25   Of all social media, they are
most vulnerable to privacy regulation  Wait until
Senate finds out what Citron has published. [link to
report]”

Citron Research Report: "CITRON SHORT
TWITTER $25 TARGET SHORT TERM”; “[We]
are now short Twitter"; “Dynamics Are In Place to
Short Twitter”

and other statements concerning Left’s position,
stated price target and recommendation with
respect to TWTR
$29

COMPLAINT 1 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

STEPHEN T. KAM (Cal. Bar No. 327576) 
Email:  [email protected] 
RUTH C. PINKEL (Cal. Bar No. 164470) 
Email:  [email protected] 
SARAH S. NILSON (Cal. Bar No. 254574) 
Email:  [email protected] 
WENDY E. PEARSON (Cal. Bar No. 211099) 
Email: [email protected] 

Attorneys for Plaintiff 
Securities and Exchange Commission 
Katharine Zoladz, Regional Director 
Gary Y. Leung, Associate Regional Director 
Brent Wilner, Associate Regional Director 
Douglas Miller, Regional Trial Counsel 
444 S. Flower Street, Suite 900 
Los Angeles, California 90071 
Telephone: (323) 965-3998 
Facsimile: (213) 443-1904 

UNITED STATES DISTRICT COURT 

CENTRAL DISTRICT OF CALIFORNIA 

SECURITIES AND EXCHANGE 
COMMISSION, 

Plaintiff, 

vs. 

ANDREW LEFT, AND  
CITRON CAPITAL, LLC,  

Defendants, 

 Case No. 

COMPLAINT 

Plaintiff Securities and Exchange Commission (“SEC”) alleges: 

JURISDICTION AND VENUE 

1. The Court has jurisdiction over this action pursuant to Sections 20(b),

20(d)(1) and 22(a) of the Securities Act of 1933 (“Securities Act”), 15 U.S.C. §§ 

77t(b), 77t(d)(1) & 77v(a), and Sections 21(d)(1), 21(d)(3)(A), 21(e) and 27(a) of 

2:24-cv-06311

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 1 of 58   Page ID #:1



 

COMPLAINT 2  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78u(d)(1), 

78u(d)(3)(A), 78u(e) & 78aa(a). 

2. Defendants have, directly or indirectly, made use of the means or 

instrumentalities of interstate commerce, of the mails, or of the facilities of a 

national securities exchange in connection with the transactions, acts, practices and 

courses of business alleged in this complaint.  

3. Venue is proper in this district pursuant to Section 22(a) of the Securities 

Act, 15 U.S.C. § 77v(a), and Section 27(a) of the Exchange Act, 15 U.S.C. § 

78aa(a) because certain of the transactions, acts, practices and courses of conduct 

constituting violations of the federal securities laws occurred within this district.  In 

addition, venue is proper in this district because Defendant Left resided in this 

district during the relevant period.  Further, during the relevant period, defendant 

Citron Capital, LLC had its principal place of business in this district. 

SUMMARY 

4. Defendant Andrew Left (“Left”) is an activist short publisher.  Starting 

around 2008, Left published tweets and reports which recommended investment 

ideas to the market through his online platform, Citron Research.  These 

publications frequently purported to expose negative information on target 

companies, were often larded with hyped rhetoric, and frequently urged his readers 

to sell their stock in the target companies.  At times, these publications also 

presented positive information on target companies and encouraged Left’s readers 

to buy.  Left and Citron Research had a substantial following – on twitter alone, 

Citron Research had more than a hundred thousand followers.   

5. This civil enforcement action concerns Left’s misuse of the Citron 

Research platform in connection with reports and tweets he published between 

approximately March 2018 to December 2020 (the “Relevant Period”) relating to 23 

target companies on at least 26 separate occasions which allowed him to generate 

approximately $20 million in illegal trading profits through a scheme to defraud.   

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 2 of 58   Page ID #:2



 

COMPLAINT 3  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

6. Through these reports and tweets, Left exploited his Citron Research 

platform by taking the following steps.  First, Left established long or short 

exposure in the target company through equity shares and/or options.  Next, Left 

issued reports and tweets informing his readers or leading them to believe that he 

had long or short exposure in the target company.  Left then recommended that his 

readers trade in the same direction as his positions.  Finally, in many cases, Left 

gave his readers a purported price target, i.e., a share price at which the stock would 

trade.  Following Left’s reports and tweets, the price of these target stocks moved 

on average more than 12%.  Unbeknownst to the market, however, Left planned to 

capitalize on those price movements and quickly reverse his own positions in the 

equity shares and options – which he had induced readers to follow – but at prices 

far higher (or lower) than the price targets Left had pushed to his readers and the 

marketplace.  In other words, Left bought back the stock almost immediately after 

telling his readers to sell, and Left sold stock almost immediately after telling his 

readers to buy.  This fraudulent practice deceived investors and allowed Left to use 

his Citron Research reports and tweets as catalysts from which he could derive 

short-term profits.  Left directed this trading in furtherance of the scheme through 

his personal accounts and accounts in the name of his entity, Defendant Citron 

Capital, LLC (“Citron Capital”), generating millions in profits.   

7. To carry out this scheme, Left and Citron Research (“Defendants”) 

engaged in several deceptive acts.  For example, in order to present Citron Research 

as an independent publication to investors, Defendants posted purported “investor 

letters” to create the false impression that Citron Capital was a successful hedge 

fund with investors, when in fact Citron Capital never had any outside investors and 

Left simply used Citron Capital to trade his own money.  They created anonymous 

websites to enhance the recommendations in their tweets and reports so they could 

induce more trading activity in a target company and generate higher profits for 

their scheme.  Left also created phony invoices for “consulting services” that he did 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 3 of 58   Page ID #:3



 

COMPLAINT 4  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

not provide for the purpose of concealing that he was receiving over $1 million 

from a hedge fund in exchange for Citron Research publishing certain reports and 

tweets.  Defendants used price targets to give the impression that the stock would 

drastically move in the direction of their recommendation, and to attract media 

attention that would amplify their recommendations.   

8. Defendants also made several false and misleading statements in 

connection with the scheme.  For example, Defendants told the market that they 

would stay long a target stock until the price hit $65, when in fact they immediately 

began selling the stock at $28.  They falsely represented to the market that Citron 

Research was an independent research outlet that had never received compensation 

from hedge funds, when in fact they had.  They stated that they had long or short 

exposure in target stocks and included purported price targets at which they claimed 

the stock would move, when in fact they planned to immediately trade in direct 

contradiction to those statements.  Left bragged to colleagues that some of these 

statements were especially effective at inducing retail investors to trade based on his 

recommendations and said that it was like taking “candy from a baby.”   

9. Through their conduct, and as further detailed in this complaint and 

Appendix A, Defendants violated the antifraud provisions of Section 17(a) of the 

Securities Act, Section 10(b) of the Exchange Act, and Rule 10b-5 thereunder, and 

pursuant to Section 20(a) of the Exchange Act, Left is responsible for Citron 

Capital’s violations of Section 10(b) as a control person of the entity. 

10. As a result of this conduct, the SEC is seeking permanent injunctions 

against Defendants and conduct-based injunctions against Left for their violations 

of the federal securities laws, and to bar Left from acting as an officer or director of 

a public issuer pursuant to Sections 20(e) and 21(d)(2) of the Exchange Act.  The 

SEC also seeks an order barring Left from offering or selling penny stocks and from 

acting as or being associated with any investment adviser.  The SEC further seeks to 

disgorge their ill-gotten gains, along with prejudgment interest thereon, and to 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 4 of 58   Page ID #:4



 

COMPLAINT 5  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

impose civil money penalties against Defendants pursuant to Sections 21(d)(3) of 

the Exchange Act and 20(d) of the Securities Act.   

THE DEFENDANTS 

11. Andrew Left (“Left”), age 54, was a resident of Beverly Hills, 

California during the Relevant Period.  He currently resides in in Boca Raton, 

Florida.  In 1998, Left was sanctioned by the National Futures Association (a self-

regulatory organization for the U.S. derivatives industry) for making false and 

misleading statements to customers.  In 2016, the Hong Kong Futures and 

Securities Commission barred Left from trading securities in Hong Kong for five 

years.    

12. Citron Capital, LLC (“Citron Capital”) is an investment adviser 

established by Left and Business Associate One in October 2018.  Citron Capital 

registered with the SEC as an investment adviser between October 2018 and April 

2019, and thereafter was an exempt reporting adviser registered with the California 

Department of Business Oversight until March 2022.  Citron Capital managed an 

investment fund, Citron Capital LP (“Citron Fund”).   

RELATED PERSONS AND ENTITIES 

13. Citron Research (“Citron Research”) (formerly “StockLemon.com”) is 

not a formal entity, but rather Left’s online moniker through which he releases 

tweets and reports purporting to expose frauds or other problematic conduct at 

target companies.  Left has been releasing online stock commentary since at least 

2001 and has used the Citron Research moniker since approximately 2008.   

14. “Business Associate One” is the person with whom Left formed Citron 

Capital in October 2018.  From at least that point forward, Business Associate One 

assisted Left in operating Citron Capital and Citron Research.         

15. Anson Funds Management, LP (“Anson Funds”) is a limited 

partnership organized under the laws of Texas with a principal place of business in 

Dallas, Texas.  It has been registered as an investment adviser with the SEC since 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 5 of 58   Page ID #:5



 

COMPLAINT 6  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

2012.   

16. Anson Advisors, Inc. (“Anson Advisors”) is a corporation organized 

under the laws of Ontario, with a principal place of business in Toronto, Canada.  

Anson Advisors is registered with the Ontario Securities Commission and has 

reported to the SEC as an exempt reporting adviser since 2013.  Anson Advisors 

and Anson Funds (collectively, “Anson”) are co-investment advisers of a number of 

private pooled investment vehicles.  Anson was the subject of a cease-and-desist 

and administrative proceeding with the SEC related to its work with Left and other 

short publishers.  In the Matter of Anson Advisors Inc. and Anson Funds 

Management LP, Inv. Adv. Act Rel. No. 6622 (June 11, 2024). 

17. Portfolio Manager One was employed by Anson Advisors as a 

Portfolio Manager. 

18. Hedge Fund Two is an investment adviser that manages private funds.  

From January 2019 through January 2021, Citron Capital acted as a sub-adviser for 

Hedge Fund Two.   

19. Third-Party Intermediary is a small research firm that provides 

research to a handful of clients.  Third-Party Intermediary at times had separate 

engagements with Left and Anson to provide research services.  

TERMS USED IN THIS COMPLAINT 

20. An investor typically takes a “long” position when he or she anticipates 

that the value of the security will increase.  If the price increases, the investor may 

profit by selling shares of the security for more than he or she purchased the 

security.  If, on the other hand, the price decreases, the investor may take a loss. 

21. An investor typically takes a “short” position when he or she anticipates 

that the price of the security will decrease.  A “short sale” by an investor is the sale 

of a security that the seller does not own or any sale that is consummated by the 

delivery of a security borrowed by, or for the account of, the seller.  In order to 

deliver the security to the purchaser, the short seller will borrow the security, 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 6 of 58   Page ID #:6



 

COMPLAINT 7  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

typically from a broker-dealer or an institutional investor.  The investor can 

subsequently “cover” or “exit” his or her short position by purchasing the security 

and returning it to the lender.  If the price decreases, the investor may profit by 

covering (purchasing the security) for less than the short sale price.  If, on the other 

hand, the price increases, the investor may take a loss.   

22. The terms “call” and “put” options, as used in this complaint, refer to 

contracts that give their holders the right, but not the obligation, to buy (a call 

option) or sell (a put option) a fixed number of shares of the underlying security at a 

specific price—called the “strike price” or “exercise price”—on or before a 

specified time.  Each equity options put and call contract typically represents 100 

shares of the underlying security.  The purchaser of a call option typically believes 

that the price of the underlying stock will rise.  The purchaser of a put option 

typically believes that the price of the underlying stock will fall. 

23. A “limit order” is an order to buy or sell a security at a specified price or 

better. 

THE ALLEGATIONS 

I. Defendants’ Fraudulent Scheme to Manipulate the Market 

A. Left Develops Citron Research and Its Reputation as an  

Independent Research Firm 

1. Left Creates Citron Research  

24. Defendant Andrew Left began publishing reports recommending 

investment ideas to the market in the early 2000s through StockLemon.com, a 

website he created.   

25. Left rebranded his platform under the name Citron Research in 2008.  

From that point forward, Left used Citron Research as a platform to release reports 

and tweets containing trading recommendations, which often included information 

about target companies, statements that Citron was long or short the stock, the 

projected direction the target companies’ stock price was moving, and encouraged 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 7 of 58   Page ID #:7



 

COMPLAINT 8  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

readers to take a short or long position in the companies.   

26. Left established Citron Research as an activist “short” publisher, largely 

releasing negative or disparaging information on target companies.    

27. Left often drafted Citron Research’s short publications in a sensationalist 

exposé style and strongly encouraged readers to sell the stock of the target 

company.  These publications would often declare a company a “fraud,” “scam,” or 

“scheme,” and use powerful imagery and language, such as calling a company “the 

Harvey Weinstein of social media,” “uninvestable,” declaring that “investors have 

been warned,” “wait until Senate finds out what Citron has published,” and warning 

that the “SEC should immediately HALT this stock.” 

28. At times, Left also used Citron Research’s platform to recommend 

“long” investment ideas by presenting positive, favorable descriptions of a target 

company and its stock’s value.  On the long side he also used powerful imagery and 

language, such as “S&P Stock of the Year,” “biz is on fire” and “Citron Research is 

Bullish on the Most Shorted Stock in the World.” 

29. Left disseminated his views through written reports posted on the Citron 

Research website, CitronResearch.com.  The reports were also published to 

subscribers through an email blast, and typically linked to a tweet from Citron’s 

twitter feed, @CitronResearch.  Left also frequently appeared on media broadcasts 

such as CNBC where he would discuss the recommendations he had published 

through Citron Research.   

30. Left sometimes expressed his views on stocks by posting tweets stating 

or leading readers to believe that he had “long” or “short” exposure in a target 

company without posting an accompanying report.   

2. Left Creates Citron Capital and Holds It Out as a 

Successful Hedge Fund with Outside Investors 

31. In late 2018, Left and Business Associate One created Citron Capital. 

32. Left touted Citron Capital as a successful hedge fund with double and 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 8 of 58   Page ID #:8



 

COMPLAINT 9  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

triple-digit returns through purported “investor letters” that he posted publicly. 

33. In these purported investor letters, Left created the false impression that 

Citron Capital had outside investors.  For example, certain investor letters 

represented that Citron Capital managed a “pooled investment vehicle” and 

referenced the “Fund’s offering memorandum.”  In addition, in a July 17, 2019 

investor letter, Left wrote “the managers of Citron would like to reassure our 

investors” when discussing Citron Capital’s trading strategy. 

34. Left also gave the appearance of having a successful hedge fund to the 

media to enhance his public image.  In February 2019, when communicating with a 

CNBC producer, Left said the “Citron fund is up close to 40%. SEC Registered.”  

He also sent a year-end investor letter to CNBC with the subject line “First year of 

Citron Capital in the books.” 

35. However, Citron Capital never had any outside investors.  In reality, Left 

only used Citron Capital as a vehicle to trade his own money. 

3. Left Controls Both Citron Research and Citron  

Capital 

36. Left controlled both Citron Research and Citron Capital and at times 

blurred the lines between the two entities.  For example, Left noted in the Citron 

Research reports that they “have been prepared by either Citron Research or Citron 

Capital.”  Left also at times defined “Citron” as both Citron Research and Citron 

Capital, or represented that “Citron” held a position, referring to the position held in 

the Citron Capital account. 

37. Left controlled the day-to-day business operations and policies of Citron 

Research.  Left had ultimate responsibility for Citron Research’s business, crafting 

the narratives and drafting Citron Research’s publications.  At all relevant times, 

Left controlled the content and dissemination of these publications.  Left was also a 

frequent guest on financial news media programs as the person behind Citron 

Research and advocated Citron Research’s investment views.  Left had ultimate 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 9 of 58   Page ID #:9



 

COMPLAINT 10  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

responsibility for the tweets published by Citron Research through its twitter feed, 

@CitronResearch. 

38. Left had the authority to control the business operations and policies of 

Citron Capital with assistance from Business Associate One.  As a principal of 

Citron Capital, Left solely directed all trading and investment decisions of Citron 

Capital and owned all of Citron Capital’s funds.  Left and Business Associate One 

extensively participated in the day-to-day business of Citron Capital.  Left was the 

sole public voice on behalf of Citron Capital and made media appearances and 

drafted and disseminated purported investor letters. 

4. Left Promotes Himself and Citron Research to the  

Public as a Trustworthy, Independent Publisher 

39. Left promoted Citron Research to the public on its twitter header as 

“representing the other side of Wallstreet,” and “[t]he Other Side of Research.”  

The Citron Research website also stated that Left had been “quoted in every major 

US financial publication, including Forbes, Fortune, Wall Street Journal, Barron’s, 

CNBC, Investors’ Business Daily, and Business Week.”   

40. Left presented Citron Research as publishing independent research and 

held himself out as a “private investor” who led “a team of investigators.”  In July 

2011, Left told the Financial Times that “the role I play in the market is I try to tell 

the other side of the story, when everybody blindly cheerleads, there's always 

another side of the story ...”  In addition, in the “About Citron Research” section of 

the Citron Research website Left represented that “The goal of this website is and 

has always been to provide truthful information in an entertaining format to the 

investing public.” 

41. Left also portrayed himself to the media as an independent publisher.  In 

September 2018, Left told a CNBC representative “I do not trade based on TV 

appearances.”   

42. In August 2019, Left continued to promote Citron Research as an 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 10 of 58   Page ID #:10



 

COMPLAINT 11  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

independent research firm, telling his readers that “in 18 years of publishing, we have 

never been compensated by a third party to publish research.”   

B. Left’s Trading Recommendations Published Through Citron 

Research Move the Market 

1. Left Brags that the Tweets and Reports He Publishes  

Through Citron Research Are Capable of Moving the  

Market  

43. During the Relevant Period, Citron Research had more than one hundred 

thousand followers on twitter.  Citron Research’s tweets were also picked up by the 

media and quickly disseminated to a much wider audience. 

44. Many of the recommendations published on Citron Research were “short 

recommendations,” where Left induced investors to sell their shares in the target 

company.  The publications making the short recommendation often represented to 

the market that Citron also had short exposure or was “short” in the target stock. 

45. Investors often sold their stock in response to Left and Citron Research’s 

short recommendations.  This typically led to a decline in the stock price. 

46. Citron Research also published positive “long recommendations” on 

certain target companies, where Left induced investors to buy the stock by promoting 

the companies.  The publications making the long recommendation often represented 

that Citron had a long position or was “long” in the target stock.  

47. Investors often bought stock in response to Left and Citron Research’s 

long recommendations, which typically led to an increase in the stock price.   

48. Due to the large number of followers Citron Research had on twitter and 

the attention that its tweets and reports garnered from the media, Left knew, or was 

reckless and negligent for not knowing, that investors often bought or sold stock in 

response to Left and Citron Research’s recommendations, and thus his stock 

recommendations in the tweets or reports impacted the market.   

49. For example, in or around March 2018, Left bragged to colleagues that 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 11 of 58   Page ID #:11



 

COMPLAINT 12  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

he was confident he could “destroy” or “kill” companies by publishing a tweet or 

report, and told a colleague in August 2018 that he had a “hot voice” that he planned 

to “take a vantage [sic] of.”   

50. Left knew that he could make money off his tweets because of his 

readers and the impact he had on their trading behavior, telling a colleague, “I save 

tweets for easy money.”  Similarly, in May 2018, Left repeated a quote from a 

Business Insider article: that he could “send a stock tumbling with a single tweet.” 

2. Left Uses Target Prices to Amplify the Trading  

Recommendations He Publishes on Citron Research 

51. Left frequently included a target price in the Citron Research reports and 

tweets that he published, leading his readers to believe that this was the price at 

which he thought the stock would trade.   

52. The target prices were typically far above (for long publications) or far 

below (for short publications) the stock’s current trading price, giving the market 

the impression that the stock prices of the target companies would drastically 

increase or decrease in the direction of the Citron Research recommendation.   

53. The Citron Research tweets contained little to no analysis of how the 

price target had been determined.   

54. While the reports sometimes contained purported analysis of the price 

targets, Left at times drastically revised the target prices in the days or hours prior to 

posting the report. 

55. Left included these price targets for the purpose of encouraging the 

media to pick up, and thereby amplify, his trading recommendations.   

56. When paired with the inflammatory language in the Citron Research 

publications, the target prices captured the immediate attention of the press, which 

led to further dissemination of the reports and tweets.   

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 12 of 58   Page ID #:12



 

COMPLAINT 13  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

C. Left’s Misuse of the Citron Research Platform For His  

Personal Profit  

57. At times, Left exploited the Citron Research platform by stating or 

leading readers to believe that he had long or short exposure in the target stocks, 

inducing his readers to trade in the same direction as his stated positions, and 

providing purported price targets for the target stocks.   

58. In reality and unbeknownst to investors, Left planned to quickly abandon 

his stated long or short exposure in order to capitalize on the stock price moves 

following the release of these reports and tweets, and planned to do so at far different 

prices than the price targets he was projecting to the market.   

59. Through these actions, Left bought stock almost immediately after 

telling his readers to sell, and sold stock almost immediately after telling his readers 

to buy. 

60. This fraudulent practice deceived investors.  It allowed Left to use the 

Citron Research reports and tweets to lead investors to believe they were truthful, 

independent stock recommendations, when in fact they contained false statements or 

misleading half-truths intended to create a catalyst to move the target company’s 

stock price so that Left and Citron Capital could profit. 

1. Left’s Trading Strategy   

61. Left told Business Associate One that his strategy was built around 

publishing recommendations on Citron Research for the purpose of causing price 

moves in target companies from which he could quickly profit.   

62. For example, in or around 2018, Left explained to Business Associate 

One that “creating a catalyst is the best way to make money.” 

63. Left instructed Business Associate One to “Trade on day of article or 

day before and max $50k in options, get out immediately on catalyst.”  Left also 

instructed Business Associate One to “STOP GAMBLING, run a fund . . . ONLY 

PLAY CATALYST.” 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 13 of 58   Page ID #:13



 

COMPLAINT 14  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

64. Left’s strategy focused specifically on taking advantage of unsuspecting 

investors who followed Citron Research’s recommendations, yet who did not know 

of Left and Citron Capital’s plan to quickly sell or purchase contrary to Citron 

Research’s recommendations, and at a price far different than the price targets 

Citron Research provided.   

65. Left told others that one of his strategies involved targeting retail 

investors, because these investors were likely less informed and therefore more 

likely to follow his recommendations, stating that “these retail holders are nervous. 

we will hit them” and “Now that I know who owns [the target stock].  candy from a 

baby.” 

66. In addition, Left used Citron Capital investor letters containing 

information about Citron Capital’s intended trading – which he posted publicly or 

sent to the media for broad distribution – as catalysts around which Defendants 

could trade and profit. 

67. Left’s catalyst strategy was built around inducing his readers to follow 

the trading recommendations on Citron Research. 

68. To that end, at times Left represented to his readers or led them to 

believe that he was trading consistent with the recommendations in the publications 

he issued through Citron Research. 

69. In some short recommendations, Left represented to his readers or led 

them to believe that he had short exposure in the target stocks.  He provided price 

targets well below the stock’s current trading price to give the impression that the 

price of the stock was set to drastically decline.     

70. In some long recommendations, he represented to his readers or led them 

to believe that he had long exposure in the target stocks.  He provided price targets 

well above the stock’s current trading price to give the impression that the price of 

the stock was set to drastically increase. 

71. At times, Left represented to his readers or led them to believe that he 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 14 of 58   Page ID #:14



 

COMPLAINT 15  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

intended to purchase or sell target stocks only when that stock reached a specific 

price.   

2. Left Deceives the Market by Quickly Trading  

Inconsistent With His Statements  

72. Unbeknownst to his readers, with respect to the stocks identified in 

Appendix A, Left immediately traded inconsistently with the recommendations that 

he posted to Citron Research. 

73. Left generated profits by trading in both his personal accounts and 

Citron Capital’s account around his recommendations.  Prior to issuing short 

recommendations, Left had established short exposure in his personal account and 

in the account of Citron Capital in the target company’s securities.  He typically did 

this through a combination of stock and options positions; for stock, short selling 

the stock, and for options, buying puts or, less often, selling calls. 

74. After establishing short exposure, Left then released a short report and/or 

negative tweet about the issuer through the Citron Research platform. 

75. Left knew, or was reckless and negligent for not knowing, that the 

information in the publication typically triggered others to sell the stock, leading to 

a decline in the stock price, and a corresponding price move in the options.  For 

example, a decrease in the stock price would cause the price of corresponding put 

options to increase, and the price of corresponding call options to decrease. 

76. Shortly after recommending to the market that it sell a target company’s 

stock, Left then quickly bought back the stock or call options at the depressed price 

to close the short position, or sold his put options for a higher price, yielding 

significant profits. 

77. Left engaged in a similar practice for long recommendations he 

published on Citron Research.  Left would buy stock (or buy calls or sell puts) in 

advance of issuing long recommendations.  After establishing long exposure, he 

then issued the long recommendation through Citron Research that the stock price 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 15 of 58   Page ID #:15



 

COMPLAINT 16  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

was likely to increase and recommended that his readers buy the stock.   

78. Left knew, or was reckless and negligent for not knowing, that the 

information in the publication typically triggered others to buy the stock, leading to 

an increase in the stock price, and a corresponding price move in the options.  

79. Shortly after inducing his readers to buy the stock, Left then sold his 

stock or call options, or bought back his put options, upon the increase in stock 

price following his publications, generating large profits for himself and Citron 

Capital. 

80. On the long side, Left sold stock as investors, whom he had told to buy, 

were buying that stock.  On the short side, Left bought stock as investors, whom he 

had told to sell, were selling that stock.  

81. Left typically began trading contrary to the recommendations within 

minutes or hours of issuing them, demonstrating that he planned to trade 

inconsistently with the statements in his recommendations before publishing those 

statements.  At times, Left also entered limit orders to exit his positions before the 

report or tweet was even released.  For example, if he had short exposure in a stock 

and planned to release a negative report, he entered an order to buy back the stock if 

the stock price decreased by a certain amount.  If he had a long position and planned 

to release a positive report, he entered an order to sell the stock if the stock price 

increased by a certain amount.   

82. At other times, Left traded short-dated options positions that would 

expire on the day of or in the days following the publication of his recommendation 

at a strike price that was well above (for short reports) or well below (for long 

reports) the target price he published to the market.    

3. Left Conceals His Trading Strategy 

83. At the time he was issuing stock recommendations, Left did not disclose 

in the Citron Research tweets and reports that he intended to quickly trade in a 

manner that was inconsistent with those recommendations. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 16 of 58   Page ID #:16



 

COMPLAINT 17  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

84. At the time he was issuing price targets, Left did not disclose in the 

Citron Research tweets and reports that he intended to quickly trade the stocks at 

prices far from the target prices he provided to the market.  

85. In doing so, Left concealed his own financial motivations for issuing the 

publication and his intention to capitalize on the price movements he created.  He 

misled investors by quickly reversing his position – which he had induced readers to 

follow – but at prices far higher (or lower) than the price targets he suggested.   

D. Defendants’ Execution of Their Scheme to Defraud through 

the Citron Research Publications 

86. During the Relevant Period, as set forth in Appendix A, Defendants 

executed the scheme to defraud outlined above by publishing Citron Research 

tweets and reports containing trading recommendations on 23 target companies on 

at least 26 separate occasions (“Citron Research Publications”).  Following the 

Citron Research Publications, the prices of the target stocks moved, on average, 

more than 12% (measured from the end-of-the day closing price on the day before 

the report or tweet to end-of-day closing price on day of the report or tweet). 

87. In 21 of the 26 Citron Research Publications, Left also included a target 

price that purported to represent the price at which Citron Research thought the 

stock would trade.  Consistent with their scheme, in all 21 instances Left and Citron 

Capital traded at prices far from the targets they provided to the market. 

88. Defendants’ trading around the Citron Research Publications yielded 

approximately $20 million, at times generating millions of dollars from trading 

around a single tweet.   

E. Left and Citron Capital’s Acts in Furtherance of the Scheme 

89. During the Relevant Period, the Defendants engaged in a variety of 

deceptive acts in furtherance of their scheme to defraud investors. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 17 of 58   Page ID #:17



 

COMPLAINT 18  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

1. Defendants Misrepresent and Conceal Their Trading 

a) NVTA 

90. On July 17, 2019, Left had long exposure in Invitae Corporation 

(“NVTA”) in both his personal account and in Citron Capital’s account.  At this 

point in time, Defendants stood to profit if NVTA’s stock price increased. 

91. On July 17, 2019, Left promoted NVTA in a Citron Capital investor 

letter stating, “on the long side we’re most excited about our position in Invitae 

(NVTA).”  The investor letter represented that “we continue to add to our position at 

current levels” and that we “expect the stock to trade to $100 in the next 24 

months.”    

92. Despite representing that they would “continue to add to our position at 

current levels” and that they believed the stock would trade to $100, Citron Capital 

and Left sold shares of NVTA between July 18 and July 25 at an average price of 

approximately $24.   

93. Between July 25-30, 2019, Left discussed with his colleague his hope to 

“get stock to 30” and asked “[w]hat can I put in a tweet to juice it[?]” 

94. On July 31, 2019, Left again promoted NVTA in a report and tweet as a 

good investment to buy and reiterated that Citron Research expected NVTA’s stock 

to sell at $100, tweeting “certain that Invitae is on its way to $100.”  Left 

represented in the report that he “will continue to stay long until the stock hits at 

least $65 as we believe it is on its way to $100.” 

95. Contrary to their $100 price target and representation that they would 

“stay long until the stock hits at least $65,” Left and Citron Capital began selling 

stock that very day at prices at or around $27 to $28 and did not continue to stay 

long until the stock hit $65.   

96. In the days leading up to the release of the July 31, 2019 NVTA report, 

Left adjusted the price target in internal drafts of the report from $60 to $100, a 

change of more than 66%. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 18 of 58   Page ID #:18



 

COMPLAINT 19  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

97. The Defendants’ statements to the market that they would take one 

action when they really intended to take another were materially false and 

misleading and deceptive.   

98. Left’s actions of internally changing the amounts of the target price from 

$60 to $100, at a time when he was privately discussing his hope to move the stock 

to $30, demonstrates that his selection of a target price was not tied to any specific 

analysis but rather was used to manipulate and influence a target company’s stock 

price in a way that benefitted Defendants. 

b) ROKU 

99. On January 8, 2019, Left and Citron Capital acquired short exposure in 

ROKU, a video streaming company, meaning that they would profit if ROKU’s 

stock price decreased.  

100. That same day, after they acquired their short exposure, Left published a 

tweet calling ROKU “uninvestable” and encouraged his readers to sell their stock: 

“We initially went long $ROKU at $35. However, have to recognize when the story 

has changed. APPLE TEAMING UP WITH SAMSUNG, ROKU CEO selling last 

week, and short interest at lows. Risk/reward no longer there. Expect big 

retracement. ROKU stock is uninvestable now.”   

101. Despite telling his readers that ROKU stock was uninvestable, within 

two minutes of issuing the tweet, Left began buying back shares of ROKU and had 

completely covered his short exposure within nine minutes of the tweet.  Citron 

Capital also began exiting its short exposure within one minute of the tweet, and 

completely exited within ninety minutes of the tweet.   

102. Later that day, after Defendants had exited their positions, Left falsely 

told his readers that he had not traded in ROKU: “[W]e are watching $ROKU from 

the side After successfully shorting ROKU as it traded as high as $50 in late 2017, 

we reversed our position at $35 last year. With Apple teaming up with Sams, LG, 

and Vizio investors must consider the risk to the bigger story.” 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 19 of 58   Page ID #:19



 

COMPLAINT 20  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

103. Left’s representation that “[W]e are watching $ROKU from the side” 

was materially false and misleading and designed to further Citron Capital’s 

reputation as an independent publication, when in fact they had just profitably 

traded around the Citron Research tweet.   

104. Left and Citron Capital’s trading in ROKU around the Citron Research 

tweet during this time generated proceeds of approximately $600,000.  

105. That same day, Left bragged to a friend about the profits he made in 

ROKU saying, “Lol. Was a great set up for Trade this morning.” 

2. Left Misrepresents His Trading Positions in Media  

Interviews  

106. Left also made statements to the media designed to conceal that he was 

trading inconsistent with the statements in the Citron Research Publications.   

a) CRON  

107. On August 27, 2018, Left messaged Portfolio Manager One “I have a 

hot voice in cannibas. Let’s take a vantage [sic] of it.”  Left instructed Portfolio 

Manager One to not overthink Citron Research’s next target company stating, “Stop 

being such a pussy. It’s OK to be wrong.”   

108. Left decided to issue a short publication on Cronos Group, a Canadian 

cannabis company that traded on the NASDAQ under the ticker symbol “CRON.”    

109. Left told Portfolio Manager One “we can DESTROY CRON” and 

through a “cron short we could get 2 bucks,” indicating he believed that he would 

make $2 per share from trading around a publication on CRON.   

110. On August 29, 2018, Left had short exposure in CRON, meaning that he 

would profit if CRON’s stock price decreased.  That same day, Left sent draft bullet 

points to Portfolio Manager One with a short-term price target for CRON of $6.  A 

subsequent draft of the bullet points included a price target of $5.  On August 30, 

2018, Portfolio Manager One sent a report to Left to be published through Citron 

Research with a price target of $7.50.   

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 20 of 58   Page ID #:20



 

COMPLAINT 21  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

111. Later that same day, Left published a report and sent a tweet to his 

readers recommending that they sell CRON and that the true valuation of the 

company was $3.50 per share: “$CRON tgt price $3.5. Everything that is 

contaminated about the Cannabis space. ALL HYPE with possible securities 

fraud.”  The tweet linked to the report which was titled, “Cronos: The Dark Side of 

The Cannabis Space.” 

112. An hour later, Left posted another tweet to alert his readers that he was 

going to appear on CNBC Fast Money to promote his recommendation: “Andrew 

Left from Citron on CNBC Fast Money 5:25pm ET to discuss why $CRON is the 

most overhyped of all the ‘pot stocks’ with a target price of $3.5.” 

113. During Left’s CNBC interview, the interviewer repeatedly asked him if 

he continued to hold a short position in CRON: “what’s relevant to people watching 

is, are you just as short the stock right now as you were at the beginning of the 

day.”  Left responded that he “took a small size position off today but I am still 

extremely short the stock,” and reiterated his recommendation that the stock would 

trade to $3.50.  

114. This statement was materially false and misleading because, by the time 

of that interview, Left had exited more than 75% of his short exposure at well above 

$3.50, despite representing to his readers that this was the true valuation of the 

company.   

115. Left later bragged to Portfolio Manager One that he had received 100 

emails on CRON and that “NOT 1 of them was intelligent . . . . I swear not 1 person 

with a smart answer not 1” and further bragged that “i could write a tweet about a 

part 2 and get another $1.”   

116. Left also made clear that one of his trading strategies was centered 

around making recommendations to retail investors and boasted that “short more 

cron if we get 10.5 now that I know who owns it. candy from a baby.”    

117. In total, Left’s trading around the Citron Research Publications on 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 21 of 58   Page ID #:21



 

COMPLAINT 22  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

CRON generated profits of approximately $500,000.   

b) BYND 

118. On May 17, 2019, Left and Citron Capital had short exposure in Beyond 

Meat Inc (“BYND”), meaning they stood to profit if the stock price decreased. 

119. On May 17, 2019, Citron Research issued a negative tweet on BYND 

recommending that Citron Research readers sell the stock and assigning a target 

price of $65, despite the fact that BYND was then trading at approximately $87: 

“$BYND has become Beyond Stupid” and “We expect $BYND to go back to $65 on 

earnings.”  

120. Despite his negative statements to the market, only 10 days before Left 

told a colleague that he thought the price of BYND would increase, stating “i think 

BYND goes to 100.” 

121. Within seven minutes of the May 17, 2019 tweet, Left exited the 

majority of his short exposure in BYND.  Similarly, Citron Capital completely 

covered its short positions within 12 minutes of the tweet.   

122. Later that day, in advance of an article CNBC planned to release, a 

reporter emailed Left asking whether he still held a trading position in BYND.  In 

response, Left stated that he “shorted some today.”   

123. This statement was materially false and misleading because Left had 

exited the majority of his short exposure and Citron Capital had already sold all of 

its short exposure.  

124. Six minutes after this email exchange, Citron took additional short 

exposure in BYND, before the release of the CNBC article.  Within an hour, CNBC 

published an article titled “Short seller says Beyond Meat hype is ‘beyond stupid,’ 

places bet against the shares.” After the article was released, Citron exited this 

additional short exposure.   

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 22 of 58   Page ID #:22



 

COMPLAINT 23  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

3. Defendants Traded Inconsistent With Citron Research’s 

Recommendations to the Market 

a) XL    

125. As of December 23, 2020, Left and Citron Capital held long positions of 

XL Fleet Corp. (“XL”), meaning both Left and Citron Capital stood to profit if the 

price of XL stock increased.   

126. Later that day, Left issued a tweet representing that Citron Capital held a 

long position in XL and that they believed the stock price was going to $60: “Citron 

long $XL tgt $60.  TAM of $XL over $1T.  Electrification as a Service (EaaS) will 

be massive . . . more than twice $QS and $LAZR combined. Blue chip customer base 

with FedEx, Coke, Pepsi, DHL and many more.  SPACS always cautious-this story 

has great Risk/Reward.”  

127. In the minutes leading up to the tweet telling the market that he thought 

XL stock was going to $60, Left placed a limit order to automatically sell XL if it 

reached $27.50 per share.  

128. Despite telling the market that Citron was long and that he thought the 

stock price would go to $60, Left began selling shares of XL the very same minute 

as the publication.  Left exited his entire position that day at an average price of 

$28.86, or 52% below the target price he published. 

129. Citron Capital sold 98% of its shares by the following day at an average 

price of $31, or 48% below the recommended target price.   

130. Left and Citron Capital’s trading in XL generated proceeds of at least 

$2.3 million.     

131. Several months later, in May 2021, a retail investor admonished Left on 

his recommendation on XL stating: “Me and lots of my friends bought xl stock when 

you uploaded your bullish these on it.  Since then the company almost dissapeared 

(sic) and goes to zero.  Please post your opinion right now and respect your 

followers worldwide.”   

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 23 of 58   Page ID #:23



 

COMPLAINT 24  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

132. In response, Left admitted the recommendation on XL “sucked” and 

made another false statement, stating that “I fired the analyst that made that call,” 

referring to Business Associate One.   

133. In fact, Left did not fire Business Associate One and continued to work 

closely with him through at least 2022.   

b) AAL 

134. On June 5, 2020, Left and Citron Capital acquired short positions in 

American Airlines Group Inc. (“AAL”), meaning they would profit if AAL’s stock 

price decreased.  The short positions in the Left and Citron Capital accounts 

included put options that expired that same day (“short-dated put option”) with 

strike prices of $19 and $20.  

135. After Left and Citron Capital acquired their short positions, Left 

published a negative tweet through Citron Research encouraging the market to sell 

the stock and pronouncing that the stock would decrease to $10 per share: “$AAL 

Back to $10 Robinhood traders have 0 idea what they buying.  Balance sheet is 

upside down.  Unencumbered assets worth far less than current price.  The reason 

why Buffett fully exited lower.  They don't teach finance in the Sherwood Forest.”   

136. Approximately fourteen minutes after the first tweet, Left again 

published a Citron Research tweet criticizing investors who bought AAL stock at 

$19:  “$AAL.  To clarify previous tweet the 25k new users on Robin Hood who 

bought stock at $19 must know more about airlines than Buffet who sold the stock at 

$11.  Send your resumes to Omaha.  Expect stock to trade back to $10.” 

137. Within three minutes of publishing his initial tweet, Left began buying 

back shares of AAL, and Citron Capital similarly began buying back AAL within 

five minutes of the initial tweet.   

138. Despite representing to Citron Research’s readers that Left “expect[s] 

stock to trade back to $10” and criticizing traders who “bought stock at $19,” Left 

and Citron Capital bought back at an average price of approximately $19.20 in the 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 24 of 58   Page ID #:24



 

COMPLAINT 25  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

minutes and hours following the tweets.  

139. In addition, Left and Citron Capital’s short-dated put option positions 

with strike prices well above the target price demonstrate that Left and Citron 

Capital did not intend to hold the positions beyond that day, nor did they intend to 

hold their positions to a price near the $10 price target.   

140. Left and Citron Capital’s trading profits around the AAL tweets 

generated profits of more than $400,000.  

4. Defendants Published Trading Recommendations 

Without Conducting Adequate Research 

a) VUZI   

141. Between December 16, 2020 and December 22, 2020, Left and Citron 

Capital established long positions in Vuzix Corporation (“VUZI”), meaning that 

they would profit if the stock price increased. 

142. On Friday, December 18, 2020, Left published a tweet through the 

Citron Research platform telling the market that the company was undervalued and 

suggesting that VUZI was a good buy:  “Getting emails about shorting $VUZI. NO 

WAY we would short this flyer. Small market cap with story that is tied to 5G, 

$AMZN and $PLUG and Covid. There has to be easier pickings...still doing 

research. Risk/Reward easier on other high flyers”   

143. Later that day, Left admitted to a colleague that he had only “put out that 

tweet to see what would come back to me,” demonstrating Left had not actually 

done research on whether VUZI was an appropriate investment to recommend to 

Citron Research’s readers.  

144. After Left issued the tweet, Business Associate One conducted research 

over the weekend into VUZI by speaking with VUZI company representatives and 

others in an effort to determine if the company was a good long investment.  

Business Associate One concluded that it was not an appropriate long investment, 

telling Left that “we can’t have enough conviction in this being an actual long” 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 25 of 58   Page ID #:25



 

COMPLAINT 26  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

investment.   

145. However, even after receiving research that the company was not a good 

investment, Left did not remove the tweet from Citron Research’s platform, nor did 

he communicate to the market that he did not have the conviction to recommend 

VUZI as a long investment.   

146. Instead, Left and Citron Capital sold their stock in VUZI within three 

days of the tweet, generating profits of over $700,000.   

5. Defendants Falsely Represented that Left Never 

Received Any Compensation From Hedge Funds 

147. As alleged above, to perpetuate the market’s view that Citron Research 

was an independent short publisher, Left falsely told Citron Research readers that he 

had never received compensation from hedge funds in connection with publishing 

trading recommendations.   

a) GE 

148. On August 15, 2019, a third-party publisher issued a short report on 

General Electric (“GE”) recommending that the market sell their stock in GE.  In 

the short report, the third-party publisher disclosed to the market that he was being 

paid a percentage of profits from a hedge fund that was trading around his short 

report.   

149. In response, on August 16, 2019, Left published commentary on GE.  

Unlike the third-party short publisher’s report, Left encouraged readers to buy GE 

and represented that “Citron took the opportunity to buy [GE] stock.” 

150. Approximately two and a half hours before releasing the commentary, 

Left purchased GE stock, meaning he would profit if the stock price of GE 

increased.    

151. Left’s commentary criticized the recommendation in third-party short 

publisher’s report.  In addition, he criticized the short publisher for being paid 

profits from a hedge fund trading around the short report, telling readers that “No 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 26 of 58   Page ID #:26



 

COMPLAINT 27  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

credible hedge fund or short seller would ever do this.  Left further stated that 

“Unfortunately. what we have just witnessed with [third-party short publisher] is 

reckless, dishonest, and most importantly secretive – all which gives activist short 

selling a bad name.”   

152. Left claimed that he and Citron had not and would not engage in such 

actions, representing that “in 18 years of publishing, we have never been 

compensated by a third party to publish research.  More important, compensation 

tied to the ‘success of a trade’ would not pass internal compliance nor would it pass 

compliance of any fund that Citron would collaborate with on ideas.”   

153. Left’s commentary defined “Citron” as both Citron Research and Citron 

Capital. 

154. Contrary to his statement, Left had received substantial trading profits 

ten months earlier from Anson, an outside hedge fund, in connection with Left 

publishing recommendations on two securities.  In addition, at the time he issued his 

commentary on GE, Left was receiving compensation from Hedge Fund Two for 

his trading around target securities that were the subject of trading 

recommendations published by Citron Research, including GE. 

155. Left’s statement about never receiving compensation from a hedge fund 

was materially false and misleading and designed to further Citron Research’s 

reputation as an independent research publication, as well as to bolster its long 

recommendation on GE. 

156. Left’s statement about his trading around the GE report was also 

materially false and misleading.  Despite representing in the commentary that 

“Citron took the opportunity to buy stock,” Left had already entered a limit order to 

sell GE before issuing his commentary on GE and completely sold his GE stock 

within sixty-five minutes of telling the market he had a long position. 

157. Left’s trading in GE in connection with his long recommendation took 

place over approximately three and a half hours and yielded Left nearly $50,000 in 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 27 of 58   Page ID #:27



 

COMPLAINT 28  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

profits.  Citron Capital did not trade in GE around the commentary. 

b) Left’s Compensation from Anson    

158. In at least two instances in late 2018, Left received compensation from 

Anson in connection with Citron Research Publications relating to two securities:  

Namaste Technologies, Inc. (“Namaste”) and India Globalization Capital Inc 

(“IGC”).  Namaste’s securities traded on the Canadian Securities Exchange under 

the symbol “N,” and also traded as a penny stock in the United States under the 

symbol “NXTTF.” 

(1) Namaste  

159. On or about September 11, 2018, Anson Advisors contacted Left about 

issuing a short recommendation on Namaste through Citron Research.  In exchange, 

Anson Advisors agreed to pay Left a share of its fund’s profits from its short 

position in Namaste. 

160. Left agreed to the arrangement to share in Anson’s profits in Namaste 

and responded “DONE…let me kill it.”  Left bragged that “these retail holders are 

nervous. we will hit them.”   

161. Portfolio Manager One and Left then worked together to prepare short 

reports and tweets, which Citron Research published in September and October 

2018.   

162. On or around September 14, 2018, Citron Research released a tweet and 

report on Namaste recommending that his readers sell Namaste stock: “Namaste $N 

Canada.  Some cannabis stocks are overvalued, and some are total jokes.  This is a 

joke Drop it like its hot' after the pledge party prohibits listing in US, downside: 

80%. That .50” 

163. Approximately thirty-five minutes later, Left published a second tweet 

as an “urgent update” with an updated report further recommending that his readers 

sell their Namaste stock due to alleged illegal activities at the company: “$N, 

Canada. urgent update: Quebec newspaper highlights Namaste's illegal activities 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 28 of 58   Page ID #:28



 

COMPLAINT 29  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

and Quebec investigation in $N for violation of laws. Tilray quickly drops $N, 

shareholders are next.”  The updated report provided a price target of “$.25 cents.” 

164. Contrary to Left’s recommendation that his readers sell Namaste stock 

and his price target of $0.25, Portfolio Manager One and Left agreed that Anson 

would “cover about 1/3” of their holdings in Namaste, meaning that Anson would 

buy back Namaste stock, at a time when the stock was trading at approximately 

$2.36. Left noted to Portfolio Manager One that “Canadians so gullible. Very.” 

165. In a televised BNN Bloomberg interview that was filmed on September 

25,2018 and aired on September 26, 2018, Left represented to viewers that he 

“would keep shorting [Namaste] until it goes to 0.”   However, within 10 minutes, 

Left asked Portfolio Manager One “should we cover all namaster [sic],” indicating 

that he did not intend to keep shorting Namaste.  At that time, the stock was trading 

at approximately $2.18. 

166. Left also traded in his personal account in a manner inconsistent with his 

statement on Bloomberg.  Left established a short position in Namaste in his 

personal account, and contrary to his statement that he would “keep shorting 

[Namaste] until it goes to 0,” he covered that position between approximately $1.42 

and $3.00, and did not short Namaste until it went to $0. 

167. To anonymously amplify his recommendation on Namaste and to add 

more legitimacy to his recommendation, Left created a website, namastetruth.com 

and posted negative information on Namaste.  Left later informed Anson that he 

“might take down the namaste website…only to put it back up…if the stock goes 

higher,” indicating that he viewed the website as another tool that he could use to 

impact prices for his own personal profit. 

(2) IGC 

168. On or about October 2, 2018, Left messaged Portfolio Manager One and 

requested that Anson establish a short position in IGC and share the profits with 

him.  Portfolio Manager One agreed to pay Left a share of its fund’s profits from 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 29 of 58   Page ID #:29



 

COMPLAINT 30  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

trading around Citron Research’s bearish tweets on IGC. 

169. This agreement meant that Anson and Left would profit if the value of 

IGC stock decreased.   

170. Within hours of their agreement, Left tweeted to his Citron Research 

readers that they should sell IGC stock: “$IGC. If you are able to short, it is a gift.  

No product.  All hype.  Raised Money 2 weeks ago at $1.15  Finger traders will get 

burned.  This hype stock is the poster child of a cannabis bubble.  Always cautious 

but nothing but air. Could write pages about this scheme.” 

171. Ten minutes later, Left published another tweet setting a target price of 

$6.00: “Correction.  $IGC has raised money 3 times in 3 weeks at an average price 

of $3.31.  At least the company is honest about the absurd move  The stock should 

have a skull and crossbones at Fidelity.  Just praying for more borrow to open up.  

Target price - $6 fast.” 

172. Less than twenty-five minutes after Left had released the tweet telling 

the market IGC was going to“$6 fast,” Left asked Portfolio Manager One “do we 

cover half.”  IGC was trading at approximately $12 at that time, double the price 

target Left had provided to the market. 

173. Following the Citron Research tweet, and in accordance with its 

agreement with Left, Anson covered its position in IGC stock on the same day as 

the tweets at $12.55.   

(3) Left Submitted Fabricated Invoices to 

Conceal His Compensation Arrangement 

174. Left’s share of Anson’s profits for trading around Namaste and IGC 

totaled more than $1.1 million.   

175. Left took steps to conceal that he was being compensated by Anson in 

connection with using his Citron Research platform by asking Anson to send him 

his share of trading profits through Third-Party Intermediary, to which Anson 

agreed. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 30 of 58   Page ID #:30



 

COMPLAINT 31  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

176.  Third-Party Intermediary submitted invoices to Anson Funds for 

purported research services that Third-Party Intermediary never performed, and 

inaccurately stated that the amounts invoiced were for the benefit of the Third-Party 

Intermediary, when in fact they were for the benefit of Left.  Anson Funds paid the 

Third-Party Intermediary pursuant to these sham invoices.  

177. To collect his share of trading profits, Left then submitted invoices to 

Third-Party Intermediary for “consulting services” that Left never provided.  Using 

the funds from the sham invoices submitted to Anson, Third-Party Intermediary 

funneled more than $1.1 million to Left. 

c) Left Also Had a Compensation Arrangement  

With Hedge Fund Two 

178. In January 2019, Left entered into a compensation arrangement with 

Hedge Fund Two whereby Citron Capital agreed to recommend trading for Hedge 

Fund Two.   

179. In exchange, Hedge Fund Two agreed to pay Citron Capital a percentage 

of the alpha (the difference between the return on the particular security and the 

return on a predetermined risk-free benchmark) for the trades.   

180. Although Left was responsible for entering into and carrying out this 

arrangement, Business Associate One handled the day-to-day relationship with 

Hedge Fund Two.  Left, often using Business Associate One as an intermediary, 

directed Hedge Fund Two to trade around reports and tweets issued by Citron 

Research.   

181. Pursuant to this arrangement, Hedge Fund Two paid Citron Capital a 

total of $2.6 million.  Left and Business Associate One split these profits, with Left 

receiving 85% and Business Associate One receiving 15%.   

182. By making false and misleading statements to the market that Left and 

Citron Capital had not, and would not, receive money from hedge funds, when in 

fact they had and were, Left concealed his own and Citron Capital’s financial 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 31 of 58   Page ID #:31



 

COMPLAINT 32  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

motivations in issuing publications, and perpetuated the false and misleading 

impression that Citron Research was an independent research firm.   

II. Defendants’ Materially False and Misleading Statements 

183. In addition to and in furtherance of their scheme, Defendants made 

materially false and misleading statements in the Citron Research Publications.   

A. Affirmative False and Misleading Statements About  

Defendants’ Trading 

184. In January 2019, Defendants represented to the market that they were 

not trading in ROKU, when in fact, they had just successfully traded in ROKU by 

taking positions contrary to the recommendations in the Citron Research 

Publication. 

185. In July 2019, Defendants represented to the market that they would stay 

long NVTA until the stock reached $65, when in fact they immediately began 

selling at approximately $27 to $28.  

186. These statements, which Left published through Citron Research, were 

materially false and misleading because the Defendants falsely told or misled the 

market in connection with the Citron Research Publications by representing that they 

were taking one action, when in fact they actually took an action in direct 

contradiction to that statement.  In evaluating the credibility of the trading 

recommendations in the Citron Research Publications, a reasonable investor would 

have wanted to know that Defendants made false representations about their 

intentions to follow their own recommendations.   

B. False and Misleading Statements to the Media About 

Defendants’ Short Exposure 

187. In August 2018, Left represented in a CNBC televised interview that 

Defendants had only covered a small portion of his short exposure in CRON and 

were still “extremely short,” when in fact they had already covered over 75% of 

their short exposure in CRON. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 32 of 58   Page ID #:32



 

COMPLAINT 33  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

188. In September 2018, Left represented in a televised Bloomberg interview 

that he “would keep shorting [Namaste] until it goes to 0,” when in fact he bought 

back his short position at prices between $1.42 and $3.00. 

189. In May 2019, Left represented to CNBC that he had shorted BYND in 

connection with a tweet on the company, without disclosing that he had closed the 

majority of his position at that time.   

190. These statements were materially false and misleading, as Defendants 

misrepresented that he still had short exposure in certain target companies when in 

fact they no longer held these positions.  A reasonable investor would have wanted 

to know whether Defendants’ public statements to the media regarding their trading 

positions were accurate in evaluating the credibility of the trading recommendations 

in the Citron Research Publications.  

C. False and Misleading Statements In Connection with His  

Trading Recommendation in GE 

191. In connection with their August 2019 recommendation that readers 

purchase stock in GE, Left represented to his readers that “in 18 years of publishing, 

we have never been compensated by a third party to publish research” and that 

“compensation tied to the success of a trade’ would not pass internal compliance 

nor would it pass compliance of any fund that Citron would collaborate with on 

ideas,” when in fact they had received millions of dollars in compensation from 

Anson and Hedge Fund 2 in connection with trading around the Citron Research 

Publications.   

192. Defendants made this false and misleading statement in connection with 

their recommendation that the market purchase GE stock, which Defendants traded 

around and profited nearly $50,000. 

193. These statements, which Left published through Citron Research, were 

materially false and misleading.  In evaluating the credibility of the trading 

recommendations in the Citron Research Publications, a reasonable investor would 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 33 of 58   Page ID #:33



 

COMPLAINT 34  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

have wanted to know about the Defendants’ undisclosed financial incentives to 

impact stock prices, specifically GE stock. 

D. False and Misleading Half-Truths Related to Defendants’  

Recommendations in the Citron Research Publications 

194. As set forth above, Defendants frequently stated or led their readers to 

believe that they had long (or short) exposure in a target stock and encouraged 

readers of the Citron Research Publications to buy (or sell) the target stock, when in 

fact Defendants had a preexisting intent to sell (or buy).   

195. Defendants engaged in this conduct on the 26 occasions set forth in 

Appendix A, including in the following tickers on the following dates: XL 

(December 23, 2020), VUZI (December 18, 2020), PLTR (November 27, 2020), 

AAL (June 5, 2020), NVAX (April 20, 2020), INO (March 9, 2020), LK (January 

31, 2020), GE (August 16, 2019), NVTA (July 17, 2019), NVTA (July 31, 2019), 

BYND (May 17, 2019), ROKU (January 8, 2019), FB (December 26, 2018), TWTR 

(December 20, 2018), VEEV (December 4, 2018), NVDA (November 20, 2018), 

TSLA (October 23, 2018), PTE (October 18, 2018), Namaste (October 4, 2018), 

IGC (October 2, 2018), Namaste (September 14, 2018), CRON (August 30, 2018), 

ABBV (July 19, 2018), SNAP (May 31, 2018), BABA (May 2, 2018), and TWTR 

(March 27, 2018). 

196. For example, as alleged above: 

(a) In August 2019, Left told Citron Research readers that he was 

long GE stock, without disclosing that he had in place limit orders to sell and in fact 

did sell his GE stock within sixty-five minutes of the Citron Research Publication. 

(b) In June 2020, Defendants told Citron Research’s readers that they 

had short exposure in AAL and that AAL shares were only worth $10 to induce the 

market to sell, when within minutes Defendants bought AAL shares at around 

$19.20. 

(c) In December 2020, Defendants told their readers that they were 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 34 of 58   Page ID #:34



 

COMPLAINT 35  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

long XL and that its shares were worth $60, when within minutes Defendants began 

to sell their XL stock at around $28.   

197. These statements, and the additional statements set forth in Appendix A, 

were materially false and misleading and concealed that Defendants did not intend 

to maintain their long or short exposure following the publications, and concealed 

their preexisting intent to immediately buy (when Defendants were telling the 

market to sell) or sell (when Defendants were telling the market to buy).  These 

statements, as well as certain statements set forth in Appendix A, were half-truths 

that were rendered these statements regarding Defendants’ intended trading 

materially false and misleading.   

198. In evaluating the credibility of the trading recommendations in the 

Citron Research Publications, a reasonable investor would have wanted to know that 

following the release of the publications the Defendants actually intended to quickly 

abandon the long or short exposure that they represented they held in the 

publications. 

E. False and Misleading Statements In Connection With the 

Target Prices that Defendants Published  

199. As alleged in paragraph 87 above, in 21 of the Citron Research 

Publications detailed above, Defendants encouraged readers to sell or purchase 

target stocks at specific target prices.   

200. Despite Defendants representing that the price targets were the prices at 

which they expected the target companies to trade, their actions demonstrate that 

they did not have a reasonable basis for the target prices they published and that the 

purpose of including the target prices was to serve as a catalyst to move the stock 

price.   

201. As set forth in Appendix A, in all 21 of the instances involving price 

targets, Defendants sold at prices well above the target price for short reports and 

well below the target price for long reports, including in the following tickers on the 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 35 of 58   Page ID #:35



 

COMPLAINT 36  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

following dates: XL (December 23, 2020), PLTR (November 27, 2020), AAL (June 

5, 2020), NVAX (April 20, 2020), INO (March 9, 2020), NVTA (July 17, 2019), 

NVTA (July 31, 2019), BYND (May 17, 2019), FB (December 26, 2018), TWTR 

(December 20, 2018), VEEV (December 4, 2018), NVDA (November 20, 2018), 

PTE (October 18, 2018), Namaste (October 4, 2018), IGC (October 2, 2018), 

Namaste (September 14, 2018), CRON (October 30, 2018), ABBV (July 19, 2018), 

SNAP (May 31, 2018), BABA (May 2, 2018), and TWTR (March 27, 2018).  

202. For example: 

(a) In December 2020, Defendants told their readers that XL Fleet 

would trade to $60, but immediately turned around and sold XL around $28 (a 53% 

difference).   

(b) In June 2020, Defendants claimed that AAL was going to $10, 

and then began buying back at around $19.20 (a 47% difference).   

(c) In July 2019, Defendants advised readers that NVTA would trade 

to $100, despite selling their NVTA stock at around $27 to $28 shortly thereafter 

(less than a third of the target price).   

(d) In August 2018, Defendants projected that CRON would trade to 

$3.50, then sold CRON at an average price of around $10 (a 65% difference).   

(e) In October 2018, despite claiming that IGC was going to “$6-

fast,” Left instructed Anson to buy IGC while the stock was trading around $12 (a 

50% difference).   

203. In addition, Defendants drastically revised price targets in draft reports 

leading up to their dissemination, demonstrating that they had no reasonable basis 

for setting the target prices.  For example, in July 2019, Defendants initially 

selected $60 as the price target for NVTA in the draft report, but revised it to $100, 

a 66% increase, in the days leading up to the dissemination of the report.  Similarly, 

in August 2018, Left discussed with Portfolio Manager One various price targets for 

CRON ranging from $5 to $7.50, before he ultimately published a target price of 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 36 of 58   Page ID #:36



 

COMPLAINT 37  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

$3.50.   

204. Defendants’ lack of a reasonable basis in selecting target prices further 

demonstrates their lack of belief in those prices.  For example, before selecting the 

$100 target price that he included in the July 2019 Citron Research Publication on 

NVTA, Left discussed with a colleague his hope to “get stock to 30” and asked 

“[w]hat can I put in a tweet to juice it[?]”   

205. Defendants also published false information in connection with the 

published price targets.  For example, in connection with the Citron Research 

Publication on NVTA, Left set a $100 price target and stated that he would “continue 

to stay long until the stock hits at least $65,” when in fact he immediately began 

selling his NVTA stock at approximately $27 to $28 per share. 

206. Defendants concealed that they were trading far above (for short reports) 

or far below (for long reports) the price targets that they disseminated rendered the 

price targets misleading.  For example, in connection with the Citron Research 

Publication on XL, Defendants’ price target of $60 was a misleading half-truth 

because they omitted to state that they planned to immediately begin selling their 

shares of XL within five minutes of the publication at approximately $28, less than 

half of the target price that they set. 

207. These statements regarding Citron Research’s target prices, as well as 

other statements identified in Appendix A relating to target prices, were materially 

false and misleading.  In evaluating the credibility of the trading recommendations in 

the Citron Research Publications, a reasonable investor would have wanted to know 

that that Defendants did not have a reasonable basis for the target prices they were 

publishing, that the target prices were unsubstantiated, and omitted information about 

the Defendants’ intent to trade inconsistently with those recommendations. 

F. Defendants Made the False and Misleading Statements  

208. Defendants’ false and misleading statements allowed them to generate 

approximately $20 million in trading profits in connection with the Citron Research 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 37 of 58   Page ID #:37



 

COMPLAINT 38  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

Publications.   

209. As explained in paragraphs 36-38 above, Left was the control person of 

Citron Research.  Left drafted, reviewed, approved, or published the Citron Research 

Publications.  The reports released through the Citron Research platform also 

included a statement that they “have been prepared by either Citron Research or 

Citron Capital,” and at times Left defined “Citron” as both Citron Research and 

Citron Capital.   

210. Left, whose conduct is imputed to Citron Research, was the maker of the 

statements in the Citron Research Publications. 

III. Defendants Acted with Scienter 

211. During the Relevant Period, Left, who controlled Citron Research and 

whose mental state was imputed to it, acted with scienter as evidenced, in part, by 

the following:  

(a) Left traded around the Citron Research Publications, where he 

frequently recommended that readers buy (or sell) stock at purported target prices, 

without disclosing that he intended to quickly trade in the opposite direction at far 

different prices than the target prices he projected.   

(b) Left falsely portrayed himself as managing Citron Capital, a 

successful hedge fund with numerous investors, when in reality he was Citron 

Capital’s only investor.   

(c) Left created anonymous websites and posted negative information 

about target companies to amplify his Citron Research recommendations.   

(d) Left made public appearances on televised financial programs 

where he made materially false and misleading statements about his trading positions 

and intended trading activity.   

(e) Left falsely told the market that he had never received any 

compensation from hedge funds, when in fact he had received over $1 million in 

profits pursuant to arrangements with two hedge funds trading around the Citron 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 38 of 58   Page ID #:38



 

COMPLAINT 39  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

Research Publications.  

(f) Left took active steps to conceal the financial arrangements he had 

with one of the hedge funds, Anson, including working with Anson to funnel profits 

through a third-party intermediary pursuant to sham invoices. 

212. During the Relevant Period, Left acted knowingly or recklessly in 

issuing the materially false and misleading tweets and reports in Appendix A and in 

carrying out the scheme.  Left also acted unreasonably under the circumstances, and 

by engaging in this conduct, acted negligently. 

IV. Defendants’ Fraudulent Scheme and False and Misleading Statements 

Were in Connection with the Purchase, Offer, or Sale of Securities 

213. Defendants’ scheme and materially false and misleading statements were 

in connection with the purchase, offer, or sale of securities. 

214. In the Citron Research Publications, as well as in public media 

appearances, Defendants induced readers to purchase or sell the target companies’ 

stock.  Defendants sold stock or call options, or purchased put options, following 

positive recommendations they published through Citron Research.  Defendants 

purchased stock or call options, or sold put options, following negative 

recommendations they published through Citron Research.  Defendants earned 

illicit profits by selling stock for a higher price as a result of their statements. 

215. Similarly, Defendants’ scheme and false and misleading statements 

relating to compensation Left received from hedge funds were in connection with 

the offer or sale of securities.  As alleged above, these false and misleading 

statements were in connection with a Citron Research Publication on GE, wherein 

Defendants recommended that readers purchase GE stock, in which Defendants 

held a long position.  Pursuant to these statements, Left obtained trading profits 

from selling his GE stock at a profit. 

 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 39 of 58   Page ID #:39



 

COMPLAINT 40  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

 

FIRST CLAIM FOR RELIEF 

Fraud in Connection with the Purchase or Sale of Securities 

Violations of Exchange Act Section 10(b) and Rules 10b-5(a) and (c) Thereunder 

(against Defendants Left and Citron Capital) 

216. The SEC realleges and incorporates by reference paragraphs 1 through 

215 above. 

217. By engaging in the conduct described above, in particular paragraphs 24 

through 182, Defendants Left and Citron Capital, directly or indirectly, with 

scienter, in connection with the purchase or sale of a security, by use of the means 

or instrumentalities of interstate commerce, of the mails, or of the facilities of a 

national securities exchange:  (a) employed devices, schemes, or artifices to 

defraud; and (c) engaged in acts, practices, or courses of business which operated or 

would operate as a fraud or deceit upon other persons. 

218. By engaging in the conduct described above, Defendants Left and Citron 

Capital violated, and unless restrained and enjoined will continue to violate, Section 

10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rules 10b-5(a) and 10b-5(c) 

thereunder, 17 C.F.R. §§ 240.10b-5(a) and 240.10b-5(c). 

SECOND CLAIM FOR RELIEF 

Fraud in the Offer or Sale of Securities 

Violations of Securities Act Section 17(a)(1) and (a)(3) 

(against Defendants Left and Citron Capital) 

219. The SEC realleges and incorporates by reference paragraphs 1 through 

215 above. 

220. By engaging in the conduct described above, in particular paragraphs 24 

through 182, Defendants Left and Citron Capital, directly or indirectly, in the offer 

or sale of securities, and by the use of means or instruments of transportation or 

communication in interstate commerce or by use of the mails directly or indirectly:  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 40 of 58   Page ID #:40



 

COMPLAINT 41  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

employed devices, schemes, or artifices to defraud; and engaged in transactions, 

practices, or courses of business which operated or would operate as a fraud or 

deceit upon the purchaser. 

221. By engaging in the conduct described above, Defendants Left and Citron 

Capital violated, and unless restrained and enjoined will continue to violate, 

Sections 17(a)(1) and 17(a)(3) of the Securities Act, 15 U.S.C. §§ 77q(a)(1) and 

77q(a)(3). 

THIRD CLAIM FOR RELIEF 

Materially False or Misleading Statements in Connection With the Purchase or 

Sale of Securities in Violation of Exchange Act Section 10(b) and Rule 10b-5(b)  

(against Defendants Left and Citron Capital) 

222. The SEC realleges and incorporates by reference paragraphs 1 through 

215 above. 

223. By engaging in the conduct described above, in particular paragraphs 

183 through 210, Defendants Left and Citron Capital directly or indirectly, in the 

offer or sale of securities, and by the use of means or instruments of transportation 

or communication in interstate commerce or by use of the mails directly or 

indirectly, made untrue statements of a material fact or omitted to state a material 

fact necessary in order to make the statements made, in the light of the 

circumstances under which they were made, not misleading. 

224. By engaging in the conduct described above, Defendants Left and Citron 

Capital violated, and unless restrained and enjoined will continue to violate, Section 

10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5(b) thereunder, 17 

C.F.R. §§ 240.10b-5(b). 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 41 of 58   Page ID #:41



 

COMPLAINT 42  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

FOURTH CLAIM FOR RELIEF 

Materially False or Misleading Statements 

Violations of Securities Act Sections 17(a)(2) 

(against Defendants Left and Citron Capital) 

225. The SEC realleges and incorporates by reference paragraphs 1 through 

215 above. 

226. By engaging in the conduct described above, in particular paragraphs 

183 through 210, Defendants Left and Citron Capital, directly or indirectly, in the 

offer or sale of securities, and by the use of means or instruments of transportation 

or communication in interstate commerce or by use of the mails directly or 

indirectly, obtained money or property by means of untrue statements of a material 

fact or by omitting to state a material fact necessary in order to make the statements 

made, in light of the circumstances under which they were made, not misleading; 

and, with scienter and/or negligence, engaged in transactions, practices, or courses 

of business which operated or would operate as a fraud or deceit upon the 

purchaser. 

227. By engaging in the conduct described above, Defendants Left and Citron 

Capital violated, and unless restrained and enjoined will continue to violate, Section 

17(a)(2) of the Securities Act, 15 U.S.C. §§ 77q(a)(2). 

FIFTH CLAIM FOR RELIEF 

Control Person Liability Under Section 20(a) of the  

Exchange Act for Citron Capital’s Violations of Section 10(b) of the  

Exchange Act and Rule 10b-5 Thereunder 

(against Defendant Left)) 

228. The SEC realleges and incorporates by reference paragraphs 1 through 

215 above. 

229. Defendant Left was, at the time of the acts and conduct set forth herein 

were committed, directly or indirectly, a person who controlled Defendant Citron 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 42 of 58   Page ID #:42



 

COMPLAINT 43  

 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

Capital, which violated Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and 

Rules 10b-5 thereunder, 17 C.F.R. § 240.10b-5. 

230. By engaging in the conduct described above, under Section 20(a) of the 

Exchange Act, 15 U.S.C. § 78t(a), Defendant Left is jointly and severally liable 

with, and to the same extent as, the persons he controlled for violations of Sections 

10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 thereunder, 17 

C.F.R. §240.10b-5. 

PRAYER FOR RELIEF 

WHEREFORE, the SEC respectfully requests that the Court: 

I. 

Issue findings of fact and conclusions of law that Defendants committed the 

alleged violations. 

II. 

Issue judgments, in forms consistent with Rule 65(d) of the Federal Rules of 

Civil Procedure, permanently enjoining Defendants Left and Citron Capital, and their 

officers, agents, servants, employees and attorneys, and those persons in active 

concert or participation with any of them, who receive actual notice of the judgment 

by personal service or otherwise, and each of them, from violating Section 17(a) of 

the Securities Act [15 U.S.C. §77q(a)], and Section 10(b) of the Exchange Act [15 

U.S.C. §§ 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5]. 

III. 

Issue an order against Defendant Left pursuant to Section 20(e) of the 

Securities Act and Section 21(d)(2) of the Exchange Act, 15 U.S.C. § 77t(e) and 15 

U.S.C. § 78u(d)(2), prohibiting him from acting as an officer or director of any issuer 

that has a class of securities registered pursuant to Section 12 of the Exchange Act, 15 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 43 of 58   Page ID #:43



COMPLAINT 44 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

U.S.C. § 78l, or that is required to file reports pursuant to Section 15(d) of the 

Exchange Act, 78 U.S.C. § 78o(d). 

IV. 

Issue an order against Defendant Left under Section 20(g) of the Securities Act 

[15 U.S.C. § 77t(g)] and Section 21(d)(6)(B) of the Exchange Act [15 U.S.C. § 78u 

(d)(6), prohibiting him from participating in an offering of penny stock. 

V. 

Issue an order against Defendant Left, in accordance with Section 20(b) of the 

Securities Act [15 U.S.C. § 77t] and Sections 21(d)(1) and 21(d)(5) of the Exchange 

Act [15 U.S.C. § 78u(d)(1), (d)(5)], permanently restraining and enjoining Left from, 

directly or indirectly, including, but not limited to, through any entity owned or 

controlled by Left, purchasing or selling a security within five (5) trading days 

following any Publication by Left, or through any entity owned or controlled by Left, 

about that security. For purposes of this injunction, “Publication” means the 

dissemination of information on a security, to the public, either directly or indirectly, 

whether through a report, tweet, social media post, media interview, or other written 

or oral means. 

VI. 

Pursuant to Section 21(d)(5) of the Exchange Act [15 U.S.C. § 78u(d)(5)], 

issue an order against Defendant Left permanently restraining and enjoining Left 

from, directly or indirectly, acting as or being associated with any investment adviser. 

This injunction shall not prevent him from being a client of an investment adviser.  

For purposes of this paragraph, a person is associated with an investment adviser if 

such person is a partner, officer, or director of such investment adviser (or performs 

similar functions), or directly or indirectly controls or is controlled by such 

investment adviser, including any employee of such investment adviser. 

VII. 

Order Defendants Left and Citron Capital to disgorge all funds received from 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 44 of 58   Page ID #:44



COMPLAINT 45 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

their illegal conduct, together with prejudgment interest thereon, pursuant to Sections 

21(d)(3), 21(d)(5) and 21(d)(7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3), 

78u(d)(5), and 78u(d)(7)]. 

VIII. 

Order Defendants Left and Citron Capital to pay civil penalties under Section 

20(d) of the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange 

Act [15 U.S.C. § 78u(d)(3)]. 

IX. 

Retain jurisdiction of this action in accordance with the principles of equity and 

the Federal Rules of Civil Procedure in order to implement and carry out the terms of 

all orders and decrees that may be entered, or to entertain any suitable application or 

motion for additional relief within the jurisdiction of this Court. 

X. 

Grant such other and further relief as this Court may determine to be just and 

necessary. 

Dated:  July 26, 2024 

/s/ Stephen Kam 
STEPHEN T. KAM 
Attorney for Plaintiff 
Securities and Exchange Commission 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 45 of 58   Page ID #:45



APPENDIX A 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 46 of 58   Page ID #:46



APPENDIX A: FALSE AND MISLEADING STATEMENTS BY LEFT AND CITRON CAPITAL 

DATE TICKER DIRECTION/ 
SOURCE 

FALSE AND MISLEADING STATEMENTS  APPROX. 
AVERAGE 

EXIT 
PRICE1 

1. 12/23/20 XL Long Tweet Citron Research Tweet: “Citron long $XL tgt $60.  
TAM of $XL over $1T.  Electrification as a Service 
(EaaS) will be massive…..more than twice $QS and 
$LAZR combined. Blue chip customer base with 
FedEx, Coke, Pepsi, DHL and many more.  SPACS 
always cautious-this story has great Risk/Reward”  

and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to XL  

$30 

2. 12/18/20 VUZI  Long Tweet Citron Research Tweet: “Getting emails about 
shorting $VUZI.    NO WAY we would short this 
flyer.  Small market cap with story that is tied to 5G, 
$AMZN and $PLUG and Covid.   There has to be 
easier pickings...still doing research.  Risk/Reward 
easier on other high flyers.”    

and other statements concerning Defendants’ 
positions and recommendation with respect to VUZI 

$9 

3. 11/27/20 PLTR  Short Tweet Citron Research Tweet: “What a run the past month 
for all.  But as traders looking for short exposure, 
$PLTR is no longer a stock but a full casino.  Does 
not take a ball of crystal to know this will fall back 
to Arda.  Shorting with a $20 2020 target”   

and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to PLTR 

$27 

1 Average exit price represents the average price that Left and Citron Capital exited their equity positions that were 
opened before the report and closed within five trading days after.  Average exit prices are not provided where only 
options were traded.  The prices are rounded down to nearest dollar for short reports, and up to the nearest dollar for 
long reports. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 47 of 58   Page ID #:47



      
4. 06/05/20 

  
AAL 

 
Short Tweet First Citron Research Tweet: “$AAL Back to $10 

Robinhood traders have 0 idea what they buying.  
Balance sheet is upside down.  Unencumbered 
assets worth far less than current price.  The reason 
why Buffett fully exited lower.  They don't teach 
finance in the Sherwood Forest.”  
 
Second Citron Research Tweet: “$AAL.  To clarify 
previous tweet the 25k new users on Robin Hood 
who bought stock at $19 must know more about 
airlines than Buffet who sold the stock at $11.  
Send your resumes to Omaha.  Expect stock to 
trade back to $10.”  
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to AAL 

$19 

      
5. 04/20/20 NVAX Short Tweet Citron Research Tweet: “As much as Citron wants 

a vaccine $NVAX is a serial promise and non 
deliver on every virus.  Insiders sold most holding 
85% lower last year.  Bal sheet upside down and $$ 
is needed for NanoFlu.  Expect secondary soon and 
stock back to $15.  Retail mania!!”   
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to NVAX 

$23 

      
6. 03/09/20 INO Short Tweet Citron Research Tweet: “$INO.  SEC should 

immediately HALT this stock and investigate the 
ludicrous and dangerous claim that they designed a 
vaccine in 3 hours.  This has been a serial stock 
promotion for years.  This will trade back to $2.  
Investors have been warned.”   
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to INO 

options 
only 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 48 of 58   Page ID #:48



      
7. 01/31/20 LK Long Tweet Citron Research Tweet: “Citron long $LK.  We also 

rec. this report but all data from Biz Con China and 
App download and calls with competitors confirm 
financials.  $LK biz is on fire in China.  Citron has 
respect for Muddy, but this anon. report will fall 
short on accuracy. Expect LK management 
response.”    
 
and other statements concerning Defendants’ 
positions and recommendation with respect to LK 

$32 

      
8. 08/16/19 GE Long Tweet 

and Report 
Citron Research Tweet: “[Third party] report on 
$GE was the worst that activist short selling has to 
offer.  Aggressive accounting is not fraud.  
Disingenuous all the way through  [link to report]”    
 
Citron Research Report:  
“No credible hedge fund or short seller would ever 
do this . . . . what we have just witnessed with 
[third-party short publisher] is reckless, dishonest, 
and most importantly secretive – all which gives 
activist short selling a bad name.”   
 
“in 18 years of publishing, we have never been 
compensated by a third party to publish research.  
More important, compensation tied to the ‘success 
of a trade’ would not pass internal compliance nor 
would it pass compliance of any fund that Citron 
would collaborate with on ideas.”   
 
“Using full disclosures, short sellers have 
become an important facet of self-regulation of the 
markets.” 
 
and other statements giving the false impression 
that Defendants did not take compensation from 
hedge funds, and concerning Defendants’ positions, 
stated price target and recommendation with 
respect to GE  

$9 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 49 of 58   Page ID #:49



      
9. 07/17/19 

 
NVTA Long 

Investor 
Letter 

Citron Capital 7/17/19 Investor Letter: “Going into 
the second half of 2019, on the long side we’re 
most excited about our position in Invitae (NVTA). 
While Invitae was a contributor to fund 
performance during 1H 2019, we continue to add 
to our position at current levels. … We see Invitae 
as the clear winner within the mega trend of the 
genetic testing market and expect the stock to trade 
to $100 in the next 24 months.” 
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to NVTA 

$28 

      
10. 07/31/19 NVTA Long Tweet 

and Report 
Citron Research 7/31/19 Tweet: “In our letter to 
investors Citron expressed our excitement about 
$NVTA   The $EXAS acquisition of Genomic 
Health only makes us more certain that Invitae is 
on its way to $100.  Our investment thesis is most 
clearly stated here [link to report]”    
 
Citron Research July 31, 2019 Report:  Citron “will 
continue to stay long until the stock hits at least 
$65 as we believe it is on its way to $100.” 
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to NVTA 

$25 

      
11. 05/17/19 BYND Short Tweet 

and Media 
Statement 

Citron Research Tweet: “$BYND has become 
Beyond Stupid.  Most heavily traded retail stock on 
Robinhood, market cap now bigger than industry, 
and superior competitor coming to market soon.  
We expect $BYND to go back to $65 on earnings 
On retail exhaustion.”  
 
Citron Research Media Statement: “Yes I shorted 
some today.” 
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to BYND 

options 
only 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 50 of 58   Page ID #:50



      
12. 01/08/19 ROKU 

 
Short Tweet Citron Research Tweet: “We initially went long 

$ROKU at $35. However, have to recognize when 
the story has changed. APPLE TEAMING UP 
WITH SAMSUNG., (sic) ROKU CEO selling last 
week, and short interest at lows. Risk/reward no 
longer there. Expect big retracement. ROKU stock 
is uninvestable now”  
 
Citron Research Tweet: “To clarify, we are 
watching $ROKU from the side  After successfully 
shorting ROKU as it traded as high as $50 in late 
2017, we reversed our position at $35 last year. 
With Apple teaming up with Sams, LG, and Vizio 
investors must consider the risk to the bigger 
story.”    
 
and other statements concerning Defendants’ 
positions and recommendation with respect to 
ROKU 

$40 

      
13. 12/26/18 FB Long Tweet 

and Report 
Citron Research Tweet: “$FB Backing up the 
sleigh.  $160 tgt.  Citron presents the only 
information that counts on $FB looking past the 
rhetoric. Would you rather have your kids addicted 
to Nicotine or Instagram?  Wall St answer will 
amaze you [link to report]”   
 
Citron Research Report: Citron Research Backing 
Up the Sleigh on Facebook - 2019 S&P Stock of 
the Year  
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to FB  

$132 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 51 of 58   Page ID #:51



      
14. 12/20/18 TWTR Short Tweet 

and Report 
Citron Research Tweet: “$TWTR has become 
Harvey Weinstein of social media. Price tgt $20  
Amnesty Intl study cannot be ignored by Wall St. 
or Madison Ave. $TWTR will be forced to clean up 
the site and will have a fast impact on MAU [link 
to report]”      
 
Citron Research Report: "Twitter has become the 
Harvey Weinstein of Social Media - New Price 
Target -$20"; “Amnesty International Study makes 
Twitter "Toxic" to investors and advertisers”; when 
we read the just published piece from Amnesty 
International, we immediately knew the stock had 
become uninvestable”   
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to TWTR  

$29 

      
15. 12/04/18 VEEV Short Tweet Citron Research Tweet: “$VEEV price target $65.  

Competition has arrived as multiple is at peak and 
short interest at low.  Same setup as $NVDA at 
$280.  A market correction will hit $VEEV harder 
than any other SaaS name.  Buyout off the table 
until $40”    
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to VEEV  

$92 

      
16. 11/20/18 NVDA Long Tweet Citron Research Tweet: “Citron buys $NVDA.  

This is the first time in 2 years stock offers an 
appealing risk-reward to investors.  $NVDA still a 
player in AI and Data..will eat through inventory 
issue. We see $165 before we see 120.  Anyone 
remember this interview?  MUST WATCH [link to 
interview]”     
 
and other statements concerning Defendants’ 
positions, stated price target and recommendation 
with respect to NVDA 

$151 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 52 of 58   Page ID #:52



      
17. 10/23/18 TSLA Long Tweet 

and Report 
Citron Research Tweet: “$TSLA dropping earnings 
on top of $F tomorrow might be a bad sign for 
shorts. After reviewing all recent info on $TSLA 
dominating its categories, Citron is LONG Telsa 
for this quarter.  Full report  [link to report]”  
 
Citron Research Report: "Citron reverses opinion 
on Tesla.   The story has become too compelling to 
ignore."  "Citron is long TSLA"  
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to TSLA 
 

$295 

      
18. 10/18/18 PTE Short Tweet 

and Report 
Citron Research Tweet:  “FDA just opened of the 
kimono of $PTE and OMG.  In our shortest but 
most damning report of the year. We let the FDA 
do the talking as we present the one document 
Polarity tried to hide from investors Tgt- $2 [link to 
report]”     
 
Citron Research Report: "PolarityTE:  This Game 
Is Over! Price Target -$2“PolarityTE has always 
had the signs of a stock scheme but now the FDA 
has proven it”; “we believe the stock is a ZERO.”; 
“Sound like the company is bullshit?? Of course it 
does.”  
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to PTE 

$12 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 53 of 58   Page ID #:53



      
19. 10/04/18 Namaste Short Tweet 

and Report 
Citron Research Tweet: “Citron proves without a 
doubt the fraud being committed at Namaste Tech 
$n $nxttf. This $700 mil company will be a 0 one 
(sic) regulators and accountants read. [link to 
report]”     
 
Citron Research Report: “Citron has exposed 
complete FRAUD that underpins the 'Business' of 
Namaste. Namaste could be halted by the TSXV;” 
“Rarely in its history has Citron seen a fraud so 
blatant”    
 
and other statements concerning Left’s position, 
stated price target, recommendation and concealing 
Left’s financial motivation with respect to Namaste  

$1.1. 
million 
profit2 

      
20. 10/02/18 

  
IGC 

 
Short Tweet First Citron Research Tweet:  “$IGC. If you are 

able to short, it is a gift.  No product.  All hype.  
Raised Money 2 weeks ago at $1.15  Finger traders 
will get burned.  This hype stock is the poster child 
of a cannabis bubble.  Always cautious but nothing 
but air. Could write pages about this scheme”    
 
Second Citron Research Tweet: “Correction.  $IGC 
has raised money 3 times in 3 weeks at an average 
price of $3.31.  At least the company is honest 
about the absurd move  The stock should have a 
skull and crossbones at Fidelity.  Just praying for 
more borrow to open up.  Target price - $6 fast”    
 
and other statements concerning Left’s position, 
stated price target, recommendation and concealing 
left’s financial motivation with respect to IGC 

$12 
 

$1.1. 
million 
profit2 

 
 
 
 

  

 
2 Represents the approximate share of profits that Anson paid Left in connection with the Citron Research 
publications on Namaste and IGC. 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 54 of 58   Page ID #:54



      
21. 09/14/18 

 
Namaste Short Tweet 

and Report 
First Citron Research Tweet: “Namaste $N Canada.  
Some cannabis stocks are overvalued, and some 
are total jokes.  This is a joke Drop it like its hot' 
after the pledge party prohibits listing in US, 
downside: 80%. That .50”        
 
Citron Research Report: "New target price $0.25."  
If you own Namaste Technologies stock, in the 
opinion of Citron you better, "Drop it like it's hot"   
“This is the type of euphoria, hype and promotion 
that the SEC has been warning investors about”; 
“an income statement shows a company that looks 
like a frat house” 
 
Second Citron Research Tweet:  “$N, Canada. 
urgent update: Quebec newspaper highlights 
Namaste's illegal activities and Quebec 
investigation in $N for violation of laws.  Tilray 
quickly drops $N, shareholders are next.” 
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to Namaste 

$1.1 
million 
profits2 

 
 
 
 

 9/26/18 Namaste Media 
Statement 

Citron Research Statement to the Media: 
During an interview on BNN Bloomberg, Left 
represented that he “would keep shorting Namaste 
until it goes to 0.” 
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to Namaste 
 

$2 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 55 of 58   Page ID #:55



      
22. 08/30/18 

  
CRON 

 
Short Tweet, 
Report and 

Media 
Statement 

Citron Research Tweet: “$CRON tgt price $3.5.  
Everything that is contaminated about the Cannabis 
space.   ALL HYPE with possible securities fraud. 
For full report go to [link to report]”  
 
Citron Research Report: "The Dark Side of 
Cannabis Space. Target Price - $3.50"; “Cronos 
management appears to have been deceiving the 
investing public”; “What are you getting when you 
buy Cronos? Nothing more than fluff and 
distribution agreements.”; Cronos' sky high 
valuation looks completely out of whack with 
fundamentals.” 
 
Citron Research Tweet: Andrew Left from Citron 
on CNBC Fast Money 5:25pm ET to discuss why 
$CRON is the most overhyped of all the "pot 
stocks" with a target price of $3.5     
 
Citron Research Statement to the Media: During a 
CNBC interview, Left represented that he “took a 
small size position off today but I am still 
extremely short the stock” 
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to CRON 

$10 

      
23. 07/19/18 ABBV Short Tweet Citron Research Tweet: “$ABBV the next great 

drug short. TGT price $60  Gottlieb's comments for 
biosimilars and the removal of safe harbor is a 
DIRECT hit on Abbvie's abuse of Humira. Citron 
to release a series of reports detailing the Dirty 
Money. POTUS, AMZN, and now FDA on the case 
$60 in 12 months”   
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to ABBV  

$89 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 56 of 58   Page ID #:56



      
24. 05/31/18 

  
SNAP 

  
Long Tweet 
and Report 

Citron Research Tweet: “Citron puts a $17 tgt on 
$SNAP  Time to spook shorts who have overstayed 
their welcome.  [link to report]” 
 
Citron Research Report: "Citron Research Initiates 
Coverage on Snap Inc.  Target Price $17.  Time to 
Spook the Shorts who have overstayed their 
welcome"; “The most heavily shorted social media 
site offers a compelling opportunity for investors as 
even no news is good news”; “Citron will present a 
mosaic of what we believe to be the key points that 
are overlooked by shorts and why the stock is 
heading back to $17”; “See you back at $17”  
 
Citron Second Tweet: Good Timing, just came out 
this morning from Pew Research, $SNAP Snapchat 
is now the social media app that teens use most 
often  $$$$$$ [link to news article]   
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to SNAP 

$13 

      
25. 05/02/18 BABA Long Tweet 

and Report 
Citron Research Tweet:  “Citron will soon get back 
to “exposing” companies-  but in the meantime we 
wanted to comment our bullish position on "the 
most shorted stock in the world"  [link to report]”     
 
Citron Research Report:  "Citron Research is 
Bullish on the Most Shorted Stock in the World."  
"Alibaba on its way to $250"; “we will focus on 
what we believe to be some of the most compelling 
reasons why we have been and continue to be long 
Alibaba”; “How can you be short this???”; “Still 
scratching the head thinking who is short” 
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to BABA  

$182 

  

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 57 of 58   Page ID #:57



      
26. 03/27/18 TWTR Short Tweet 

and Report 
Citron Research Tweet: “Citron short $TWTR.  
Near-Term target $25   Of all social media, they are 
most vulnerable to privacy regulation  Wait until 
Senate finds out what Citron has published. [link to 
report]”    
 
Citron Research Report: "CITRON SHORT 
TWITTER $25 TARGET SHORT TERM”; “[We] 
are now short Twitter"; “Dynamics Are In Place to 
Short Twitter”   
 
and other statements concerning Left’s position, 
stated price target and recommendation with 
respect to TWTR  

$29 

 

 

 

 

 

 

Case 2:24-cv-06311   Document 1   Filed 07/26/24   Page 58 of 58   Page ID #:58