SEC v. Robert Del Prete, No. 3:23-cv-20452, District of New Jersey (Sept. 19, 2023) — Complaint

ANTONIA M. APPS
REGIONAL DIRECTOR
Thomas P. Smith, Jr.
Celeste A. Chase
Ibrahim Sajalieu Bah
Attorneys for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
New York Regional Office
100 Pearl Street, Suite 20-100
New York, NY 10004-2616
(212) 336-0418 (Bah)
[email protected]

UNITED STATES DISTRICT COURT
DISTRICT OF NEW JERSEY
_________________________________________________
          :
SECURITIES AND          :
EXCHANGE            COMMISSION,                                                            :
           :        COMPLAINT
     Plaintiff,   :
             :        23 Civ. ______ ( )
  v.       :
         :        JURY TRIAL DEMANDED
ROBERT            DEL            PRETE,                                                                        :
     Defendant,   :
________________________________________________ :

Plaintiff Securities and Exchange Commission (“Commission”), 100 Pearl Street, Suite
20-100, New York, NY 10004, alleges as follows for its Complaint against Defendant Robert
Del Prete (“Del Prete”), whose last known address is 23 Evelyn Court, Brick Township, New
Jersey 08723.

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SUMMARY OF ALLEGATIONS
1. This is an insider trading case alleging Del Prete illegally traded the stock of
HighCape Capital Acquisition Corp. (“HighCape”) on the basis of material non-public
information relating to HighCape’s merger with Quantum-Si Incorporated (“QSI”).
2. Del Prete, an accounting consultant to HighCape, was, among other things,
present at board meetings on January 27 and February 17, 2021, where the planned merger with
QSI was discussed.
3. Del Prete, who had agreed to keep HighCape’s proprietary information
confidential, bought 5,789.65 shares of HighCape on February 17, 2021, less than an hour after
attending the board meeting that day.
4. Within hours of HighCape’s February 18, 2021 press release announcing the deal,
Del Prete liquidated his position, realizing an approximate one-hundred percent profit of $60,170
on his illegal trading.
5.   When questioned about his trades, Del Prete falsely reported to HighCape’s
Chief Financial Officer (“CFO”) that he was not aware of the planned merger before the press
release, although the two had been working on various aspects of the deal from at least January
27, 2021.
VIOLATIONS
6. By engaging in the conduct alleged herein, Del Prete violated Section 10(b) of the
Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5 [17
C.F.R. § 240.10b-5] thereunder.

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7. Unless Del Prete is permanently restrained and enjoined, he will engage in the
acts, practices, transactions, and courses of business set forth in this Complaint or in acts,
practices, transactions, and courses of business of similar type and object.
NATURE OF THE PROCEEDINGS AND RELIEF SOUGHT
8. The Commission brings this action pursuant to authority conferred upon it by
Sections 21(d) and 21A of the Exchange Act [15 U.S.C. §§ 78u(d) and 78u-1].
9. The Commission seeks a final judgment that: (a) permanently restrains and
enjoins Defendant from violating the federal securities laws and rules this Complaint alleges he
has violated; (b) orders Defendant to disgorge all ill-gotten gains he received as a result of the
violations alleged here and to pay 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)]; (c)
orders Defendant to pay civil monetary penalties pursuant to Section 21A of the Exchange Act
[15 U.S.C. § 78u-1]; (d) prohibits Defendant 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 U.S.C.
§ 78l] or that is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C.
§ 78o(d)], pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)]; and (e)
ordering such other and further relief as the Court may deem just and proper.
JURISDICTION AND VENUE
10. This Court has jurisdiction over this action pursuant to Sections 21(d), 21(e), 21A,
and 27 of the Exchange Act [15 U.S.C. § 78u(d), 78u(e), 78u-1, and 78aa].
11. Venue is proper in this district pursuant to Section 27 of the Exchange Act [15
U.S.C. § 78aa] because Del Prete resides in this district and certain of the acts, practices,

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transactions, and courses of business constituting the violations alleged in this Complaint
occurred in the District of New Jersey.
DEFENDANT
12. Del Prete, age 38, is a resident of Brick, New Jersey.  From September 2019 until
May 2022, Del Prete was a consultant to HighCape providing accounting services, including the
preparation of various financial reports.
RELATED PARTY
13. HighCape was a Delaware special purpose acquisition company headquartered in
New York, New York.  HighCape’s common stock was registered with the Commission
pursuant to Section 12(b) of the Exchange Act and traded on NASDAQ.  Prior to its merger with
QSI on June 10, 2021, HighCape filed periodic reports, including Forms 10-K and 10-Q, with
the Commission pursuant to Section 13(a) of the Exchange Act and related rules thereunder.
After the merger, HighCape changed its name to QSI and its NASDAQ ticker symbol from
CAPA to QSI.
FACTS
A. Background
14. On June 10, 2020, HighCape was incorporated in Delaware as a special purpose
acquisition company for the purpose of effecting a merger or other business combination with
one or more operating companies.
15. On September 9, 2020, HighCape conducted an initial public offering in which it
sold 11,500,000 units at a price of $10 per unit, generating gross proceeds of $115,000,000.  That
same day, HighCape also conducted a private placement in which it sold 405,000 units at a price
of $10 per unit to its sponsor, generating gross proceeds of $4,050,000.

5

16. In September 2020, shortly after HighCape’s IPO and private placement, an
affiliate, HighCape Capital L.P. (“HCLP”), engaged Del Prete, through his company Del Prete
Consulting LLC, as a consultant to provide accounting services, including the preparation of
various financial reports for HCLP and its designees.
17. The consulting agreement provided Del Prete a $170,000 annual salary and a 1%
interest in HCLP’s feeder fund and contained a confidentiality provision.  Specifically, the
agreement provided, in relevant part, that:
[T]he Consultant shall keep in confidence and trust all Proprietary Information and will
not disclose any Proprietary Information to any person or entity other than [HCLP] or use
any Proprietary Information other than in connection with the Consultant’s performance
of the Consulting Services for the benefit of [HCLP], in each case without the prior
written consent of [HCLP].

18. Proprietary Information was defined, in relevant part, as follows:
This Agreement creates a relationship of confidence and trust between [HCLP] and
Consultant with respect to any information: (a) applicable to the business of [HCLP] or
(b) applicable to the business of any affiliate of [HCLP] or any portfolio company of any
affiliate of [HCLP], which may be made known to Consultant by [HCLP] or by any
affiliate of [HCLP] . . .   All such information, whether provided prior to, on or after the
Effective Date, has commercial value in the business in which [HCLP] is engaged and is
hereinafter called “Proprietary Information.”

19. The consulting agreement listed the services Del Prete was required to provide,
including assisting with the maintenance of general ledgers, calculation of annual performance
returns, auditing and tax preparation processes, and preparation of quarterly and annual financial
reports, among other things.
20. In addition to performing internal accounting functions, Del Prete served as a
point of contact for communications with HighCape’s outside auditor and also worked with
HighCape’s Form 10-K consultant to prepare financial statements and the Form 10-K filing for
HighCape.

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B. Del Prete’s Knowledge of the QSI Transaction
21. In mid to late fall of 2020, HighCape’s CEO began discussions with QSI’s
founder and Chairman to explore the feasibility of a business combination of the two companies;
these discussions resulted in a signed mutual confidentiality agreement on December 31, 2020.
22. On January 12, 2021, HighCape and QSI entered into a non-binding letter of
intent to pursue the proposed business combination.  The following day, HighCape’s CFO wrote
in an email to a financial advisor: "We signed an LOI for the SPAC and have a [due diligence]
call late this afternoon."  Del Prete was copied on the email.
23. On January 27, 2021, Del Prete attended a special board meeting concerning the
proposed business combination between HighCape and QSI.  During this meeting, the board
discussed the letter of intent, the results of the due diligence and the valuation analysis.  The
board also reviewed the terms of the proposed agreement and the timing of events leading to the
transaction’s consummation.
24. On February 1, 2021, Del Prete placed a limit order to buy 1,000 HighCape shares
in his account at Broker-Dealer 1 (“BD 1”).  The order was rejected because Del Prete did not
have sufficient buying power in his account.  Within minutes of the order being rejected, he
placed another limit order to buy 100 shares, which was also rejected for the same reason.
25. On February 2, 2021, HighCape’s CFO emailed Del Prete and HighCape’s
outside 10-K consultant, stating: "....we are working on something for the SPAC that could
require us to complete the audit and file the 10-k well in advance of the normal deadline. Could
we please have a call ASAP to discuss?"  That same day, Del Prete opened an account at Broker-
Dealer 2 (“BD 2”).

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26. On February 3, 2021, HighCape’s CFO and Del Prete had a telephonic meeting
with members of HighCape’s outside auditing firm and 10-K consultant.  Shortly after the
meeting, HighCape’s CFO emailed HighCape’s outside counsel, noting that the company was
targeting February 26 to file its Form S-4 on the QSI deal and would need to file its Form 10-K
prior to or concurrent with its Form S-4 filing according to the auditor.  Del Prete was copied on
the email.
27. On February 9, 2021, Del Prete placed three limit orders to buy different amounts
of HighCape shares in his account at BD 1, beginning with an order for 1,000 shares, then 100
shares and 1,000 shares again.  Each order was rejected before Del Prete submitted the next one;
the rejection notices stated: "[o]n this account you cannot open new equity positions," prompting
Del Prete to write to BD 1 that he was unable to initiate a trade in his account.
28. On February 10, 2021, Del Prete deposited $60,000 into his account at BD 1 and
then placed a limit order to buy 100 HighCape shares, but the order was rejected with the same
notation as before.  He called BD 1 about the restrictions on his account and later received a
message from BD 1 that his account was restricted to liquidating transactions only.  He was also
informed that the trade restriction would be removed – or that he could buy stocks – once the
deposited funds fully cleared on February 16, 2021.
29. On February 12, 2021, HighCape’s CFO emailed HighCape’s Chief Executive
Officer (“CEO”) and the board members, stating: "Hi all, could you please let me know your
availability at 8am ET on Wednesday, February 17th for a one-hour board meeting to discuss
and review the QSI transaction?"  Del Prete was copied on the email.
30. Within less than an hour of the CFO’s email, Del Prete wrote to BD 1 about the
hold on his $60,000 deposit stating: "Just so I understand, does that mean I'll be able to trade on

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2/16 or 2/17?"  BD 1 replied, stating: "You can trade on the 16th.  The flag will be removed first
thing that morning."
31. Later in the evening of February 12, 2021, HighCape’s CFO circulated a Zoom
invite to the board for the meeting scheduled for Wednesday, February 17, 2021, from 1 to 2 pm.
The CFO followed up noting that the time for the board meeting had been changed to 8 am.  Del
Prete was included on the Zoom invite.
32. On February 15, 2021, HighCape’s CFO started sending emails to prospective
investors in a planned Public Investment in a Private Equity (“PIPE”) offering by HighCape,
noting that "[w]hile this financing will not be funded until the merger with QSI closed on May
15th (this is just an estimate), the fund and QSI Invest are executing a binding commitment to
invest in the transaction on Wednesday [February 17, 2021]....."  Del Prete was copied on the
emails.
33. In the morning to early afternoon of February 16, 2021, Del Prete again placed
multiple limit orders at different prices to buy HighCape shares, which were also successively
rejected.
34. On February 16, 2021, an investment banker working on the planned PIPE
transaction emailed HighCape’s CFO and others working on the PIPE transaction, noting that
"the transaction will be announced Thursday morning, February 18, 2021, before market open."
The CFO forwarded the email to Del Prete early on February 17, 2021, which Del Prete
responded to at 7:16 am that day.
35. Del Prete attended the special board meeting on February 17, 2021 to discuss the
business combination between HighCape and QSI.  The meeting started at 8:00 am and

9

concluded at 8:45 am.  HighCape's board reviewed and approved the proposed business
combination at the meeting and QSI's board similarly approved the transaction.
36. A reasonable investor would have viewed information about the business
combination between HighCape and QSI and its timing as material to a decision whether to trade
HighCape securities.
C. Del Prete Traded HighCape Shares for a Quick Profit
37. On February 17, 2021, immediately after attending the special board meeting, Del
Prete began placing orders to buy shares of HighCape.  From 9:13 a.m. through 1:08 p.m., Del
Prete placed limit orders to buy 5,775 shares in his account at BD 1 at prices between $10.35 and
$10.40 per share.  The orders were filled the same day at the limit prices for a total cost of
approximately $59,994 using approximately 99.99% of the $60,000 that Del Prete had deposited
into the account on February 10, 2021.  From 9:41 a.m. through 9:44 a.m., Del Prete also bought
14.65 shares of HighCape at an average price of approximately $10.40 for a total cost of
approximately $152 in his account at BD 2 using a margin loan.
38. Del Prete’s purchase of HighCape shares on February 17, 2021 comprised
approximately 34% of the total volume of purchases that day.
39. Around 6:00 am on February 18, 2021, HighCape issued a press release
announcing that it had entered into a definitive business combination agreement with QSI,
including a $425 million PIPE transaction.  At 6:10 am that same day, a general partner at HCLP
sent an email to HighCape’s CEO, CFO, Del Prete, and others at HighCape alerting them to the
issuance of the press release.

10

40. Upon the opening of the market on February 18, 2021, HighCape’s share price
rose from its previous day close of $10.38 to $18.20, trading as high as $25, and closing at
$22.41.
41. Around 10:07 am on February 18, 2021, Del Prete started placing limit orders to
sell the HighCape shares in his account at BD 1.  By around 1:21 pm, Del Prete had sold all
5,789.65 HighCape shares in his accounts at BD 1 and BD 2, realizing a profit of $60,170 or an
approximate one-hundred percent gain on his purchases.
42. Del Prete purchased High Cape securities on the basis of material nonpublic
information he learned based on his position of trust and confidence with HighCape.  Del Prete
learned Proprietary Information about the HighCape-QSI business combination while subject to
an agreement that imposed on him a duty of confidence and trust and an obligation not to misuse
Proprietary Information, which he breached by using the Proprietary Information to trade for his
personal benefit.
D. Del Prete Provides False Information
43. In early March 2021, HighCape received a regulatory request seeking information
to identify persons who knew of the planned business combination between HighCape and QSI
and the date of such knowledge, among other things.  On April 7, 2021, in response to the CFO's
query about the date of his knowledge, Del Prete wrote: "In regards to my knowledge of the
transaction, I became aware when [the HCLP general partner] included me in the press release
email to the partners that went out early on February 18th."  That response was false because Del
Prete had become aware of the planned business combination since at least January 27, 2021,
when he attended the special board meeting at which it was discussed.

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FIRST CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder
44. The Commission re-alleges and incorporates by reference here the allegations in
paragraphs 1 through 43.
45. Defendant, by engaging in the conduct described above, directly or indirectly, in
connection with the purchase or sale of securities, by use of the means or instrumentality of
interstate commerce, or of the mails, or of any facility of any national securities exchange,
knowingly or recklessly:
a. employed one or more devices, schemes or artifices to defraud;
b. made one or more 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; and
c. engaged in one or more acts, practices or courses of business which operated
or would operate as a fraud or deceit upon other persons.
46. By engaging in the conduct described above, Defendant violated, and unless
enjoined will in the future violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and
Rule 10b-5 [17 C.F.R. § 240.10b-5] thereunder.
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that the Court:
A. Permanently restrain and enjoin Defendant from violating, directly or indirectly,
Section 10(b) of Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. § 240.10b-5]
thereunder;

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B. Order Defendant to disgorge all ill-gotten gains he received directly or indirectly,
with prejudgment interest thereon, as a result of the alleged violation 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)];
C. Order Defendant to pay civil monetary penalties pursuant to Section 21A of the
Exchange Act [15 U.S.C. § 78u-1];
D. Prohibit Defendant 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 U.S.C. § 78l] or that
is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C. § 78o(d)],
pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)]; and
E. Grant such other and further relief as this Court may deem just and proper.

13

DEMAND FOR JURY TRIAL

 Pursuant to Rule 38 of the Federal Rules of Civil Procedure, the Commission
demands trial by jury in this action of all issues so triable.

Dated: New York, New York
September 18, 2023

                                                                        s/                                    Antonia            M.            Apps
                                                                        ANTONIA            M.            APPS
REGIONAL DIRECTOR
Thomas P. Smith, Jr.
Celeste A. Chase
Ibrahim Sajalieu Bah
Attorneys for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
New York Regional Office
100 Pearl Street, Suite 20-100
New York, NY 10004-2616
(212) 336-0418 (Bah)
[email protected]

14

LOCAL CIVIL RULE 11.2 CERTIFICATION

Pursuant to Local Civil Rule 11.2, I certify that the matter in controversy alleged in the
foregoing Complaint is not the subject of any other action pending in any court, or of any
pending arbitration or administrative proceeding, except as follows:
The U.S. Attorney’s Office for the District of New Jersey filed a criminal complaint
against Robert Del Prete in the U.S. District Court, District of New Jersey in Newark on
September 18, 2023, captioned, United States of America v. Robert Del Prete, Crim No. 23-745,
but it is a criminal matter and the Commission is not a party to it.

Dated: New York, New York
September 18, 2023

      s/   Ibrahim Sajalieu Bah
                                                                        Ibrahim            Sajalieu            Bah
Attorney for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
New York Regional Office
100 Pearl Street, Suite 20-100
New York, NY 10004-2616
(212) 336-0418 (Bah)
[email protected]

15

UNITED STATES DISTRICT COURT
DISTRICT OF NEW JERSEY
_________________________________________________
          :
SECURITIES AND          :
EXCHANGE            COMMISSION,                                                            :
           :        COMPLAINT
     Plaintiff,   :
             :        23 Civ. ______ ( )
  v.       :
         :        JURY TRIAL DEMANDED
ROBERT            DEL            PRETE,                                                                        :
Defendant,   :       DESIGNATION OF AGENT
               :        FOR SERVICE
________________________________________________ :

Pursuant to Local Rule 101.1(f), because the Securities and Exchange Commission (the
“Commission”) does not have an office in this district, the United States Attorney for the District
of New Jersey is hereby designated as eligible as an alternative to the Commission to receive
service of all notices or papers in the captioned action.  Therefore, service upon the United States
or its authorized designee, Matthew J. Mailloux, Assistant United States Attorney, Civil
Division, United States Attorney’s Office for the District of New Jersey, 970 Broad Street, 7
th

16

Floor, Newark, NJ 07102, shall constitute Service upon the Commission for purposes of this
action.

Dated: September 18, 2023

                                                                        s/                                    Antonia            M.            Apps
                                                                        ANTONIA            M.            APPS
REGIONAL DIRECTOR
Thomas P. Smith, Jr.
Celeste A. Chase
Ibrahim Sajalieu Bah
Attorneys for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
New York Regional Office
100 Pearl Street, Suite 20-100
New York, NY 10004-2616
(212) 336-0418 (Bah)
[email protected]

JS 44   (Rev. 08/18)
                                    CIVIL COVER SHEET
The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law,  except as
provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the
purpose of initiating the civil docket sheet.
(SEE INSTRUCTIONS ON NEXT PAGE OF THIS FORM.)
I. (a)   PLAINTIFFSDEFENDANTS
(b)
   County of Residence of First Listed Plaintiff
County of Residence of First Listed Defendant
(EXCEPT IN U.S. PLAINTIFF CASES)(IN U.S. PLAINTIFF CASES ONLY)
NOTE:IN LAND CONDEMNATION CASES, USE THE LOCATION OF
THE TRACT OF LAND INVOLVED.
(c)  Attorneys (Firm Name, Address, and Telephone Number)
 Attorneys (If Known)
II.  BASIS OF JURISDICTION(Place an “X” in One Box Only)III.  CITIZENSHIP OF PRINCIPAL PARTIES (Place an “X” in One Box for Plaintiff
(For Diversity Cases Only)                                                    and One Box for Defendant)
u1    U.S. Governmentu3    Federal Question
                                                   PTF       DEF                                                      PTF   DEF
Plaintiff(U.S. Government Not a Party)Citizen of This Stateu1u 1Incorporated or Principal Placeu4u4
    of Business In This State
u2    U.S. Governmentu4    DiversityCitizen of Another Stateu2u 2Incorporated and Principal Placeu5u5
Defendant(Indicate Citizenship of Parties in Item III)of Business In Another State
Citizen or Subject of au3u 3Foreign Nationu6u6
    Foreign Country
IV.  NATURE OF SUIT(Place an “X” in One Box Only)Click here for: Nature of Suit Code Descriptions.
CONTRACTTORTSFORFEITURE/PENALTYBANKRUPTCYOTHER STATUTES
u110 Insurance
 PERSONAL INJURYPERSONAL INJURY
u625 Drug Related Seizureu422 Appeal 28 USC 158u375 False Claims Act
u120 Marineu310 Airplaneu365 Personal Injury  -  of Property 21 USC 881u423 Withdrawalu376 Qui Tam (31 USC
u130 Miller Actu315 Airplane Product  Product Liabilityu690 Other  28 USC 157  3729(a))
u140 Negotiable Instrument  Liabilityu367 Health Care/u400 State Reapportionment
u150 Recovery of Overpaymentu320 Assault, Libel & Pharmaceutical
PROPERTY RIGHTS
u410 Antitrust
 & Enforcement of Judgment  Slander Personal Injuryu820 Copyrightsu430 Banks and Banking
u151 Medicare Actu330 Federal Employers’ Product Liabilityu830 Patentu450 Commerce
u152 Recovery of Defaulted  Liabilityu368 Asbestos Personalu835 Patent - Abbreviatedu460 Deportation
 Student Loansu340 Marine  Injury Product       New Drug Applicationu470 Racketeer Influenced and
 (Excludes Veterans)u345 Marine Product  Liabilityu840 Trademark Corrupt Organizations
u153 Recovery of Overpayment  Liability
 PERSONAL PROPERTY
LABORSOCIAL SECURITY
u480 Consumer Credit
 of Veteran’s Benefitsu350 Motor Vehicleu370 Other Fraudu710 Fair Labor Standardsu861 HIA (1395ff)u485 Telephone Consumer
u160 Stockholders’ Suitsu355 Motor Vehicleu371 Truth in Lending  Actu862 Black Lung (923)  Protection Act
u
190 Other Contract Product Liabilityu380 Other Personalu
720 Labor/Managementu863 DIWC/DIWW (405(g))u490 Cable/Sat TV
u195 Contract Product Liabilityu360 Other Personal Property Damage  Relationsu864 SSID Title XVIu850 Securities/Commodities/
u196 Franchise Injuryu385 Property Damageu740 Railway Labor Actu865 RSI (405(g))  Exchange
u362 Personal Injury - Product Liabilityu751 Family and Medicalu890 Other Statutory Actions
 Medical Malpractice  Leave Actu891 Agricultural Acts
 REAL PROPERTY   CIVIL RIGHTS  PRISONER PETITIONS
u790 Other Labor Litigation
FEDERAL TAX SUITS
u893 Environmental Matters
u210 Land Condemnationu440 Other Civil Rights
Habeas Corpus:
u791 Employee Retirementu870 Taxes (U.S. Plaintiffu895 Freedom of Information
u220 Foreclosureu441 Votingu463 Alien Detainee Income Security Act  or Defendant)  Act
u230 Rent Lease & Ejectmentu442 Employmentu510 Motions to Vacateu871 IRS—Third Partyu896 Arbitration
u240 Torts to Landu443 Housing/ Sentence  26 USC 7609u899 Administrative Procedure
u245 Tort Product Liability Accommodationsu530 General Act/Review or Appeal of
u290 All Other Real Propertyu445 Amer. w/Disabilities -u535 Death Penalty
IMMIGRATION
 Agency Decision
 Employment
Other:
u462 Naturalization Applicationu950 Constitutionality of
u446 Amer. w/Disabilities -u540 Mandamus & Otheru465 Other Immigration  State Statutes
 Otheru550 Civil Rights       Actions
u448 Educationu555 Prison Condition
u560 Civil Detainee -
 Conditions of
 Confinement
V.  ORIGIN(Place an “X” in One Box Only)
u1   Original
Proceeding
u2   Removed from
State Court
u 3Remanded from
Appellate Court
u4  Reinstated or
Reopened
u 5
Transferred from
Another District
(specify)
u 6   Multidistrict
Litigation -
Transfer
u
8  Multidistrict
    Litigation -
   Direct File
VI.  CAUSE OF ACTION
Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity):
Brief description of cause:
VII.  REQUESTED IN
         COMPLAINT:
u
CHECK IF THIS IS A CLASS ACTION
UNDER RULE 23, F.R.Cv.P.
DEMAND $
CHECK YES only if demanded in complaint:
JURY DEMAND:
uYesuNo
VIII.  RELATED CASE(S)
          IF ANY
(See instructions):
JUDGEDOCKET NUMBER
DATESIGNATURE OF ATTORNEY OF RECORD
FOR OFFICE USE ONLY
RECEIPT #AMOUNTAPPLYING IFPJUDGEMAG. JUDGE
Securities and Exchange CommissionDel Prete, Robert
Ocean
Antonia M. Apps, Thomas P. Smith, Jr., Celeste Chase, Ibrahim Sajalieu
Bah, Securities and Exchange Commission, New York Regional Office,
100 Pearl Street, Suite 20-100, New York, NY 10004, (212) 336-0418
Jerome A. Ballarotto, Attorney at Law, 143 White Horse Ave., Trenton,
NJ 08610, (609) 635-5893
15 U.S.C. § 78j(b)
Civil securities fraud enforcement action (for insider trading), brought by the SEC
09/18/2023
/s/ Antonia M. Apps

JS 44 Reverse  (Rev. 08/18)
INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44
Authority For Civil Cover Sheet
The JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other papers as
required by law, except as provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is
required for the use of the Clerk of Court for the purpose of initiating the civil docket sheet.  Consequently, a civil cover sheet is submitted to the Clerk of
Court for each civil complaint filed.  The attorney filing a case should complete the form as follows:
I.(a)     Plaintiffs-Defendants.  Enter names (last, first, middle initial) of plaintiff and defendant.  If the plaintiff or defendant is a government agency, use
only the full name or standard abbreviations.  If the plaintiff or defendant is an official within a government agency, identify first the agency and
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Date and Attorney Signature.  Date and sign the civil cover sheet.

ANTONIA M. APPS 
REGIONAL DIRECTOR 
Thomas P. Smith, Jr. 
Celeste A. Chase 
Ibrahim Sajalieu Bah 
Attorneys for Plaintiff 
SECURITIES AND EXCHANGE COMMISSION 
New York Regional Office 
100 Pearl Street, Suite 20-100 
New York, NY 10004-2616 
(212) 336-0418 (Bah) 
[email protected]  
 
UNITED STATES DISTRICT COURT 
DISTRICT OF NEW JERSEY 
_________________________________________________ 
          : 
SECURITIES AND         : 
EXCHANGE COMMISSION,     : 
           :        COMPLAINT  
     Plaintiff,   : 
             :        23 Civ. ______ ( ) 
  v.       :  
         :        JURY TRIAL DEMANDED 
ROBERT DEL PRETE,      : 
     Defendant,   : 
________________________________________________ : 
 

Plaintiff Securities and Exchange Commission (“Commission”), 100 Pearl Street, Suite 

20-100, New York, NY 10004, alleges as follows for its Complaint against Defendant Robert 

Del Prete (“Del Prete”), whose last known address is 23 Evelyn Court, Brick Township, New 

Jersey 08723.  

  

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SUMMARY OF ALLEGATIONS 

1. This is an insider trading case alleging Del Prete illegally traded the stock of 

HighCape Capital Acquisition Corp. (“HighCape”) on the basis of material non-public 

information relating to HighCape’s merger with Quantum-Si Incorporated (“QSI”).    

2. Del Prete, an accounting consultant to HighCape, was, among other things, 

present at board meetings on January 27 and February 17, 2021, where the planned merger with 

QSI was discussed. 

3. Del Prete, who had agreed to keep HighCape’s proprietary information 

confidential, bought 5,789.65 shares of HighCape on February 17, 2021, less than an hour after 

attending the board meeting that day. 

4. Within hours of HighCape’s February 18, 2021 press release announcing the deal, 

Del Prete liquidated his position, realizing an approximate one-hundred percent profit of $60,170 

on his illegal trading. 

5.   When questioned about his trades, Del Prete falsely reported to HighCape’s 

Chief Financial Officer (“CFO”) that he was not aware of the planned merger before the press 

release, although the two had been working on various aspects of the deal from at least January 

27, 2021.   

VIOLATIONS 

6. By engaging in the conduct alleged herein, Del Prete violated Section 10(b) of the 

Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 

C.F.R. § 240.10b-5] thereunder. 

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7. Unless Del Prete is permanently restrained and enjoined, he will engage in the 

acts, practices, transactions, and courses of business set forth in this Complaint or in acts, 

practices, transactions, and courses of business of similar type and object.  

NATURE OF THE PROCEEDINGS AND RELIEF SOUGHT 

8. The Commission brings this action pursuant to authority conferred upon it by 

Sections 21(d) and 21A of the Exchange Act [15 U.S.C. §§ 78u(d) and 78u-1].   

9. The Commission seeks a final judgment that: (a) permanently restrains and 

enjoins Defendant from violating the federal securities laws and rules this Complaint alleges he 

has violated; (b) orders Defendant to disgorge all ill-gotten gains he received as a result of the 

violations alleged here and to pay 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)]; (c) 

orders Defendant to pay civil monetary penalties pursuant to Section 21A of the Exchange Act 

[15 U.S.C. § 78u-1]; (d) prohibits Defendant 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 U.S.C. 

§ 78l] or that is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C. 

§ 78o(d)], pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)]; and (e) 

ordering such other and further relief as the Court may deem just and proper. 

JURISDICTION AND VENUE 

10. This Court has jurisdiction over this action pursuant to Sections 21(d), 21(e), 21A, 

and 27 of the Exchange Act [15 U.S.C. § 78u(d), 78u(e), 78u-1, and 78aa]. 

11. Venue is proper in this district pursuant to Section 27 of the Exchange Act [15 

U.S.C. § 78aa] because Del Prete resides in this district and certain of the acts, practices, 

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transactions, and courses of business constituting the violations alleged in this Complaint 

occurred in the District of New Jersey.   

DEFENDANT 

12. Del Prete, age 38, is a resident of Brick, New Jersey.  From September 2019 until 

May 2022, Del Prete was a consultant to HighCape providing accounting services, including the 

preparation of various financial reports.   

RELATED PARTY 

13. HighCape was a Delaware special purpose acquisition company headquartered in 

New York, New York.  HighCape’s common stock was registered with the Commission 

pursuant to Section 12(b) of the Exchange Act and traded on NASDAQ.  Prior to its merger with 

QSI on June 10, 2021, HighCape filed periodic reports, including Forms 10-K and 10-Q, with 

the Commission pursuant to Section 13(a) of the Exchange Act and related rules thereunder.  

After the merger, HighCape changed its name to QSI and its NASDAQ ticker symbol from 

CAPA to QSI.  

FACTS 

A. Background 

14. On June 10, 2020, HighCape was incorporated in Delaware as a special purpose 

acquisition company for the purpose of effecting a merger or other business combination with 

one or more operating companies.   

15. On September 9, 2020, HighCape conducted an initial public offering in which it 

sold 11,500,000 units at a price of $10 per unit, generating gross proceeds of $115,000,000.  That 

same day, HighCape also conducted a private placement in which it sold 405,000 units at a price 

of $10 per unit to its sponsor, generating gross proceeds of $4,050,000. 

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16. In September 2020, shortly after HighCape’s IPO and private placement, an 

affiliate, HighCape Capital L.P. (“HCLP”), engaged Del Prete, through his company Del Prete 

Consulting LLC, as a consultant to provide accounting services, including the preparation of 

various financial reports for HCLP and its designees.   

17. The consulting agreement provided Del Prete a $170,000 annual salary and a 1% 

interest in HCLP’s feeder fund and contained a confidentiality provision.  Specifically, the 

agreement provided, in relevant part, that:  

[T]he Consultant shall keep in confidence and trust all Proprietary Information and will 
not disclose any Proprietary Information to any person or entity other than [HCLP] or use 
any Proprietary Information other than in connection with the Consultant’s performance 
of the Consulting Services for the benefit of [HCLP], in each case without the prior 
written consent of [HCLP]. 
 
18. Proprietary Information was defined, in relevant part, as follows: 

This Agreement creates a relationship of confidence and trust between [HCLP] and 
Consultant with respect to any information: (a) applicable to the business of [HCLP] or 
(b) applicable to the business of any affiliate of [HCLP] or any portfolio company of any 
affiliate of [HCLP], which may be made known to Consultant by [HCLP] or by any 
affiliate of [HCLP] . . .   All such information, whether provided prior to, on or after the 
Effective Date, has commercial value in the business in which [HCLP] is engaged and is 
hereinafter called “Proprietary Information.” 

 
19. The consulting agreement listed the services Del Prete was required to provide, 

including assisting with the maintenance of general ledgers, calculation of annual performance 

returns, auditing and tax preparation processes, and preparation of quarterly and annual financial 

reports, among other things.   

20. In addition to performing internal accounting functions, Del Prete served as a 

point of contact for communications with HighCape’s outside auditor and also worked with 

HighCape’s Form 10-K consultant to prepare financial statements and the Form 10-K filing for 

HighCape.         

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B. Del Prete’s Knowledge of the QSI Transaction 

21. In mid to late fall of 2020, HighCape’s CEO began discussions with QSI’s 

founder and Chairman to explore the feasibility of a business combination of the two companies; 

these discussions resulted in a signed mutual confidentiality agreement on December 31, 2020.   

22. On January 12, 2021, HighCape and QSI entered into a non-binding letter of 

intent to pursue the proposed business combination.  The following day, HighCape’s CFO wrote 

in an email to a financial advisor: "We signed an LOI for the SPAC and have a [due diligence] 

call late this afternoon."  Del Prete was copied on the email.   

23. On January 27, 2021, Del Prete attended a special board meeting concerning the 

proposed business combination between HighCape and QSI.  During this meeting, the board 

discussed the letter of intent, the results of the due diligence and the valuation analysis.  The 

board also reviewed the terms of the proposed agreement and the timing of events leading to the 

transaction’s consummation.   

24. On February 1, 2021, Del Prete placed a limit order to buy 1,000 HighCape shares 

in his account at Broker-Dealer 1 (“BD 1”).  The order was rejected because Del Prete did not 

have sufficient buying power in his account.  Within minutes of the order being rejected, he 

placed another limit order to buy 100 shares, which was also rejected for the same reason.   

25. On February 2, 2021, HighCape’s CFO emailed Del Prete and HighCape’s 

outside 10-K consultant, stating: "....we are working on something for the SPAC that could 

require us to complete the audit and file the 10-k well in advance of the normal deadline. Could 

we please have a call ASAP to discuss?"  That same day, Del Prete opened an account at Broker-

Dealer 2 (“BD 2”).   

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26. On February 3, 2021, HighCape’s CFO and Del Prete had a telephonic meeting 

with members of HighCape’s outside auditing firm and 10-K consultant.  Shortly after the 

meeting, HighCape’s CFO emailed HighCape’s outside counsel, noting that the company was 

targeting February 26 to file its Form S-4 on the QSI deal and would need to file its Form 10-K 

prior to or concurrent with its Form S-4 filing according to the auditor.  Del Prete was copied on 

the email. 

27. On February 9, 2021, Del Prete placed three limit orders to buy different amounts 

of HighCape shares in his account at BD 1, beginning with an order for 1,000 shares, then 100 

shares and 1,000 shares again.  Each order was rejected before Del Prete submitted the next one; 

the rejection notices stated: "[o]n this account you cannot open new equity positions," prompting 

Del Prete to write to BD 1 that he was unable to initiate a trade in his account.   

28. On February 10, 2021, Del Prete deposited $60,000 into his account at BD 1 and 

then placed a limit order to buy 100 HighCape shares, but the order was rejected with the same 

notation as before.  He called BD 1 about the restrictions on his account and later received a 

message from BD 1 that his account was restricted to liquidating transactions only.  He was also 

informed that the trade restriction would be removed – or that he could buy stocks – once the 

deposited funds fully cleared on February 16, 2021.   

29. On February 12, 2021, HighCape’s CFO emailed HighCape’s Chief Executive 

Officer (“CEO”) and the board members, stating: "Hi all, could you please let me know your 

availability at 8am ET on Wednesday, February 17th for a one-hour board meeting to discuss 

and review the QSI transaction?"  Del Prete was copied on the email.   

30. Within less than an hour of the CFO’s email, Del Prete wrote to BD 1 about the 

hold on his $60,000 deposit stating: "Just so I understand, does that mean I'll be able to trade on 

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2/16 or 2/17?"  BD 1 replied, stating: "You can trade on the 16th.  The flag will be removed first 

thing that morning."  

31. Later in the evening of February 12, 2021, HighCape’s CFO circulated a Zoom 

invite to the board for the meeting scheduled for Wednesday, February 17, 2021, from 1 to 2 pm.  

The CFO followed up noting that the time for the board meeting had been changed to 8 am.  Del 

Prete was included on the Zoom invite.  

32. On February 15, 2021, HighCape’s CFO started sending emails to prospective 

investors in a planned Public Investment in a Private Equity (“PIPE”) offering by HighCape, 

noting that "[w]hile this financing will not be funded until the merger with QSI closed on May 

15th (this is just an estimate), the fund and QSI Invest are executing a binding commitment to 

invest in the transaction on Wednesday [February 17, 2021]....."  Del Prete was copied on the 

emails. 

33. In the morning to early afternoon of February 16, 2021, Del Prete again placed 

multiple limit orders at different prices to buy HighCape shares, which were also successively 

rejected. 

34. On February 16, 2021, an investment banker working on the planned PIPE 

transaction emailed HighCape’s CFO and others working on the PIPE transaction, noting that 

"the transaction will be announced Thursday morning, February 18, 2021, before market open." 

The CFO forwarded the email to Del Prete early on February 17, 2021, which Del Prete 

responded to at 7:16 am that day. 

35. Del Prete attended the special board meeting on February 17, 2021 to discuss the 

business combination between HighCape and QSI.  The meeting started at 8:00 am and 

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concluded at 8:45 am.  HighCape's board reviewed and approved the proposed business 

combination at the meeting and QSI's board similarly approved the transaction.   

36. A reasonable investor would have viewed information about the business 

combination between HighCape and QSI and its timing as material to a decision whether to trade 

HighCape securities.   

C. Del Prete Traded HighCape Shares for a Quick Profit 

37. On February 17, 2021, immediately after attending the special board meeting, Del 

Prete began placing orders to buy shares of HighCape.  From 9:13 a.m. through 1:08 p.m., Del 

Prete placed limit orders to buy 5,775 shares in his account at BD 1 at prices between $10.35 and 

$10.40 per share.  The orders were filled the same day at the limit prices for a total cost of 

approximately $59,994 using approximately 99.99% of the $60,000 that Del Prete had deposited 

into the account on February 10, 2021.  From 9:41 a.m. through 9:44 a.m., Del Prete also bought 

14.65 shares of HighCape at an average price of approximately $10.40 for a total cost of 

approximately $152 in his account at BD 2 using a margin loan.   

38. Del Prete’s purchase of HighCape shares on February 17, 2021 comprised 

approximately 34% of the total volume of purchases that day.   

39. Around 6:00 am on February 18, 2021, HighCape issued a press release 

announcing that it had entered into a definitive business combination agreement with QSI, 

including a $425 million PIPE transaction.  At 6:10 am that same day, a general partner at HCLP 

sent an email to HighCape’s CEO, CFO, Del Prete, and others at HighCape alerting them to the 

issuance of the press release.   

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40. Upon the opening of the market on February 18, 2021, HighCape’s share price 

rose from its previous day close of $10.38 to $18.20, trading as high as $25, and closing at 

$22.41.  

41. Around 10:07 am on February 18, 2021, Del Prete started placing limit orders to 

sell the HighCape shares in his account at BD 1.  By around 1:21 pm, Del Prete had sold all 

5,789.65 HighCape shares in his accounts at BD 1 and BD 2, realizing a profit of $60,170 or an 

approximate one-hundred percent gain on his purchases. 

42. Del Prete purchased High Cape securities on the basis of material nonpublic 

information he learned based on his position of trust and confidence with HighCape.  Del Prete 

learned Proprietary Information about the HighCape-QSI business combination while subject to 

an agreement that imposed on him a duty of confidence and trust and an obligation not to misuse 

Proprietary Information, which he breached by using the Proprietary Information to trade for his 

personal benefit.   

D. Del Prete Provides False Information 

43. In early March 2021, HighCape received a regulatory request seeking information 

to identify persons who knew of the planned business combination between HighCape and QSI 

and the date of such knowledge, among other things.  On April 7, 2021, in response to the CFO's 

query about the date of his knowledge, Del Prete wrote: "In regards to my knowledge of the 

transaction, I became aware when [the HCLP general partner] included me in the press release 

email to the partners that went out early on February 18th."  That response was false because Del 

Prete had become aware of the planned business combination since at least January 27, 2021, 

when he attended the special board meeting at which it was discussed.   

  

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FIRST CLAIM FOR RELIEF 

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

44. The Commission re-alleges and incorporates by reference here the allegations in 

paragraphs 1 through 43.   

45. Defendant, by engaging in the conduct described above, directly or indirectly, in 

connection with the purchase or sale of securities, by use of the means or instrumentality of 

interstate commerce, or of the mails, or of any facility of any national securities exchange, 

knowingly or recklessly: 

a. employed one or more devices, schemes or artifices to defraud; 

b. made one or more 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; and  

c. engaged in one or more acts, practices or courses of business which operated 

or would operate as a fraud or deceit upon other persons. 

46. By engaging in the conduct described above, Defendant violated, and unless 

enjoined will in the future violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and 

Rule 10b-5 [17 C.F.R. § 240.10b-5] thereunder. 

PRAYER FOR RELIEF 

WHEREFORE, the Commission respectfully requests that the Court: 

A. Permanently restrain and enjoin Defendant from violating, directly or indirectly, 

Section 10(b) of Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. § 240.10b-5] 

thereunder; 

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B. Order Defendant to disgorge all ill-gotten gains he received directly or indirectly, 

with prejudgment interest thereon, as a result of the alleged violation 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)]; 

C. Order Defendant to pay civil monetary penalties pursuant to Section 21A of the 

Exchange Act [15 U.S.C. § 78u-1]; 

D. Prohibit Defendant 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 U.S.C. § 78l] or that 

is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C. § 78o(d)], 

pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)]; and 

E. Grant such other and further relief as this Court may deem just and proper. 

  

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DEMAND FOR JURY TRIAL 
 

 Pursuant to Rule 38 of the Federal Rules of Civil Procedure, the Commission 

demands trial by jury in this action of all issues so triable. 

 
 
 
Dated: New York, New York 

September 18, 2023 
 
       
 
      s/   Antonia M. Apps 
      ANTONIA M. APPS 

REGIONAL DIRECTOR 
Thomas P. Smith, Jr. 
Celeste A. Chase 
Ibrahim Sajalieu Bah 
Attorneys for Plaintiff 
SECURITIES AND EXCHANGE COMMISSION 
New York Regional Office 
100 Pearl Street, Suite 20-100 
New York, NY 10004-2616 
(212) 336-0418 (Bah) 
[email protected]  

 
 

 

 

 

 

 

 

 

 

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LOCAL CIVIL RULE 11.2 CERTIFICATION 
 

Pursuant to Local Civil Rule 11.2, I certify that the matter in controversy alleged in the 

foregoing Complaint is not the subject of any other action pending in any court, or of any 

pending arbitration or administrative proceeding, except as follows: 

The U.S. Attorney’s Office for the District of New Jersey filed a criminal complaint 

against Robert Del Prete in the U.S. District Court, District of New Jersey in Newark on 

September 18, 2023, captioned, United States of America v. Robert Del Prete, Crim No. 23-745, 

but it is a criminal matter and the Commission is not a party to it. 

 

 

Dated: New York, New York 
September 18, 2023 
      

      s/   Ibrahim Sajalieu Bah 
      Ibrahim Sajalieu Bah 

Attorney for Plaintiff 
SECURITIES AND EXCHANGE COMMISSION 
New York Regional Office 
100 Pearl Street, Suite 20-100 
New York, NY 10004-2616 
(212) 336-0418 (Bah) 
[email protected]  

 
  

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UNITED STATES DISTRICT COURT 
DISTRICT OF NEW JERSEY 
_________________________________________________ 
          : 
SECURITIES AND         : 
EXCHANGE COMMISSION,     : 
           :        COMPLAINT  
     Plaintiff,   : 
             :        23 Civ. ______ ( ) 
  v.       :  
         :        JURY TRIAL DEMANDED 
ROBERT DEL PRETE,      : 

Defendant,   :       DESIGNATION OF AGENT     
               :        FOR SERVICE 

________________________________________________ : 
 

Pursuant to Local Rule 101.1(f), because the Securities and Exchange Commission (the 

“Commission”) does not have an office in this district, the United States Attorney for the District 

of New Jersey is hereby designated as eligible as an alternative to the Commission to receive 

service of all notices or papers in the captioned action.  Therefore, service upon the United States 

or its authorized designee, Matthew J. Mailloux, Assistant United States Attorney, Civil 

Division, United States Attorney’s Office for the District of New Jersey, 970 Broad Street, 7th  

  

Case 3:23-cv-20452   Document 1   Filed 09/18/23   Page 15 of 16 PageID: 15



16 
 

Floor, Newark, NJ 07102, shall constitute Service upon the Commission for purposes of this 

action.  

 

Dated: September 18, 2023 
 
       
 
      s/   Antonia M. Apps 
      ANTONIA M. APPS 

REGIONAL DIRECTOR 
Thomas P. Smith, Jr. 
Celeste A. Chase 
Ibrahim Sajalieu Bah 
Attorneys for Plaintiff 
SECURITIES AND EXCHANGE COMMISSION 
New York Regional Office 
100 Pearl Street, Suite 20-100 
New York, NY 10004-2616 
(212) 336-0418 (Bah) 
[email protected]  

 

 

Case 3:23-cv-20452   Document 1   Filed 09/18/23   Page 16 of 16 PageID: 16



JS 44   (Rev. 08/18)                                     CIVIL COVER SHEET
The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law,  except as
provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the
purpose of initiating the civil docket sheet. (SEE INSTRUCTIONS ON NEXT PAGE OF THIS FORM.)

I. (a) PLAINTIFFS DEFENDANTS

(b)   County of Residence of First Listed Plaintiff County of Residence of First Listed Defendant
(EXCEPT IN U.S. PLAINTIFF CASES) (IN U.S. PLAINTIFF CASES ONLY)

NOTE: IN LAND CONDEMNATION CASES, USE THE LOCATION OF 
THE TRACT OF LAND INVOLVED.

(c)   Attorneys (Firm Name, Address, and Telephone Number)  Attorneys (If Known)

II.  BASIS OF JURISDICTION (Place an “X” in One Box Only) III.  CITIZENSHIP OF PRINCIPAL PARTIES (Place an “X” in One Box for Plaintiff
(For Diversity Cases Only)                                                     and One Box for Defendant) 

1   U.S. Government 3  Federal Question                                                    PTF    DEF                                                       PTF    DEF
Plaintiff (U.S. Government Not a Party) Citizen of This State 1  1 Incorporated or Principal Place 4 4

    of Business In This State

2   U.S. Government 4  Diversity Citizen of Another State 2  2 Incorporated and Principal Place 5 5
Defendant (Indicate Citizenship of Parties in Item III) of Business In Another State

Citizen or Subject of a 3  3 Foreign Nation 6 6
    Foreign Country

IV.  NATURE OF SUIT (Place an “X” in One Box Only) Click here for: Nature of Suit Code Descriptions.
CONTRACT TORTS FORFEITURE/PENALTY BANKRUPTCY OTHER STATUTES

110 Insurance  PERSONAL INJURY PERSONAL INJURY 625 Drug Related Seizure 422 Appeal 28 USC 158 375 False Claims Act
120 Marine 310 Airplane 365 Personal Injury  -   of Property 21 USC 881 423 Withdrawal 376 Qui Tam (31 USC 
130 Miller Act 315 Airplane Product   Product Liability 690 Other   28 USC 157   3729(a))
140 Negotiable Instrument   Liability 367 Health Care/ 400 State Reapportionment
150 Recovery of Overpayment 320 Assault, Libel &  Pharmaceutical PROPERTY RIGHTS 410 Antitrust

 & Enforcement of Judgment   Slander  Personal Injury 820 Copyrights 430 Banks and Banking
151 Medicare Act 330 Federal Employers’  Product Liability 830 Patent 450 Commerce
152 Recovery of Defaulted   Liability 368 Asbestos Personal 835 Patent - Abbreviated 460 Deportation

 Student Loans 340 Marine   Injury Product        New Drug Application 470 Racketeer Influenced and
 (Excludes Veterans) 345 Marine Product   Liability 840 Trademark  Corrupt Organizations

153 Recovery of Overpayment   Liability  PERSONAL PROPERTY LABOR SOCIAL SECURITY 480 Consumer Credit
 of Veteran’s Benefits 350 Motor Vehicle 370 Other Fraud 710 Fair Labor Standards 861 HIA (1395ff) 485 Telephone Consumer 

160 Stockholders’ Suits 355 Motor Vehicle 371 Truth in Lending   Act 862 Black Lung (923)   Protection Act
190 Other Contract  Product Liability 380 Other Personal 720 Labor/Management 863 DIWC/DIWW (405(g)) 490 Cable/Sat TV
195 Contract Product Liability 360 Other Personal  Property Damage   Relations 864 SSID Title XVI 850 Securities/Commodities/
196 Franchise  Injury 385 Property Damage 740 Railway Labor Act 865 RSI (405(g))   Exchange

362 Personal Injury -  Product Liability 751 Family and Medical 890 Other Statutory Actions
 Medical Malpractice   Leave Act 891 Agricultural Acts

 REAL PROPERTY    CIVIL RIGHTS   PRISONER PETITIONS 790 Other Labor Litigation FEDERAL TAX SUITS 893 Environmental Matters
210 Land Condemnation 440 Other Civil Rights Habeas Corpus: 791 Employee Retirement 870 Taxes (U.S. Plaintiff 895 Freedom of Information
220 Foreclosure 441 Voting 463 Alien Detainee  Income Security Act   or Defendant)   Act
230 Rent Lease & Ejectment 442 Employment 510 Motions to Vacate 871 IRS—Third Party 896 Arbitration
240 Torts to Land 443 Housing/  Sentence   26 USC 7609 899 Administrative Procedure
245 Tort Product Liability  Accommodations 530 General  Act/Review or Appeal of
290 All Other Real Property 445 Amer. w/Disabilities - 535 Death Penalty IMMIGRATION  Agency Decision

 Employment Other: 462 Naturalization Application 950 Constitutionality of
446 Amer. w/Disabilities - 540 Mandamus & Other 465 Other Immigration   State Statutes

 Other 550 Civil Rights        Actions
448 Education 555 Prison Condition

560 Civil Detainee -
 Conditions of 
 Confinement

V.  ORIGIN (Place an “X” in One Box Only)
1 Original

Proceeding
2 Removed from

State Court
 3 Remanded from

Appellate Court
4 Reinstated or

Reopened
 5 Transferred from

Another District
(specify)

 6 Multidistrict
Litigation -
Transfer

8  Multidistrict
    Litigation -
   Direct File

VI.  CAUSE OF ACTION
Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity):

Brief description of cause:

VII.  REQUESTED IN
         COMPLAINT:

CHECK IF THIS IS A CLASS ACTION
UNDER RULE 23, F.R.Cv.P.

DEMAND $ CHECK YES only if demanded in complaint:
JURY DEMAND: Yes No

VIII.  RELATED CASE(S)
          IF ANY (See instructions):

JUDGE DOCKET NUMBER
DATE SIGNATURE OF ATTORNEY OF RECORD

FOR OFFICE USE ONLY

RECEIPT # AMOUNT APPLYING IFP JUDGE MAG. JUDGE

Securities and Exchange Commission Del Prete, Robert

Ocean

Antonia M. Apps, Thomas P. Smith, Jr., Celeste Chase, Ibrahim Sajalieu
Bah, Securities and Exchange Commission, New York Regional Office,
100 Pearl Street, Suite 20-100, New York, NY 10004, (212) 336-0418

Jerome A. Ballarotto, Attorney at Law, 143 White Horse Ave., Trenton,
NJ 08610, (609) 635-5893

15 U.S.C. § 78j(b)

Civil securities fraud enforcement action (for insider trading), brought by the SEC

09/18/2023 /s/ Antonia M. Apps

Case 3:23-cv-20452   Document 1-1   Filed 09/18/23   Page 1 of 2 PageID: 17



JS 44 Reverse  (Rev. 08/18)

INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44
Authority For Civil Cover Sheet

The JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other papers as
required by law, except as provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is
required for the use of the Clerk of Court for the purpose of initiating the civil docket sheet.  Consequently, a civil cover sheet is submitted to the Clerk of
Court for each civil complaint filed.  The attorney filing a case should complete the form as follows:

I.(a) Plaintiffs-Defendants.  Enter names (last, first, middle initial) of plaintiff and defendant.  If the plaintiff or defendant is a government agency, use
only the full name or standard abbreviations.  If the plaintiff or defendant is an official within a government agency, identify first the agency and 
then the official, giving both name and title.

(b) County of Residence.  For each civil case filed, except U.S. plaintiff cases, enter the name of the county where the first listed plaintiff resides at the
time of filing.  In U.S. plaintiff cases, enter the name of the county in which the first listed defendant resides at the time of filing.  (NOTE: In land
condemnation cases, the county of residence of the "defendant" is the location of the tract of land involved.)

(c) Attorneys.  Enter the firm name, address, telephone number, and attorney of record.  If there are several attorneys, list them on an attachment, noting
in this section "(see attachment)".

Jurisdiction.  The basis of jurisdiction is set forth under Rule 8(a), F.R.Cv.P., which requires that jurisdictions be shown in pleadings. Place an "X"
in one of the boxes.  If there is more than one basis of jurisdiction, precedence is given in the order shown below.
United States plaintiff.  (1) Jurisdiction based on 28 U.S.C. 1345 and 1348.  Suits by agencies and officers of the United States are included here.
United States defendant.  (2) When the plaintiff is suing the United States, its officers or agencies, place an "X" in this box.
Federal question.  (3) This refers to suits under 28 U.S.C. 1331, where jurisdiction arises under the Constitution of the United States, an amendment
to the Constitution, an act of Congress or a treaty of the United States.  In cases where the U.S. is a party, the U.S. plaintiff or defendant code takes
precedence, and box 1 or 2 should be marked.
Diversity of citizenship.  (4) This refers to suits under 28 U.S.C. 1332, where parties are citizens of different states.  When Box 4 is checked, the
citizenship of the different parties must be checked. (See Section III below; NOTE: federal question actions take precedence over diversity
cases.)

Residence (citizenship) of Principal Parties.  This section of the JS 44 is to be completed if diversity of citizenship was indicated above. Mark this
section for each principal party.

Nature of Suit.  Place an "X" in the appropriate box.  If there are multiple nature of suit codes associated with the case, pick the nature of suit code
that is most applicable.  Click here for: Nature of Suit Code Descriptions.

Origin.  Place an "X" in one of the seven boxes.
Original Proceedings. (1) Cases which originate in the United States district courts.
Removed from State Court.  (2) Proceedings initiated in state courts may be removed to the district courts under Title 28 U.S.C., Section 1441.
Remanded from Appellate Court.  (3) Check this box for cases remanded to the district court for further action.  Use the date of remand as the filing
date.
Reinstated or Reopened.  (4) Check this box for cases reinstated or reopened in the district court.  Use the reopening date as the filing date.
Transferred from Another District.  (5) For cases transferred under Title 28 U.S.C. Section 1404(a).  Do not use this for within district transfers or
multidistrict litigation transfers.
Multidistrict Litigation – Transfer.  (6) Check this box when a multidistrict case is transferred into the district under authority of Title 28 U.S.C.
Section 1407.
Multidistrict Litigation – Direct File.  (8) Check this box when a multidistrict case is filed in the same district as the Master MDL docket. PLEASE
NOTE THAT THERE IS NOT AN ORIGIN CODE 7.  Origin Code 7 was used for historical records and is no longer relevant due to changes in
statue.

Cause of Action.  Report the civil statute directly related to the cause of action and give a brief description of the cause. Do not cite jurisdictional
statutes unless diversity. Example: U.S. Civil Statute: 47 USC 553  Brief Description: Unauthorized reception of cable service

Requested in Complaint.  Class Action.  Place an "X" in this box if you are filing a class action under Rule 23, F.R.Cv.P.
Demand. In this space enter the actual dollar amount being demanded or indicate other demand, such as a preliminary injunction.
Jury Demand.  Check the appropriate box to indicate whether or not a jury is being demanded.

Related Cases.  This section of the JS 44 is used to reference related pending cases, if any.  If there are related pending cases, insert the docket
numbers and the corresponding judge names for such cases. 

Date and Attorney Signature.  Date and sign the civil cover sheet.

Case 3:23-cv-20452   Document 1-1   Filed 09/18/23   Page 2 of 2 PageID: 18