In re MOMENTUS

 
 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES ACT OF 1933 
Release No. 10955 / July 13, 2021 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 92391 / July 13, 2021 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-20393 
 
In the Matter of 
 
MOMENTUS, INC., STABLE 
ROAD ACQUISITION CORP., SRC-
NI HOLDINGS, LLC, and BRIAN 
KABOT,  
 
Respondents. 
 
 
 
 
 
ORDER INSTITUTING CEASE-AND-
DESIST PROCEEDINGS, PURSUANT 
TO SECTION 8A OF THE 
SECURITIES ACT OF 1933 AND 
SECTION 21C OF THE SECURITIES 
EXCHANGE ACT OF 1934, MAKING 
FINDINGS, AND IMPOSING A 
CEASE-AND-DESIST ORDER  
   
 
I. 
 
 The Securities and Exchange Commission (“Commission”) deems it appropriate that cease-
and-desist proceedings be, and hereby are, instituted pursuant to Section 8A of the Securities Act of 
1933 (“Securities Act”) and Section 21C of the Securities Exchange Act of 1934 (“Exchange Act”), 
against Momentus,  Inc.  (“Momentus”), Stable  Road  Acquisition  Corp.  (“SRAC”), SRC-NI 
Holdings,  LLC (“SRC-NI”), and  Brian  Kabot  (“Kabot”), collectively referred  to  herein  as 
“Respondents.”  
 
II. 
 
 In anticipation of the institution of these proceedings, Respondents have submitted Offers of 
Settlement (the “Offers”) which the Commission has determined to accept.  Solely for the purpose 
of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 
which the Commission is a party, and without admitting or denying the findings herein, except as to 
the Commission’s jurisdiction over Respondents and the subject matter of these proceedings, which 
are admitted, and except as provided herein in Section V, Respondents consent to the entry of this 
(“Order”), as set forth below.  

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III. 
 
 On the basis of this Order and Respondents’ Offers, the Commission finds
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 that:  
 
Summary 
 
1. This  case  concerns materially  false statements,  omissions, and other deceptive 
conduct by Momentus, a privately held space company that aspires to provide space infrastructure 
services, and its former Chief Executive Officer Mikhail Kokorich (“Kokorich”), as it sought to go 
public  through a  business  combination  with Stable  Road  Acquisition  Corp. (“SRAC”), a publicly 
traded special-purpose acquisition company (“SPAC”).  SRAC also engaged in negligent misconduct 
by repeating and  disseminating Momentus’s misrepresentations in Commission filings without  a 
reasonable  basis  in  fact. Brian  Kabot, SRAC’s  CEO who signed  public  filings  that  included 
misrepresentations  about  Momentus’s  technology and  national  security  risks,  caused  SRAC’s 
disclosure violations.  Kabot is also a managing member of SRAC’s sponsor, SRC-NI Holdings, LLC 
(“SRC-NI”), and his conduct as described herein is attributable to SRC-NI. 
2. In  the  summer  and  fall  of  2020,  Momentus  and SRAC negotiated  a  series  of 
transactions  that,  if approved,  would result  in Momentus going public through  a  business 
combination with SRAC, generating considerable value for Kokorich, Momentus, Kabot, and SRC-
NI through the stakes they  stood to receive  in the newly-formed public company.  On  October  7, 
2020, Momentus and SRAC announced their merger agreement, and on the same day, SRAC entered 
into subscription agreements with private investment in public equity (“PIPE”) investors, pursuant 
to which the PIPE investors agreed to inject $175 million of capital into Momentus by purchasing 
an aggregate of 17,500,000 shares of common stock of the merged company for $10.00 per share if 
and after the business combination was approved. 
3. Momentus’s business plans and multi-billion dollar revenue projections, as provided 
to PIPE investors and described in SRAC’s Form S-4 registration statement/proxy statement filed in 
connection   with   the   anticipated   merger, were   premised on   Momentus’s  development  of 
commercially  viable technology that  it could employ to  provide  commercial  space  services  to 
customers in the near-term on U.S.-based launches.   
4. Momentus and Kokorich misled SRAC’s investors, including the PIPE investors, in 
two  key  respects.  First,  Momentus  and SRAC both  claimed  that in  2019, Momentus had 
“successfully  tested” in  space its  key  technology, a microwave  electro-thermal  (“MET”)  water 
plasma  thruster, that  Momentus  claimed  was designed  to  move  a  satellite  into  custom  orbit  after 
launch.  In fact, that 2019 test failed to meet Momentus’s own public and internal pre-launch criteria 
for  success,  and  was conducted on a  prototype that was  not designed  to generate  commercially 
significant amounts of thrust. 
                                                
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  The  findings  herein are  made  pursuant to  Respondents’ Offer  of  Settlement  and  are  not 
binding on any other person or entity in this or any other proceeding.  
 

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5. Second, Kokorich  and Momentus concealed  and  made  false  statements  about U.S. 
government  concerns with national  security and  foreign  ownership risks  posed  by  Kokorich, 
including concerns  related  to his affiliation with Momentus.   Based  on  those concerns,  U.S. 
government agencies had the functional authority to block Momentus’s involvement in U.S. based 
launches, and in January 2021, Kokorich resigned his position as CEO as part of an effort to resolve 
the ongoing national security concerns.  Up to at least that point, Momentus and SRAC had disclosed 
that Momentus could face CFIUS restrictions in future transactions as a result of Kokorich’s status 
as a “foreign person,” but investors lacked material information about the extent to which Kokorich’s 
affiliation with Momentus jeopardized, among other things, the company’s launch schedule and the 
revenue projections that were based in part on assumptions about the timing of its first commercial 
launch.   
6. SRAC’s  due  diligence  failures  compounded Momentus’s  and  Kokorich’s 
misrepresentations  and  omissions  and  resulted  in  the  dissemination  of  materially  false  and 
misleading information to investors.  SRAC’s due diligence of  Momentus was  conducted  in  a 
compressed timeframe and unreasonably failed both to probe the basis of Momentus’s claims that 
its technology had been “successfully tested” in space and to follow up on red flags concerning 
national  security  and  foreign  ownership  risks.  As  a  result,  SRAC’s  public  filings,  including 
registration  statements signed  by  Kabot,  incorporated  Momentus’s  and  Kokorich’s  false  and 
misleading claims and caused investors to be misled about material aspects of Momentus’s business. 
Respondents 
7. Momentus is  a  Delaware  corporation with  its  principal  place  of  business  in  Santa 
Clara, California.  Founded in 2017, Momentus aspires to provide satellite-positioning services with 
in-space propulsion systems powered by MET water plasma thrusters.  
8. SRAC is  a  Delaware  corporation  with  its principal  place  of  business  in  Venice, 
California.  As a SPAC, SRAC has no operations of its own and exists for the purpose of merging 
with  a  privately  held  company  with  the  effect  of taking  that  company  public.  On  November 13, 
2019, SRAC completed its initial public offering of 17,250,000 units at a price of $10.00 per unit, 
generating gross proceeds of $172.5 million, which are held in trust for the benefit of shareholders 
until completion of a business combination.  Momentus will receive the proceeds of the IPO upon 
completion of  the  proposed  business  combination with SRAC.  SRAC’s  securities  are  traded  on 
Nasdaq under the ticker symbols “SRAC,” “SRACU” and “SRACW.”  The IPO proceeds will be 
returned to shareholders if a business combination is not consummated. 
9. Brian Kabot, age 43, has been SRAC’s CEO and Chairman of its Board of Directors 
since its founding in 2019.  
10. SRC-NI is a  Delaware  corporation  with  its  principal  place  of  business  in  Venice, 
California.  SRC-NI initially contributed $4.625 million in working capital to fund SRAC from its 
inception through a business combination.  SRC-NI received shares in SRAC in exchange for this 
capital investment.  It also contributed an additional $6.4 million between November 2020 and June 
2021 but  received  no  additional  shares  in SRAC.  Kabot  is  one  of SRC-NI’s  three  managing 

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members and a minority shareholder.  Kabot’s actions as alleged herein were taken on behalf of and 
for the benefit of SRC-NI.  
Other Relevant Person 
11. Mikhail Kokorich, age 45, is a Russian citizen residing in Switzerland. He served as 
Momentus’s CEO from the time he founded the company in 2017 until his resignation on January 
25, 2021. 
Background 
I. Misrepresentations of Material Fact and Misleading Omissions about Momentus’s 
Technology 
a. Momentus’s Technology Is Currently Unproven 
12. Large commercial satellite launch providers offer launch services to satellite owners 
but leave the “rideshare satellites” in a limited range of orbits.  Momentus hopes to address a market 
need by offering “last mile” satellite placement services for these rideshare satellites, allowing the 
satellites to be placed in a custom orbit.  According to Momentus’s plans, Momentus will integrate 
its customer’s payload, i.e., a satellite, into a Momentus vehicle, which will then be loaded onto a 
larger rocket operated by the commercial launch provider.  The rocket will then deposit Momentus’s 
vehicle  in  orbit,  at  which  point  Momentus will  move  its  vehicle  and the  customer’s integrated 
payload  into  a  custom  orbit using its “cornerstone” technology, a propulsion system using MET 
water plasma thrusters.  
13. Momentus’s business model is premised in part on the development and testing of its 
MET water propulsion thruster technology.  To achieve commercial viability, Momentus plans to 
operate  its  MET  water  propulsion  thruster  reliably  in  space  and  provide  the  necessary  thrust  and 
length of operation needed to move customer satellites into specified orbits.  At present, Momentus 
does  not have  the  in-space  flight  experience to demonstrate commercial  viability of  its  thruster 
technology.  
14. The MET  water propulsion thruster has never  been  used commercially in  space. 
Momentus has only tested a version of its MET water propulsion thruster in space once, during a 
July 2019 mission named “El Camino Real.”   For this mission, Momentus built and placed its 2019 
version of the MET water propulsion thruster on a third-party satellite for the purpose of testing the 
thruster  and  performing  various  maneuvers.  Prior  to  the  mission,  Momentus internally defined 
“mission success” as “100 individual burns of 1 minute or more.” 
15. Momentus also externally defined success to include a demonstration of the thruster’s 
ability  to  provide  commercial  launch  services.  For  example,  in  a  January  2019  blog  post  on  its 
website,  Momentus  stated  that  the El  Camino  Real mission  would  give  investors “absolute 
confidence” that Momentus’s service would be “on time, safe and reliable.”  Momentus went on to 
say  that  it  would “be able to run the thruster  long enough to  fully  characterize  its  performance  in 
space with dozens of stop start cycles and [to] then safely de-orbit the vehicle.” 

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16. Momentus’s claim that the El Camino Real mission would demonstrate its ability to 
provide  commercial  launch  services  was  false.  The 2019  version  of  the  Momentus  MET  water 
propulsion thruster was  not  powerful  enough  to  provide  commercial  satellite-placement  services. 
Moreover, the thruster tested in the El Camino Real mission did not provide measurable or detectible 
changes in the satellite’s orbital velocity.  According to a former Momentus officer, the thruster was 
too small and inefficient to have commercial potential. 
b. The 2019 In-Space Test Failed to Meet the Pre-Launch Success Criteria 
17. The  El Camino  Real  mission did  not  meet  any  of  the public  or  internal success 
criteria.  After  experiencing  significant  issues  with supporting  sub-systems  and its  propulsion 
system, Momentus achieved only twelve “hot firings” with microwave power turned on out of 23 
firings.  While a pump issue significantly restricted flow of water into the thruster during nine of the 
12  hot  firings,  preventing  plasma-generation,  data  suggests  that only three  hot  firings  produced 
plasma.  However, none of the  firings lasted a  full  minute and  none  generated measurable thrust.  
Momentus lost  contact  with  the  satellite  approximately  three  months  into  the  planned  six-month 
mission and was never able to attempt the remaining 77 firings  it had planned, much less achieve 
any of the “100 individual burns of 1 minute or more.”  
18. The El Camino Real satellite is still in space, but it is not functional. 
19. The  El  Camino  Real  mission  did  not  demonstrate  the thruster’s ability to provide 
commercial  launch  services.  The mission  yielded no  data to  suggest that the 2019  version of the 
thruster  would  deliver  an  impulse of  any  commercial  significance,  failed  to  demonstrate  the 
propulsion system’s reliability of longevity, and did not characterize the performance of the thrusters. 
20. Kokorich  was  informed  of  all  relevant  aspects  of  the  El  Camino  Real  results.  In 
addition,  a  member  of  senior  management internally  acknowledged,  in  a  document  on  which 
Kokorich was copied, that Momentus did not obtain “any useful mission results” from the launch.  
Kokorich was also copied on emails discussing the creation of a “failure review board” to study the 
El Camino Real mission due to the inability to obtain useful data from the mission because of its 
failure.  
c. Kokorich and Momentus Mischaracterized Results of the In-Space Testing 
21. In a September 25, 2019 article in Space News titled, “Momentus reports success 
in testing water plasma propulsion,” Kokorich enthused, after testing had begun on the El Camino 
Real mission, “Water plasma propulsion is now technologically mature enough to be baselined for 
operational  in-space  transportation  missions.”  He  also  repeated  the  claim  from  Momentus’s 
January 2019 blog post that “the purpose of the El Camino Real mission was to flight demonstrate 
our  core propulsion  technology  so  customers,  investors  and  stakeholders  can  have  absolute 
confidence that Momentus will deliver their payloads to a given orbit.” 
22. Kokorich’s claims in the Space News article were false because the El Camino Real 
mission was never intended to demonstrate the thruster’s commercial viability or to give investors 
and customers “absolute confidence” that Momentus could maneuver customer payloads to a custom 

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orbit.  Moreover, as Kokorich knew or was reckless in not knowing, the mission failed because the 
thruster produced a plasma, which is necessary but not sufficient to generate thrust, only 3 times out 
of 23 attempts, and each plasma formation lasted less than a full minute.  In fact, Momentus did not 
obtain “any useful mission results” and the in-space test of the thruster did not meet any of its success 
criteria.  Even if the mission had accomplished Momentus’s internal criteria—which it did not—it 
still would not have demonstrated that the thruster was “technologically  mature enough to be 
baselined for operational in-space transportation missions.” 
23. Prior to the execution of the merger agreement, Momentus and Kokorich told SRAC 
and Kabot that the El Camino Real mission was a success but did not inform them of any internal 
concerns or shortcomings with the in-space test.    
d. SRAC Did Not Perform Reasonable Due Diligence on Momentus’s Claims 
Regarding the El Camino Real Mission 
24. SRAC exists for the purpose of  merging or otherwise combining with a privately 
held  company  in  order  to  take  that company  public.  After  its  November  2019  initial  public 
offering,  SRAC’s  charter  allowed  the  company  eighteen  months,  or  until  May  2021,  to  find  a 
merger partner, obtain shareholder approval, and complete the business combination.  Otherwise, 
the  company  would  dissolve,  the  money  raised  in  the  IPO  would  be  returned  to  investors,  and 
SCR-NI’s investment of working capital would be lost.  
25. SRAC’s  initial efforts to identify  a  merger candidate focused on the cannabis 
industry, and dozens of companies in that industry were evaluated, but SRAC ultimately decided 
not to pursue a target in that industry given changes in the regulatory and business environment.  
By late June 2020, SRAC was considering other early-stage growth companies, but still had not 
identified a company for a merger.  
26. Kabot met Kokorich on or about June 29, 2020, and merger discussions began in 
earnest in early July.  
27. SRAC engaged  several  firms  to  assist  with  due  diligence,  including  a  space 
technology  consulting  firm  with  the  expertise to  investigate  the  state  of  development  of 
Momentus’s technology.  However, SRAC did  not retain the  firm  and begin  its substantive due 
diligence on Momentus’s technology until late August or early September 2020, a little more than 
a month before the merger announcement on October 7. 
28. SRAC hired the space  technology consulting  firm  to  conduct a  rapid technical 
assessment.  The consulting firm initially represented in its proposal that it could perform its work 
in  two  weeks,  although  it eventually  took  over  four  weeks.  SRAC  did  not  specifically  ask  the 
consulting firm to review the El Camino Real mission and, in response to the firm’s questions, 
Momentus suggested that the early-stage test launch was not relevant to their current work due to 
their development of the technology in the intervening sixteen months.   As a result, the consulting 
firm did not evaluate the mission’s results or review any related data or other information, and the 
report it provided to SRAC made no mention of the El Camino Real mission, even though it would 
have been capable of examining and reporting on that issue.    

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29. SRAC nonetheless included Momentus’s false claims in its registration statement 
on Form  S-4  filed  on  November  2,  2020 and as amended  on  December  14,  2020  and  March  8, 
2021, stating that Momentus had “successfully tested” its MET technology in space.  SRAC also 
included Momentus’s financial projections,  which were  based  in  part  on  the  assumption  that 
Momentus’s thruster was approaching  commercial  viability  and were buttressed  by  misleading 
claims about the success of the El Camino Real mission. 
e. Repeated Mischaracterizations of the El Camino Real Results  
30. Before publicly  announcing  their  merger  agreement,  Momentus  and  SRAC  made 
multiple  slide  presentations  to  potential  PIPE  investors.  Each  of  those  presentations  contained  a 
slide titled, “Momentus at a Glance,” which claimed that Momentus “successfully tested water based 
propulsion technology on a demo flight launched mid-2019 – is still operational today.” 
31. Momentus and SRAC announced their merger on October 7, 2020.  That day, SRAC 
and  Momentus  made a presentation to  institutional  investors  and  analysts  using  slides  virtually 
identical  to  the  ones  shown  to  PIPE  investors.  This  presentation claimed that  Momentus 
“successfully tested water based propulsion technology on a demo flight launched mid-2019 – is still 
operational  today.”  In  his  comments to the presentation,  Kokorich  reiterated that  Momentus  had 
“successfully tested our groundbreaking thruster in space.”   SRAC publicly filed a copy of this slide 
presentation  on  both  Form  8-K  and  Form  425, and  filed  similar  presentations  containing  similar 
claims about Momentus’s in-space testing on November 17, 2020 and December 14, 2020. 
32. On  November  2,  2020, SRAC filed its initial registration  statement  on  Form  S-4 
related  to  the  merger  with  Momentus  and subsequently  filed two Form  S-4  amendments on 
December  14,  2020 and  March  8,  2021,  respectively.  Kabot  signed  each  of  these  registration 
statements on behalf of SRAC. 
33. Each of these three registration statements contained a subsection titled, “Information 
about Momentus,” in which Momentus falsely claimed that it “successfully tested our water plasma 
propulsion  technology  in  space,” referring to but  not  specifically  naming the  El  Camino  Real 
mission.  
34. SRAC adopted Momentus’s characterization of the mission, separately representing 
in a different subsection of each registration statement that in 2019 Momentus “successfully tested” 
its “cornerstone water plasma propulsion technology in space.”  SRAC also stated that it conducted 
“extensive due diligence” on a number of issues, one of which was Momentus’s “technology 
solutions.”  SRAC also stated that its consultants were asked to and did report on Momentus’s 
“testing progress.” 
35. By characterizing the mission as a “success” without explaining that the mission did 
not meet any of Momentus’s pre-launch evaluation criteria, Momentus made false statements and 
omitted facts necessary to make their statements not misleading.   
36. SRAC incorporated Momentus’s claims about the mission’s “success” into multiple 
public filings, including multiple versions of the registration statement, even though its due diligence 
neglected  to  evaluate—much  less  confirm—the  factual  basis  of  the  claims.   For  example,  SRAC 

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stated  in  its  November  2020 registration  statement  on  Form  S-4 and  amendments  that  its  board 
recommended shareholder approval of the business combination with Momentus based on, among 
other things, Momentus’s “[v]aluable [i]ntellectual [p]roperty,” “including its cornerstone water 
plasma propulsion technology, which it successfully tested in space in 2019.” 
37. Investors,  whether  PIPE  investors  who  received the slide  presentations or  retail 
investors  who  reviewed the November  2020 registration  statement  on  Form  S-4 and  subsequent 
amendments,  had  no  way of  knowing that the  mission did  not meet  any  of  it  pre-launch  goals or 
demonstrate that Momentus’s services would be “on  time, safe and reliable,” as promised in the 
January 2019 blog post.  
38. SRAC’s statements in the November 2020 registration statement on Form S-4 and 
the December 2020 and March 2021 amendments also gave investors the misleading impression that 
its due diligence extended to and independently verified the claim that Momentus’s technology had 
been “successfully tested” in space.  Investors had no way to know that SRAC was merely repeating 
what it had been told by Kokorich and Momentus, since the “due diligence” concerning Momentus’s 
“technology solutions” and “testing progress” never examined the results of the El Camino Real 
mission.  
39. The misrepresentations and omissions in the November 2020 registration statement 
on  Form  S-4 and  the  December  2020  and  March  2021  amendments were  material.  Because 
Momentus can only generate revenue in future missions under its current business plan if its thruster 
can generate commercially significant thrust, reasonable investors would find it important to know 
whether Momentus had demonstrated in space that its technology had that capability.  They would 
find it important to know whether Momentus had shown that its services would be “on time, safe 
and reliable” or whether Momentus could “deliver [customer] payloads to a given orbit.”  They 
would also find it important to know whether the mission succeeded according to Momentus’s pre-
launch  definition  of  success.  By  misleading  investors  about  the  results  of  the  in-space  test, the 
registration statement on Form S-4 and other public filings falsely assured investors that Momentus 
was further on the road to the commercial deployment of its technology than it actually was.  
40. Momentus knowingly  or  recklessly  made  the  misrepresentations  and  omissions  of 
material  fact  regarding the  El  Camino  Real  mission.  Momentus understood  that  the  launch  was 
never designed to test the commercial viability of Momentus’s thrusters.  It also knew that the launch 
did  not  yield “any  useful  mission  results,” as  one  of Momentus’s engineers  wrote  in  an  internal 
document shared with Kokorich.  In contrast to its public statements, Momentus knew the test was 
not  a  success  and  did  not  provide “absolute  confidence” that  Momentus  could  deliver  customer 
payloads to a given orbit. 
41. Although Kokorich  and  Momentus never  shared  with SRAC  and  Kabot  material 
internal analyses about the mission’s failure, SRAC nevertheless acted unreasonably in adopting and 
repeating Momentus’s claim that it had successfully tested its technology in space when it had not 
conducted any specific due diligence to evaluate and verify the accuracy of that material assertion. 

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f. Statements About the El Camino Real Mission in the Third Amendment to the 
Registration Statement on Form S-4 
42. In its third amendment to the registration statement on Form S-4 filed on June 29, 
2021,  Momentus  and SRAC disclosed that the El Camino Real  mission “did  not demonstrate the 
MET’s ability to generate thrust in space, which is crucial to our ability to maneuver objects in 
space.”  The June 2021 registration statement on Form S-4 also states, “Moreover, even if the unit 
generates thrust, there  can  be  no  assurance that  it can  be operated  in  a  manner that  is  sufficiently 
reliable and efficient to permit commercialization of the technology.”   
II. Misrepresentations of Material Fact and Misleading Omissions Regarding the U.S. 
Government’s National Security Concerns  
a. U.S. Government Agencies Had National Security Concerns About Kokorich 
43. Since  2018,  multiple  U.S.  government  agencies  have expressed  national  security 
concerns  about Kokorich, a  fact that  was well  known to  both  Kokorich  and  Momentus but  never 
disclosed to investors.  
44. The Bureau of Industry  and  Security  (“BIS”),  a  bureau of the  U.S. Department of 
Commerce,  oversees  the  issuance  of  export  licenses,  which  authorize  the  provision  of  certain 
technologies to  foreign  individuals or  entities.  The  stated  mission of the BIS  is to “advance U.S. 
national security, foreign policy, and economic objectives.”  
45. Because  Kokorich  is  a foreign national,  he  could  not  access parts  of Momentus’s 
technology without an export license.  In 2017, Momentus (then operating under the name “Space 
Apprentices Enterprise”) applied for an export license for Kokorich.  In March 2018, the BIS denied 
the application on the ground that Kokorich was not an “acceptable recipient” of  U.S. origin-items 
controlled for national security reasons.”  
46. In  April 2018, in  connection  with  Kokorich’s  investment  in  a  different  space 
technology  company, the Committee  on  Foreign Investment in the United States (“CFIUS”),  an 
intergovernmental  agency  that  includes  the U.S. Departments  of  Commerce,  Defense,  and  State, 
informed Kokorich that, as with every transaction it reviews, it assesses whether a foreign person 
has the capability or intention to exploit or cause harm (which CFIUS defines as the “threat”) and 
whether the nature of the U.S. business creates susceptibility to impairment of U.S. national security 
(the “vulnerability”).  CFIUS further explained that a national security risk is a “function of the 
interaction between threat and vulnerability.”  CFIUS subsequently informed Kokorich, through his 
counsel,  that  it  had  specific  concerns  about Kokorich himself, meaning that  CFIUS  considered 
Kokorich to be a “threat” that caused his affiliation with that other space technology company to be 
a risk to national security.  As there was no acceptable mitigation option, CFIUS ordered Kokorich 
to divest his interest in the space technology company in June 2018.   
47. SRAC disclosed in  its November  2020 registration  statement on  Form  S-4 and in 
subsequent amendments, that in 2018, CFIUS had ordered Kokorich to divest ownership in the other 
space technology company but did not disclose CFIUS’s express concerns with Kokorich himself.  

 10 
48. In June   2018,   U.S.   Customs   and   Immigration   Services (“USCIS”) revoked 
Kokorich’s  work  visa  and  denied  his  application  for  permanent  resident  status.  Kokorich then 
applied  for  political asylum in  September  2018, claiming  that  he  was a  prominent  critic  of the 
Russian  government.  A  year  later,  on or  about August  28,  2019,  USCIS  issued  a  referral  notice 
informing Kokorich that it had not granted his asylum application, and that it had referred his case 
to an immigration judge for adjudication in removal proceedings.  USCIS based its determination on 
“inconsistencies” in Kokorich’s application and testimony “with regard to [his] political affiliations 
and  activities  in  Russia.”  Kokorich  was in  the  process  of  adjudicating  the  removal  proceedings 
before an immigration judge when he left the U.S. in January 2021. 
49. Kokorich’s national  security  issues continued  to  create  problems in  the  months 
leading up to the merger announcement.  In February 2020, Momentus filed a new application for 
an export license for Kokorich.  In July 2020, Momentus and Kokorich learned that the Defense and 
State Departments had objected to Kokorich’s application, requiring the application to be elevated 
to the  BIS’s Operating Committee.  In October  2020,  Momentus  learned  that  the Operating 
Committee would recommended that BIS deny of the license, and in November 2020, after the filing 
of the first registration statement for the merger but before the filing of the amendment, Momentus 
and Kokorich learned that the Commerce Department would outright deny the license for reasons 
related to national security.  
b. Kokorich’s National Security Risks Were Material to Investors 
 
50. Before  it  is  able  to  launch  any  vehicle  on a U.S. mission,  Momentus or  its  launch 
partners must obtain  licenses  from various U.S. government agencies, including the FAA.  Those 
agencies have the authority to deny a license for national security reasons and work in consultation 
with the Defense Department to determine if the payload of a mission presents a national security 
risk.  If  Momentus  or  its  launch  partners are unable  to  obtain  the  necessary  licenses,  Momentus 
cannot participate in launches and thus cannot execute on its business plan.  The U.S. government’s 
national security-related concerns about Kokorich therefore posed a significant threat to Momentus’s 
ability to participate in launches and generate meaningful revenue. 
51. The growing issues that Momentus faced as a result of its affiliation with Kokorich 
came to a head in December 2020, just two months after the merger announcement.  Momentus was 
scheduled to participate  in  a third party’s launch  in  January 2021.  That  launch  represented  a key 
milestone for Momentus because it was supposed to be the company’s first commercial flight.  On 
December 23, 2020, the FAA notified the third party launch provider that it would not approve the 
launch  with Momentus’s payload on  board.  As  a result, the third party  launch  provider removed 
Momentus’s payload from its rocket and proceeded with the launch.   
52. Shortly  afterwards, in  January  2021, Momentus  and  SRAC  became  aware  of 
correspondence from the Defense Department stating that Momentus posed a risk to national security 
as a result of its association with Kokorich.  To address this issues, Kokorich formally stepped down 
as CEO of Momentus on January 25, 2021 and on March 31, 2021, placed his shares of Momentus 
stock in a voting trust.  

 11 
53. Kokorich’s  resignation did  not immediately solve Momentus’s problems.  In  May 
2021, the FAA once again did not approve Momentus’s participation in the June 2021 launch of a 
third-party  launch  provider.  The  FAA  explicitly  based  its  denial  on  a  finding  that  the  launch  of 
Momentus’s payload would jeopardize national security due to Momentus’s then current corporate 
structure,  a  reference  to  Kokorich’s  continued  ownership  interest  in  the  company.  Later  in  May 
2021, the third  party  launch  provider informed  Momentus that  it  would  not allow  any  Momentus 
payload on any launch through the end of the year while Momentus “works to secure approvals from 
the U.S. government.”  
54. On  June 8,  2021,  Kokorich  and  Momentus  entered  into  a  National  Security 
Agreement with CFIUS, pursuant to which Kokorich agreed to fully divest from the company and 
Momentus  agreed,  among  other  things, to  implement  increased  security  measures  and  appoint  a 
CFIUS-approved director to its board of directors.  As recently disclosed by SRAC, the time required 
to finalize the NSA and resolve issues stemming from Kokorich’s involvement with Momentus has 
resulted in a reforecast of potential launch dates from 2021 to 2022. 
c. SRAC Failed  to  Conduct  Reasonable Due  Diligence  Related  to  Kokorich’s 
National Security Issues  
55. Momentus  and  Kokorich  did  not  share  the  extent  of  Kokorich’s  national  security 
issues with SRAC and Kabot. 
56. SRAC nonetheless conducted inadequate due diligence related to Kokorich’s forced 
divestiture in 2018 from a prior space technology company and his status as a national security risk 
generally.  SRAC and Kabot knew that CFIUS, which exists for the express purpose of assessing 
national  security  risks  posed  by  foreign  investment in  U.S.  businesses,  had  required  Kokorich  to 
divest from another space technology company in  2018.  During due diligence, SRAC received a 
copy  of CFIUS’s  final  order and repeatedly asked Momentus for  correspondence  and  other 
documents that would describe the basis of the order.  Momentus responded that it did not possess 
those documents—despite the fact that Kokorich had custody and control over correspondence and 
documents related  to the CFIUS  order.  SRAC nonetheless executed its  merger  agreement  with 
Momentus and  filed  multiple  registration  statements without  obtaining  a  full  and  complete 
understanding of the basis for the CFIUS’s order or its impact on Momentus’ business.   
d. False Statements or Omissions Regarding Kokorich’s National Security Issues 
 
57. Both  the November  2020 registration  statement  on  Form  S-4 and  the December 
2020 amendment, which was filed after Momentus learned that Kokorich’s most recent application 
for  an  export  license  would  be  denied  for  national  security  reasons,  contain  false  statements  and 
misleading omissions regarding the U.S. government’s national security concerns about Kokorich.  
SRAC  disclosed  the existence  of  general national  security  risks  in  January  2021, at  the time  of 
Kokorich’s resignation, and disclosed further material details about those concerns and their impact 
on Momentus and the merger in the March 2021 registration statement on Form S-4 amendment.   
58. In a subsection of both the November 2020 registration statement on Form S-4 and 
the December 2020 amendment titled, “Risk Factors,” Momentus stated that it believed Kokorich’s 

 12 
asylum application would be granted, but failed to disclose the fact that Kokorich was considered a 
national security risk and thus less likely to obtain asylum.   
59. Also  in  the “Risk  Factors” subsection,  Momentus disclosed that  Kokorich  had  not 
“yet” obtained  an  export  control  license.  Momentus  did  not  explain,  however,  that  the  BIS  had 
already denied Momentus’s first application in 2018 because of national security issues.  It also did 
not explain that, at the time of the November 2020 registration statement on Form S-4, Momentus’s 
second  application  had  been referred to BIS’s Operating Committee based on objections by the 
Defense and State Departments for national security reasons, and at the time of the December 2020 
Form S-4 amendment, BIS had itself indicated its intent to deny the application.  Those omissions 
were materially misleading  because  they  left  investors  with  the  impression  that  Momentus 
anticipated  that  Kokorich  would  ultimately  receive  an  export  control  license,  when  in  fact  the 
company knew or was reckless in not knowing that it would likely not be granted. 
60.  In both the November and December 2020 Form S-4 registration statements, SRAC 
included revenue  projections  for  Momentus,  forecasting  that the  company  would  grow  from  zero 
revenues in 2019 to revenues of over $4 billion in 2027.  Those projections failed to take into account 
the effect of any adverse decisions by the U.S. government based on national security concerns about 
Kokorich.  As disclosed by SRAC in its June 2021 Form S-4 amendment Momentus was forced to 
considerably reduce  its  financial  projections  for the  same  period due to the  year-long  delay to  its 
inaugural  payload  launch  caused by the adverse licensing decisions stemming from Kokorich’s 
national  security risks,  and  contributed to a reduction  in the  enterprise  valuation of  Momentus  by 
almost 50%, from more than $1.1 billion to less than $600 million. 
Violations 
61. As a result of the conduct described above, Momentus violated Section 17(a) of the 
Securities  Act,  Section  10(b)  of  the  Exchange  Act  and  Rule  10b-5  thereunder,  which  prohibit 
fraudulent conduct in the offer or sale of securities and in connection with the purchase or sale of 
securities. Momentus also caused Stable Road’s violations described below.  
62. As a result of the conduct described above, SRAC violated Sections 17(a)(2) and (3) 
of the Securities Act, Section 14(a) of the Exchange Act and Rule 14a-9 thereunder, which prohibit 
the solicitation of a proxy by means of a proxy statement containing a material false statement, and 
Section 13(a) of the Exchange Act and Rules 12b-20 and 13a-11 thereunder, which prohibit issuers 
from filing reports, including Forms 8-K, that contain materially false or misleading information.  
63. As a result of the conduct described above, SRC-NI and Kabot caused Stable Road’s 
violations  of Section 17(a)(3)  of  the  Securities  Act.  Kabot  also  violated Section  14(a)  of  the 
Exchange Act and Rule 14a-9 thereunder. 
Undertakings 
 
64. Respondent Momentus has undertaken to: 
a. Momentus  shall,  within sixty  (60) days  of  the consummation  of  the 
anticipated  merger, create  and  maintain  a  permanent  committee of  its Board  of  Directors, 

 13 
composed  exclusively of independent  directors with  no  compliance  history, responsible  for 
overseeing:  (i)  the  implementation  of  the  terms  of this  Order and  (ii)  controls  governing 
Momentus’s  and  its  management’s  public  statements  regarding Momentus,  including  but  not 
limited to the creation of a disclosure committee of the Board. 
b. Momentus shall retain, within sixty (60) days of the consummation of the 
anticipated   merger,  the  services  of  an  Independent  Compliance  Consultant  (“Independent 
Consultant”) not unacceptable to the staff of the Commission and provide a copy of this Order to 
the  Independent  Consultant. The  Independent  Consultant  shall  have extensive  experience  in 
developing,  implementing  and  overseeing  organizational  compliance  and  ethics  programs. No 
later than ten (10) days following the date of the Independent Consultant’s engagement, Momentus 
shall provide the Commission staff with a copy of the engagement letter detailing the Independent 
Consultant’s responsibilities, which shall  include all reviews and reports required by this Order. 
The  Independent  Consultant’s  compensation  and  expenses   shall   be   borne  exclusively   by 
Momentus. 
c. Momentus shall require the Independent Consultant to: 
i. conduct a comprehensive  ethics  and  compliance  program  assessment  of 
Momentus’s disclosure practices; 
ii. at the end of the review, which in no event shall be more than 210 days after 
the entry of this Order, submit a written and dated report to Momentus and 
the Commission staff that shall include a description of the review performed, 
the  names  of the  individuals  who  performed  the  review,  the  Consultant’s 
findings and recommendations for changes or improvements to Momentus’s 
disclosure practices, policies, procedures, systems, and internal controls, and 
a procedure for implementing the recommended changes and improvements; 
iii. conduct  one  annual  review  365  days  from  the  date  of  the  issuance  of  the 
Independent  Consultant’s  initial  report,  to  assess  whether  Momentus  is 
complying  with  its  then-current  disclosures,  policies,  procedures,  systems, 
and  internal controls  and  whether  the  then-current  disclosures,  policies, 
procedures,  systems,  and  internal  controls  are  effective  in  achieving  their 
stated purposes; 
iv. at the end of the annual review, which in no event shall be more than 180 days 
from  the  date  that  the annual  review  commenced,  submit  a  written  annual 
report to Momentus and the Commission staff that shall include a description 
of  its  findings  and  recommendations,  if  any,  for  additional  changes  or 
improvements to the disclosures, policies, procedures, systems, and  internal 
controls,  and  a  procedure  for  implementing  the  recommended  changes  and 
improvements. 
d. Momentus shall,  within  forty-five  (45)  days  of  receipt  of  each  of  the 
Independent Consultant’s reports, adopt all recommendations contained in the reports, provided, 

 14 
however,  that  within  thirty  (30)  days  after  the  date  of  the  applicable  report, Momentus shall  in 
writing advise the Independent Consultant and the Commission staff of any recommendations that 
it  considers  to  be  unduly  burdensome,  impractical, or  inappropriate.  With  respect  to  any 
recommendation that Momentus considers to be unduly burdensome, impractical, or inappropriate, 
Momentus need not adopt that recommendation at that time but Momentus shall instead propose 
in writing to the Independent Consultant and Commission staff an alternative policy or procedure 
designed  to  achieve  the  same  objective  or  purpose  as  that  recommended  by  the  Independent 
Consultant. Momentus shall  attempt  in  good  faith  to  reach  an  agreement  with  the  Independent 
Consultant on any recommendations objected to by Momentus. Within fifteen (15) days after the 
conclusion  of  the  discussion  and  evaluation  by  Respondent  and  the  Independent  Consultant, 
Momentus shall require that the Independent Consultant  inform Momentus and the Commission 
staff   in   writing   of   the   Independent   Consultant’s   final   determination   concerning   any 
recommendation. At the same time, Momentus may seek approval from the Commission staff to 
not  adopt  recommendations  that  the Momentus can  demonstrate  to  be  unduly burdensome, 
impractical,  or  inappropriate.  In  the  event  that Momentus and  the  Independent  Consultant  are 
unable to agree on an alternative proposal within thirty (30) days and the Commission staff does 
not   agree   that   any   proposed   recommendations   are   unduly   burdensome,   impractical,   or 
inappropriate, Momentus shall abide by the determinations of the Independent Consultant.  
e. Within thirty (30) days of Momentus’s adoption and implementation of all 
of the recommendations in the Independent Consultant’s reports that the Independent Consultant 
deems  appropriate,  as  determined  pursuant  to  the  procedures  set  forth  herein, Momentus shall 
certify  in  writing  to  the  Independent  Consultant  and  the  Commission  staff  that Momentus has 
adopted  and  implemented  all  recommendations  in  the  applicable  report.  The  Commission  staff 
may  make  reasonable  requests  for  further  evidence  of  compliance,  and Momentus agrees  to 
provide such evidence.  
f. Momentus shall cooperate fully with the Independent Consultant and shall 
provide the Independent Consultant with access to such of its files, books, records and personnel 
as  reasonably  requested  for  the  Independent  Consultant’s  review,  including  access  by  on-site 
inspection.  
g. To ensure the independence of the Independent Consultant, Momentus (1) 
shall  not  have  the  authority  to  terminate  the  Independent  Consultant  or  substitute  another 
independent consultant for the initial Independent Consultant without prior written approval of the 
Commission staff; and (2) shall compensate the Independent Consultant and persons engaged to 
assist the Independent Consultant for services rendered pursuant to this Order at their reasonable 
and customary rates.  
h. Momentus shall  require  the  Independent  Consultant  to  enter  into  an 
agreement that provides that for the period of engagement and for a period of two (2) years from 
completion of the engagement, the Independent Consultant shall not enter into any employment, 
consultant, attorney-client, auditing or other professional relationship with Momentus, or any of 
its  present or  former  affiliates,  directors, officers,  employees,  or  agents  acting  in  their  capacity. 
The agreement shall also provide that the Independent Consultant will require that any firm with 
which  he/she  is affiliated or of which  he/she  is  a member, and any person engaged to assist the 

 15 
Independent Consultant in performance of his/her duties under this Order shall not, without prior 
written consent of the Commission staff, enter into any employment, consultant, attorney-client, 
auditing or other professional relationship with Momentus, or any of its present or former affiliates, 
directors,  officers,  employees,  or  agents  acting  in  their  capacity  as  such  for  the  period  of  the 
engagement and for a period of two years after the engagement. The reports by the  independent 
consultant will   likely   include   confidential   financial,   proprietary,   competitive   business   or 
commercial  information.  Public disclosure of the reports could discourage cooperation,  impede 
pending  or  potential  government  investigations  or undermine  the  objectives  of  the  reporting 
requirement.  For these reasons, among others, the reports and the contents thereof are intended to 
remain  and  shall  remain  non-public,  except  (1)  pursuant  to  court  order,  (2)  as  agreed  to  by  the 
parties  in  writing,  (3)  to  the  extent  that  the  Commission  determines  in  its  sole  discretion  that 
disclosure would be in furtherance of the Commission’s discharge of its duties and responsibilities, 
or (4) is otherwise required by law. 
i. Momentus shall not be in, and shall not have an attorney-client relationship 
with the Independent Consultant and shall not seek to invoke the attorney-client privilege or any 
other  doctrine  of  privilege  to  prevent the  Independent  Consultant  from  transmitting  any 
information, reports, or documents to the Commission staff. 
j. Momentus  shall  certify,  in  writing,  compliance  with  the  undertakings  set 
forth  above.  The  certification  shall  identify  the  undertakings,  provide  written  evidence  of 
compliance  in  the  form  of  a  narrative,  and  be  supported  by  exhibits  sufficient  to  demonstrate 
compliance  no  later  than  sixty  (60)  days  from  the  completion  of  each  of  the  undertakings.  The 
Commission  staff  may  make  reasonable  requests  for  further  evidence  of  compliance,  and 
Momentus  agrees  to  provide  such  evidence.  The certification  and  supporting  material  shall  be 
submitted to Anita Bandy, Associate Director, 100 F Street, NE, Washington, DC 20549. 
k. The  staff  of  the  Commission  may  extend  any  of  the  procedural  dates  set 
forth above for good cause shown. The procedural dates shall be counted in calendar days, except 
that if the last day falls on a weekend or federal holiday the next business day shall be considered 
to be the last day. 
65. Momentus shall, jointly with SRAC and upon the issuance of this Order, notify and 
offer each PIPE investor who entered into a subscription agreement with SRAC on or about October 
7, 2020, the right to terminate such subscription agreement during a period of no less than twenty-
four  hours  following  such  notice  and  offer.    Momentus  shall  provide written  confirmation  of  the 
notice and offer, as  well  any  exercise thereof to Commission  staff  within  forty-eight  hours of the 
notice and offer. 
66. Respondent SRAC has undertaken to, jointly with Momentus and upon the 
issuance of this Order, notify and offer each PIPE investor who entered into a subscription 
agreement with SRAC on or about October 7, 2020, the right to terminate such subscription 
agreement during a period of no less than twenty-four hours following such notice and offer.  
SRAC shall provide written confirmation of the notice and offer, as well any exercise thereof to 
Commission staff within forty-eight hours of the notice and offer. 

 16 
67. Respondents SRC-NI has undertaken to forego 250,000 founders shares, as that 
term is defined in the initial registration statement filed by SRAC on Form S-4 on November 2, 
2020, that they otherwise were entitled to receive upon shareholder approval of the business 
combination.  SRAC shall provide written confirmation of the relinquishment of the founder’s 
shares to Commission staff within forty-eight hours.   
68. In connection with this action and any related judicial or administrative 
proceeding or investigation commenced by the Commission or to which the Commission is a 
party, each Respondent (i) agrees to appear and be interviewed by Commission staff at such 
times and places as the staff requests upon reasonable notice; (ii) will accept service by mail or 
facsimile transmission of notices or subpoenas issued by the Commission for documents or 
testimony at depositions, hearings, or trials, or in connection with any related investigation by 
Commission staff; (iii) agrees to appoint an agent to receive service of such notices and 
subpoenas; (iv) with respect to such notices and subpoenas, waives the territorial limits on 
service contained in Rule 45 of the Federal Rules of Civil Procedure and any applicable local 
rules, provided that the party requesting the testimony reimburses Respondents’ travel, lodging, 
and subsistence expenses at the then-prevailing U.S. Government per diem rates; and (v) 
consents to personal jurisdiction over Respondents in any United States District Court for 
purposes of enforcing any such subpoena. 
69. In determining whether accept the Offers, the Commission has considered these 
undertakings. 
IV. 
 In  view  of  the  foregoing,  the  Commission  deems  it  appropriate  to  impose  the  sanctions 
agreed to in Respondents’ Offers. 
 
 Accordingly, pursuant to Section 8A of the Securities Act and Section 21C of the Exchange 
Act, it is hereby ORDERED that: 
 
 A.  Respondent Momentus cease and desist from committing or causing any violations 
and any future violations of Section 17(a) of the Securities Act, and Section 10(b), 13(a) and 14(a) of 
the Exchange Act and Rules 10b-5, 12b-20, 13a-11, and 14a-9 promulgated thereunder. 
 
B. Respondent SRAC cease and desist from committing or causing any violations and 
any  future  violations of Section 17(a)(2) and 17(a)(3) of the Securities  Act and Sections 13(a) and 
14(a) of the Exchange Act and Rules 12b-20, 13a-11, and Rule 14a-9 promulgated thereunder. 
 
C. Respondent  SRC-NI  from  committing  or  causing  any  violations  and  any  future 
violations of Section 17(a)(3) of the Securities Act. 
 
D. Respondent  Kabot cease  and  desist  from  committing or causing any  violations and 
any future violations of Section 17(a)(3) of the Securities Act and Section 14(a) of the Exchange Act 
and Rule 14a-9 thereunder. 
 

 17 
E.  SRAC shall, within 30 days of the entry of this Order, pay a civil money penalty in 
the  amount of $1,000,000 to the Securities  and Exchange  Commission.  If timely  payment  is  not 
made, additional interest shall accrue pursuant to 31 U.S.C. §3717.  
 
F. Kabot shall, within 30 days of the entry of this Order, pay a civil money penalty in 
the amount of $40,000 to the Securities and Exchange Commission.  If timely payment is not made, 
additional interest shall accrue pursuant to 31 U.S.C. §3717.  
 
G.       .       Momentus shall pay civil penalties of $7,000,000 to the Securities and Exchange 
Commission.  Payment shall be made in the following installments:  $2,000,000 within 30 days of 
the entry of this Order and the remaining balance of $5,000,000 within 364 days of the entry of this 
order.  Payments shall be applied first to post order interest, which accrues pursuant to 31 U.S.C. 
3717.  Prior to making the final payment set forth herein, Respondent shall contact the staff of the 
Commission for the amount due.  If Respondent fails to make any payment by the date agreed and/or 
in the amount agreed according to the schedule set forth above, all outstanding payments under this 
Order,  including  post-order interest,  minus  any  payments  made,  shall  become  due  and  payable 
immediately at  the  discretion  of  the  staff  of  the  Commission without  further  application  to  the 
Commission. 
 
Payment must be made in one of the following ways:  
 
(1) Respondent may transmit payment electronically to the Commission, which 
will provide detailed ACH transfer/Fedwire instructions upon request;  
 
(2) Respondent  may  make  direct  payment  from  a  bank  account  via  Pay.gov 
through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  
 
(3) Respondent  may  pay  by  certified  check,  bank cashier’s check,  or  United 
States  postal  money  order,  made  payable  to  the  Securities  and  Exchange 
Commission and hand-delivered or mailed to:  
 
Enterprise Services Center 
Accounts Receivable Branch 
HQ Bldg., Room 181, AMZ-341 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 
 
Payments  by  check  or  money  order  must  be  accompanied  by  a  cover  letter  identifying 
Momentus, SRAC, or  Kabot as  a  Respondent  in  these  proceedings,  and  the  file  number  of  these 
proceedings;  a  copy  of  the  cover  letter  and  check  or  money  order  must  be  sent  to Anita  Bandy, 
Division  of Enforcement, Securities  and Exchange  Commission,  100  F  St., NE,  Washington,  DC 
20549.  
 
 H.  Pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, a Fair Fund is created 
for the penalties referenced in paragraphs E, F, and G above. Amounts ordered to be paid as civil 

 18 
money penalties pursuant to this Order shall be treated as penalties paid to the government for all 
purposes,  including  all  tax  purposes.  To  preserve  the  deterrent  effect  of  the  civil  penalty, 
Respondents Momentus, SRAC, and Kabot agree that in any Related Investor Action, they shall not 
argue  that  they are entitled  to,  nor  shall they benefit  by,  offset  or  reduction  of  any  award  of 
compensatory damages by the amount of any part of Respondent’s payment of a civil penalty in this 
action (“Penalty Offset”). If the court in any Related Investor Action grants such a Penalty Offset, 
Respondents agree that they shall,  within  30  days  after  entry of  a  final order granting the Penalty 
Offset, notify the Commission's counsel in this action and pay the amount of the Penalty Offset to 
the Securities and Exchange Commission. Such a payment shall not be deemed an additional civil 
penalty and shall not be deemed to change the amount of the civil penalty imposed in this proceeding. 
For purposes of this paragraph, a "Related Investor Action" means a private damages action brought 
against Respondent by or on behalf of one or more investors based on substantially the same facts 
as alleged in the Order instituted by the Commission in this proceeding. 
 
I.  Respondents Momentus, SRAC, and Kabot acknowledge that the Commission is not 
imposing a civil penalty in excess of the amounts specified above based upon their cooperation in a 
Commission  investigation or related  enforcement  action. If  at any time  following the  entry of the 
Order, the  Division  of Enforcement (“Division”) obtains  information  indicating that  Respondents 
knowingly provided materially false or misleading information or materials to the Commission, or 
in  a  related  proceeding,  the  Division  may,  at  its  sole  discretion  and  with  prior  notice  to  the 
Respondents,  petition  the  Commission  to  reopen  this  matter  and  seek  an  order  directing  that  the 
Respondents pay  an  additional  civil  penalty. Respondents may  contest  by  way  of  defense  in  any 
resulting  administrative  proceeding  whether  it  knowingly  provided  materially  false  or  misleading 
information, but may not: (1) contest the findings in the Order; or (2) assert any defense to liability 
or remedy, including, but not limited to, any statute of limitations defense. 
 
 J. Momentus shall comply with the undertakings enumerated in Paragraphs 64 and 65 
above. 
 
 K. SRAC shall comply with the undertakings enumerated in Paragrah 66 above. 
 
 L. SRC-NI shall comply with the undertakings enumerated in Paragraph 67 above.  
 
 M. In connection with this action and any related judicial or administrative proceeding 
or  investigation  commenced  by  the  Commission  or  to  which  the  Commission  is  a  party,  each 
Respondent (i) agrees to appear and be interviewed by Commission staff at such times and places 
as  the  staff  requests  upon  reasonable  notice;  (ii)  will  accept  service  by  mail  or  facsimile 
transmission  of  notices  or  subpoenas  issued  by  the  Commission  for  documents  or  testimony  at 
depositions,  hearings,  or  trials,  or  in  connection  with  any  related  investigation  by  Commission 
staff; (iii) agrees to appoint an agent to receive service of such notices and subpoenas; (iv) with 
respect to such notices and subpoenas, waives the territorial limits on service contained in Rule 45 
of  the  Federal  Rules  of  Civil  Procedure  and  any  applicable  local  rules,  provided  that  the  party 
requesting the testimony reimburses Respondents’ travel, lodging, and subsistence expenses at the 
then-prevailing  U.S.  Government  per  diem  rates;  and  (v)  consents  to  personal  jurisdiction  over 
Respondents in any United States District Court for purposes of enforcing any such subpoena. 

 19 
 
V. 
It is further Ordered that, solely for purposes of exceptions to discharge set forth in Section 
523 of the  Bankruptcy  Code,  11  U.S.C.  §523, the findings  in  this  Order are true  and admitted  by 
Kabot, and further, any debt for disgorgement, prejudgment interest, civil penalty or other amounts 
due  by Kabot under  this  Order  or  any  other  judgment,  order,  consent  order,  decree  or  settlement 
agreement entered in connection with this proceeding, is a debt for the violation by Respondent of 
the federal securities laws or any regulation or order issued under such laws, as set forth in Section 
523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19). 
 
 
 By the Commission. 
 
 
 
Vanessa A. Countryman 
        Secretary 
 
 

UNITED STATES OF AMERICA 

 Before the 

 SECURITIES AND EXCHANGE COMMISSION 

 

SECURITIES ACT OF 1933 

Release No. 10955 / July 13, 2021 

 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 92391 / July 13, 2021 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-20393 

 

In the Matter of 

 

MOMENTUS, INC., STABLE 

ROAD ACQUISITION CORP., SRC-

NI HOLDINGS, LLC, and BRIAN 

KABOT,  

 

Respondents. 

 

 

 

 

 

ORDER INSTITUTING CEASE-AND-

DESIST PROCEEDINGS, PURSUANT 

TO SECTION 8A OF THE 

SECURITIES ACT OF 1933 AND 

SECTION 21C OF THE SECURITIES 

EXCHANGE ACT OF 1934, MAKING 

FINDINGS, AND IMPOSING A 

CEASE-AND-DESIST ORDER  

   

 

I. 

 

 The Securities and Exchange Commission (“Commission”) deems it appropriate that cease-

and-desist proceedings be, and hereby are, instituted pursuant to Section 8A of the Securities Act of 

1933 (“Securities Act”) and Section 21C of the Securities Exchange Act of 1934 (“Exchange Act”), 

against Momentus, Inc. (“Momentus”), Stable Road Acquisition Corp. (“SRAC”), SRC-NI 

Holdings, LLC (“SRC-NI”), and Brian Kabot (“Kabot”), collectively referred to herein as 

“Respondents.”  

 

II. 
 

 In anticipation of the institution of these proceedings, Respondents have submitted Offers of 

Settlement (the “Offers”) which the Commission has determined to accept.  Solely for the purpose 

of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 

which the Commission is a party, and without admitting or denying the findings herein, except as to 

the Commission’s jurisdiction over Respondents and the subject matter of these proceedings, which 

are admitted, and except as provided herein in Section V, Respondents consent to the entry of this 

(“Order”), as set forth below.  



 2 

III. 
 

 On the basis of this Order and Respondents’ Offers, the Commission finds1 that:  

 

Summary 

 

1. This case concerns materially false statements, omissions, and other deceptive 

conduct by Momentus, a privately held space company that aspires to provide space infrastructure 

services, and its former Chief Executive Officer Mikhail Kokorich (“Kokorich”), as it sought to go 

public through a business combination with Stable Road Acquisition Corp. (“SRAC”), a publicly 

traded special-purpose acquisition company (“SPAC”).  SRAC also engaged in negligent misconduct 

by repeating and disseminating Momentus’s misrepresentations in Commission filings without a 

reasonable basis in fact. Brian Kabot, SRAC’s CEO who signed public filings that included 

misrepresentations about Momentus’s technology and national security risks, caused SRAC’s 

disclosure violations.  Kabot is also a managing member of SRAC’s sponsor, SRC-NI Holdings, LLC 

(“SRC-NI”), and his conduct as described herein is attributable to SRC-NI. 

2. In the summer and fall of 2020, Momentus and SRAC negotiated a series of 

transactions that, if approved, would result in Momentus going public through a business 

combination with SRAC, generating considerable value for Kokorich, Momentus, Kabot, and SRC-

NI through the stakes they stood to receive in the newly-formed public company.  On October 7, 

2020, Momentus and SRAC announced their merger agreement, and on the same day, SRAC entered 

into subscription agreements with private investment in public equity (“PIPE”) investors, pursuant 

to which the PIPE investors agreed to inject $175 million of capital into Momentus by purchasing 

an aggregate of 17,500,000 shares of common stock of the merged company for $10.00 per share if 

and after the business combination was approved. 

3. Momentus’s business plans and multi-billion dollar revenue projections, as provided 

to PIPE investors and described in SRAC’s Form S-4 registration statement/proxy statement filed in 

connection with the anticipated merger, were premised on Momentus’s development of 

commercially viable technology that it could employ to provide commercial space services to 

customers in the near-term on U.S.-based launches.   

4. Momentus and Kokorich misled SRAC’s investors, including the PIPE investors, in 

two key respects.  First, Momentus and SRAC both claimed that in 2019, Momentus had 

“successfully tested” in space its key technology, a microwave electro-thermal (“MET”) water 

plasma thruster, that Momentus claimed was designed to move a satellite into custom orbit after 

launch.  In fact, that 2019 test failed to meet Momentus’s own public and internal pre-launch criteria 

for success, and was conducted on a prototype that was not designed to generate commercially 

significant amounts of thrust. 

                                                
1  The findings herein are made pursuant to Respondents’ Offer of Settlement and are not 

binding on any other person or entity in this or any other proceeding.  

 



 3 

5. Second, Kokorich and Momentus concealed and made false statements about U.S. 

government concerns with national security and foreign ownership risks posed by Kokorich, 

including concerns related to his affiliation with Momentus.  Based on those concerns, U.S. 

government agencies had the functional authority to block Momentus’s involvement in U.S. based 

launches, and in January 2021, Kokorich resigned his position as CEO as part of an effort to resolve 

the ongoing national security concerns.  Up to at least that point, Momentus and SRAC had disclosed 

that Momentus could face CFIUS restrictions in future transactions as a result of Kokorich’s status 

as a “foreign person,” but investors lacked material information about the extent to which Kokorich’s 

affiliation with Momentus jeopardized, among other things, the company’s launch schedule and the 

revenue projections that were based in part on assumptions about the timing of its first commercial 

launch.   

6. SRAC’s due diligence failures compounded Momentus’s and Kokorich’s 

misrepresentations and omissions and resulted in the dissemination of materially false and 

misleading information to investors.  SRAC’s due diligence of Momentus was conducted in a 

compressed timeframe and unreasonably failed both to probe the basis of Momentus’s claims that 

its technology had been “successfully tested” in space and to follow up on red flags concerning 

national security and foreign ownership risks.  As a result, SRAC’s public filings, including 

registration statements signed by Kabot, incorporated Momentus’s and Kokorich’s false and 

misleading claims and caused investors to be misled about material aspects of Momentus’s business. 

Respondents 

7. Momentus is a Delaware corporation with its principal place of business in Santa 

Clara, California.  Founded in 2017, Momentus aspires to provide satellite-positioning services with 

in-space propulsion systems powered by MET water plasma thrusters.  

8. SRAC is a Delaware corporation with its principal place of business in Venice, 

California.  As a SPAC, SRAC has no operations of its own and exists for the purpose of merging 

with a privately held company with the effect of taking that company public.  On November 13, 

2019, SRAC completed its initial public offering of 17,250,000 units at a price of $10.00 per unit, 

generating gross proceeds of $172.5 million, which are held in trust for the benefit of shareholders 

until completion of a business combination.  Momentus will receive the proceeds of the IPO upon 

completion of the proposed business combination with SRAC.  SRAC’s securities are traded on 

Nasdaq under the ticker symbols “SRAC,” “SRACU” and “SRACW.”  The IPO proceeds will be 

returned to shareholders if a business combination is not consummated. 

9. Brian Kabot, age 43, has been SRAC’s CEO and Chairman of its Board of Directors 

since its founding in 2019.  

10. SRC-NI is a Delaware corporation with its principal place of business in Venice, 

California.  SRC-NI initially contributed $4.625 million in working capital to fund SRAC from its 

inception through a business combination.  SRC-NI received shares in SRAC in exchange for this 

capital investment.  It also contributed an additional $6.4 million between November 2020 and June 

2021 but received no additional shares in SRAC.  Kabot is one of SRC-NI’s three managing 



 4 

members and a minority shareholder.  Kabot’s actions as alleged herein were taken on behalf of and 

for the benefit of SRC-NI.  

Other Relevant Person 

11. Mikhail Kokorich, age 45, is a Russian citizen residing in Switzerland. He served as 

Momentus’s CEO from the time he founded the company in 2017 until his resignation on January 

25, 2021. 

Background 

I. Misrepresentations of Material Fact and Misleading Omissions about Momentus’s 

Technology 

a. Momentus’s Technology Is Currently Unproven 

12. Large commercial satellite launch providers offer launch services to satellite owners 

but leave the “rideshare satellites” in a limited range of orbits.  Momentus hopes to address a market 

need by offering “last mile” satellite placement services for these rideshare satellites, allowing the 

satellites to be placed in a custom orbit.  According to Momentus’s plans, Momentus will integrate 

its customer’s payload, i.e., a satellite, into a Momentus vehicle, which will then be loaded onto a 

larger rocket operated by the commercial launch provider.  The rocket will then deposit Momentus’s 

vehicle in orbit, at which point Momentus will move its vehicle and the customer’s integrated 

payload into a custom orbit using its “cornerstone” technology, a propulsion system using MET 

water plasma thrusters.  

13. Momentus’s business model is premised in part on the development and testing of its 

MET water propulsion thruster technology.  To achieve commercial viability, Momentus plans to 

operate its MET water propulsion thruster reliably in space and provide the necessary thrust and 

length of operation needed to move customer satellites into specified orbits.  At present, Momentus 

does not have the in-space flight experience to demonstrate commercial viability of its thruster 

technology.  

14. The MET water propulsion thruster has never been used commercially in space. 

Momentus has only tested a version of its MET water propulsion thruster in space once, during a 

July 2019 mission named “El Camino Real.”   For this mission, Momentus built and placed its 2019 

version of the MET water propulsion thruster on a third-party satellite for the purpose of testing the 

thruster and performing various maneuvers.  Prior to the mission, Momentus internally defined 

“mission success” as “100 individual burns of 1 minute or more.” 

15. Momentus also externally defined success to include a demonstration of the thruster’s 

ability to provide commercial launch services.  For example, in a January 2019 blog post on its 

website, Momentus stated that the El Camino Real mission would give investors “absolute 

confidence” that Momentus’s service would be “on time, safe and reliable.”  Momentus went on to 

say that it would “be able to run the thruster long enough to fully characterize its performance in 

space with dozens of stop start cycles and [to] then safely de-orbit the vehicle.” 



 5 

16. Momentus’s claim that the El Camino Real mission would demonstrate its ability to 

provide commercial launch services was false.  The 2019 version of the Momentus MET water 

propulsion thruster was not powerful enough to provide commercial satellite-placement services. 

Moreover, the thruster tested in the El Camino Real mission did not provide measurable or detectible 

changes in the satellite’s orbital velocity.  According to a former Momentus officer, the thruster was 

too small and inefficient to have commercial potential. 

b. The 2019 In-Space Test Failed to Meet the Pre-Launch Success Criteria 

17. The El Camino Real mission did not meet any of the public or internal success 

criteria.  After experiencing significant issues with supporting sub-systems and its propulsion 

system, Momentus achieved only twelve “hot firings” with microwave power turned on out of 23 

firings.  While a pump issue significantly restricted flow of water into the thruster during nine of the 

12 hot firings, preventing plasma-generation, data suggests that only three hot firings produced 

plasma.  However, none of the firings lasted a full minute and none generated measurable thrust.  

Momentus lost contact with the satellite approximately three months into the planned six-month 

mission and was never able to attempt the remaining 77 firings it had planned, much less achieve 

any of the “100 individual burns of 1 minute or more.”  

18. The El Camino Real satellite is still in space, but it is not functional. 

19. The El Camino Real mission did not demonstrate the thruster’s ability to provide 

commercial launch services.  The mission yielded no data to suggest that the 2019 version of the 

thruster would deliver an impulse of any commercial significance, failed to demonstrate the 

propulsion system’s reliability of longevity, and did not characterize the performance of the thrusters. 

20. Kokorich was informed of all relevant aspects of the El Camino Real results.  In 

addition, a member of senior management internally acknowledged, in a document on which 

Kokorich was copied, that Momentus did not obtain “any useful mission results” from the launch.  

Kokorich was also copied on emails discussing the creation of a “failure review board” to study the 

El Camino Real mission due to the inability to obtain useful data from the mission because of its 

failure.  

c. Kokorich and Momentus Mischaracterized Results of the In-Space Testing 

21. In a September 25, 2019 article in Space News titled, “Momentus reports success 

in testing water plasma propulsion,” Kokorich enthused, after testing had begun on the El Camino 

Real mission, “Water plasma propulsion is now technologically mature enough to be baselined for 

operational in-space transportation missions.”  He also repeated the claim from Momentus’s 

January 2019 blog post that “the purpose of the El Camino Real mission was to flight demonstrate 

our core propulsion technology so customers, investors and stakeholders can have absolute 

confidence that Momentus will deliver their payloads to a given orbit.” 

22. Kokorich’s claims in the Space News article were false because the El Camino Real 

mission was never intended to demonstrate the thruster’s commercial viability or to give investors 

and customers “absolute confidence” that Momentus could maneuver customer payloads to a custom 



 6 

orbit.  Moreover, as Kokorich knew or was reckless in not knowing, the mission failed because the 

thruster produced a plasma, which is necessary but not sufficient to generate thrust, only 3 times out 

of 23 attempts, and each plasma formation lasted less than a full minute.  In fact, Momentus did not 

obtain “any useful mission results” and the in-space test of the thruster did not meet any of its success 

criteria.  Even if the mission had accomplished Momentus’s internal criteria—which it did not—it 

still would not have demonstrated that the thruster was “technologically mature enough to be 

baselined for operational in-space transportation missions.” 

23. Prior to the execution of the merger agreement, Momentus and Kokorich told SRAC 

and Kabot that the El Camino Real mission was a success but did not inform them of any internal 

concerns or shortcomings with the in-space test.    

d. SRAC Did Not Perform Reasonable Due Diligence on Momentus’s Claims 

Regarding the El Camino Real Mission 

24. SRAC exists for the purpose of merging or otherwise combining with a privately 

held company in order to take that company public. After its November 2019 initial public 

offering, SRAC’s charter allowed the company eighteen months, or until May 2021, to find a 

merger partner, obtain shareholder approval, and complete the business combination.  Otherwise, 

the company would dissolve, the money raised in the IPO would be returned to investors, and 

SCR-NI’s investment of working capital would be lost.  

25. SRAC’s initial efforts to identify a merger candidate focused on the cannabis 

industry, and dozens of companies in that industry were evaluated, but SRAC ultimately decided 

not to pursue a target in that industry given changes in the regulatory and business environment.  

By late June 2020, SRAC was considering other early-stage growth companies, but still had not 

identified a company for a merger.  

26. Kabot met Kokorich on or about June 29, 2020, and merger discussions began in 

earnest in early July.  

27. SRAC engaged several firms to assist with due diligence, including a space 

technology consulting firm with the expertise to investigate the state of development of 

Momentus’s technology.  However, SRAC did not retain the firm and begin its substantive due 

diligence on Momentus’s technology until late August or early September 2020, a little more than 

a month before the merger announcement on October 7. 

28. SRAC hired the space technology consulting firm to conduct a rapid technical 

assessment.  The consulting firm initially represented in its proposal that it could perform its work 

in two weeks, although it eventually took over four weeks.  SRAC did not specifically ask the 

consulting firm to review the El Camino Real mission and, in response to the firm’s questions, 

Momentus suggested that the early-stage test launch was not relevant to their current work due to 

their development of the technology in the intervening sixteen months.   As a result, the consulting 

firm did not evaluate the mission’s results or review any related data or other information, and the 

report it provided to SRAC made no mention of the El Camino Real mission, even though it would 

have been capable of examining and reporting on that issue.    



 7 

29. SRAC nonetheless included Momentus’s false claims in its registration statement 

on Form S-4 filed on November 2, 2020 and as amended on December 14, 2020 and March 8, 

2021, stating that Momentus had “successfully tested” its MET technology in space.  SRAC also 

included Momentus’s financial projections, which were based in part on the assumption that 

Momentus’s thruster was approaching commercial viability and were buttressed by misleading 

claims about the success of the El Camino Real mission. 

e. Repeated Mischaracterizations of the El Camino Real Results  

30. Before publicly announcing their merger agreement, Momentus and SRAC made 

multiple slide presentations to potential PIPE investors.  Each of those presentations contained a 

slide titled, “Momentus at a Glance,” which claimed that Momentus “successfully tested water based 

propulsion technology on a demo flight launched mid-2019 – is still operational today.” 

31. Momentus and SRAC announced their merger on October 7, 2020.  That day, SRAC 

and Momentus made a presentation to institutional investors and analysts using slides virtually 

identical to the ones shown to PIPE investors.  This presentation claimed that Momentus 

“successfully tested water based propulsion technology on a demo flight launched mid-2019 – is still 

operational today.”  In his comments to the presentation, Kokorich reiterated that Momentus had 

“successfully tested our groundbreaking thruster in space.”   SRAC publicly filed a copy of this slide 

presentation on both Form 8-K and Form 425, and filed similar presentations containing similar 

claims about Momentus’s in-space testing on November 17, 2020 and December 14, 2020. 

32. On November 2, 2020, SRAC filed its initial registration statement on Form S-4 

related to the merger with Momentus and subsequently filed two Form S-4 amendments on 

December 14, 2020 and March 8, 2021, respectively.  Kabot signed each of these registration 

statements on behalf of SRAC. 

33. Each of these three registration statements contained a subsection titled, “Information 

about Momentus,” in which Momentus falsely claimed that it “successfully tested our water plasma 

propulsion technology in space,” referring to but not specifically naming the El Camino Real 

mission.  

34. SRAC adopted Momentus’s characterization of the mission, separately representing 

in a different subsection of each registration statement that in 2019 Momentus “successfully tested” 

its “cornerstone water plasma propulsion technology in space.”  SRAC also stated that it conducted 

“extensive due diligence” on a number of issues, one of which was Momentus’s “technology 

solutions.”  SRAC also stated that its consultants were asked to and did report on Momentus’s 

“testing progress.” 

35. By characterizing the mission as a “success” without explaining that the mission did 

not meet any of Momentus’s pre-launch evaluation criteria, Momentus made false statements and 

omitted facts necessary to make their statements not misleading.   

36. SRAC incorporated Momentus’s claims about the mission’s “success” into multiple 

public filings, including multiple versions of the registration statement, even though its due diligence 

neglected to evaluate—much less confirm—the factual basis of the claims.  For example, SRAC 



 8 

stated in its November 2020 registration statement on Form S-4 and amendments that its board 

recommended shareholder approval of the business combination with Momentus based on, among 

other things, Momentus’s “[v]aluable [i]ntellectual [p]roperty,” “including its cornerstone water 

plasma propulsion technology, which it successfully tested in space in 2019.” 

37. Investors, whether PIPE investors who received the slide presentations or retail 

investors who reviewed the November 2020 registration statement on Form S-4 and subsequent 

amendments, had no way of knowing that the mission did not meet any of it pre-launch goals or 

demonstrate that Momentus’s services would be “on time, safe and reliable,” as promised in the 

January 2019 blog post.  

38. SRAC’s statements in the November 2020 registration statement on Form S-4 and 

the December 2020 and March 2021 amendments also gave investors the misleading impression that 

its due diligence extended to and independently verified the claim that Momentus’s technology had 

been “successfully tested” in space.  Investors had no way to know that SRAC was merely repeating 

what it had been told by Kokorich and Momentus, since the “due diligence” concerning Momentus’s 

“technology solutions” and “testing progress” never examined the results of the El Camino Real 

mission.  

39. The misrepresentations and omissions in the November 2020 registration statement 

on Form S-4 and the December 2020 and March 2021 amendments were material.  Because 

Momentus can only generate revenue in future missions under its current business plan if its thruster 

can generate commercially significant thrust, reasonable investors would find it important to know 

whether Momentus had demonstrated in space that its technology had that capability.  They would 

find it important to know whether Momentus had shown that its services would be “on time, safe 

and reliable” or whether Momentus could “deliver [customer] payloads to a given orbit.”  They 

would also find it important to know whether the mission succeeded according to Momentus’s pre-

launch definition of success.  By misleading investors about the results of the in-space test, the 

registration statement on Form S-4 and other public filings falsely assured investors that Momentus 

was further on the road to the commercial deployment of its technology than it actually was.  

40. Momentus knowingly or recklessly made the misrepresentations and omissions of 

material fact regarding the El Camino Real mission.  Momentus understood that the launch was 

never designed to test the commercial viability of Momentus’s thrusters.  It also knew that the launch 

did not yield “any useful mission results,” as one of Momentus’s engineers wrote in an internal 

document shared with Kokorich.  In contrast to its public statements, Momentus knew the test was 

not a success and did not provide “absolute confidence” that Momentus could deliver customer 

payloads to a given orbit. 

41. Although Kokorich and Momentus never shared with SRAC and Kabot material 

internal analyses about the mission’s failure, SRAC nevertheless acted unreasonably in adopting and 

repeating Momentus’s claim that it had successfully tested its technology in space when it had not 

conducted any specific due diligence to evaluate and verify the accuracy of that material assertion. 



 9 

f. Statements About the El Camino Real Mission in the Third Amendment to the 

Registration Statement on Form S-4 

42. In its third amendment to the registration statement on Form S-4 filed on June 29, 

2021, Momentus and SRAC disclosed that the El Camino Real mission “did not demonstrate the 

MET’s ability to generate thrust in space, which is crucial to our ability to maneuver objects in 

space.”  The June 2021 registration statement on Form S-4 also states, “Moreover, even if the unit 

generates thrust, there can be no assurance that it can be operated in a manner that is sufficiently 

reliable and efficient to permit commercialization of the technology.”   

II. Misrepresentations of Material Fact and Misleading Omissions Regarding the U.S. 

Government’s National Security Concerns  

a. U.S. Government Agencies Had National Security Concerns About Kokorich 

43. Since 2018, multiple U.S. government agencies have expressed national security 

concerns about Kokorich, a fact that was well known to both Kokorich and Momentus but never 

disclosed to investors.  

44. The Bureau of Industry and Security (“BIS”), a bureau of the U.S. Department of 

Commerce, oversees the issuance of export licenses, which authorize the provision of certain 

technologies to foreign individuals or entities.  The stated mission of the BIS is to “advance U.S. 

national security, foreign policy, and economic objectives.”  

45. Because Kokorich is a foreign national, he could not access parts of Momentus’s 

technology without an export license.  In 2017, Momentus (then operating under the name “Space 

Apprentices Enterprise”) applied for an export license for Kokorich.  In March 2018, the BIS denied 

the application on the ground that Kokorich was not an “acceptable recipient” of  U.S. origin-items 

controlled for national security reasons.”  

46. In April 2018, in connection with Kokorich’s investment in a different space 

technology company, the Committee on Foreign Investment in the United States (“CFIUS”), an 

intergovernmental agency that includes the U.S. Departments of Commerce, Defense, and State, 

informed Kokorich that, as with every transaction it reviews, it assesses whether a foreign person 

has the capability or intention to exploit or cause harm (which CFIUS defines as the “threat”) and 

whether the nature of the U.S. business creates susceptibility to impairment of U.S. national security 

(the “vulnerability”).  CFIUS further explained that a national security risk is a “function of the 

interaction between threat and vulnerability.”  CFIUS subsequently informed Kokorich, through his 

counsel, that it had specific concerns about Kokorich himself, meaning that CFIUS considered 

Kokorich to be a “threat” that caused his affiliation with that other space technology company to be 

a risk to national security.  As there was no acceptable mitigation option, CFIUS ordered Kokorich 

to divest his interest in the space technology company in June 2018.   

47. SRAC disclosed in its November 2020 registration statement on Form S-4 and in 

subsequent amendments, that in 2018, CFIUS had ordered Kokorich to divest ownership in the other 

space technology company but did not disclose CFIUS’s express concerns with Kokorich himself.  



 10 

48. In June 2018, U.S. Customs and Immigration Services (“USCIS”) revoked 

Kokorich’s work visa and denied his application for permanent resident status.  Kokorich then 

applied for political asylum in September 2018, claiming that he was a prominent critic of the 

Russian government.  A year later, on or about August 28, 2019, USCIS issued a referral notice 

informing Kokorich that it had not granted his asylum application, and that it had referred his case 

to an immigration judge for adjudication in removal proceedings.  USCIS based its determination on 

“inconsistencies” in Kokorich’s application and testimony “with regard to [his] political affiliations 

and activities in Russia.”  Kokorich was in the process of adjudicating the removal proceedings 

before an immigration judge when he left the U.S. in January 2021. 

49. Kokorich’s national security issues continued to create problems in the months 

leading up to the merger announcement.  In February 2020, Momentus filed a new application for 

an export license for Kokorich.  In July 2020, Momentus and Kokorich learned that the Defense and 

State Departments had objected to Kokorich’s application, requiring the application to be elevated 

to the BIS’s Operating Committee.  In October 2020, Momentus learned that the Operating 

Committee would recommended that BIS deny of the license, and in November 2020, after the filing 

of the first registration statement for the merger but before the filing of the amendment, Momentus 

and Kokorich learned that the Commerce Department would outright deny the license for reasons 

related to national security.  

b. Kokorich’s National Security Risks Were Material to Investors 

 

50. Before it is able to launch any vehicle on a U.S. mission, Momentus or its launch 

partners must obtain licenses from various U.S. government agencies, including the FAA.  Those 

agencies have the authority to deny a license for national security reasons and work in consultation 

with the Defense Department to determine if the payload of a mission presents a national security 

risk.  If Momentus or its launch partners are unable to obtain the necessary licenses, Momentus 

cannot participate in launches and thus cannot execute on its business plan.  The U.S. government’s 

national security-related concerns about Kokorich therefore posed a significant threat to Momentus’s 

ability to participate in launches and generate meaningful revenue. 

51. The growing issues that Momentus faced as a result of its affiliation with Kokorich 

came to a head in December 2020, just two months after the merger announcement.  Momentus was 

scheduled to participate in a third party’s launch in January 2021.  That launch represented a key 

milestone for Momentus because it was supposed to be the company’s first commercial flight.  On 

December 23, 2020, the FAA notified the third party launch provider that it would not approve the 

launch with Momentus’s payload on board.  As a result, the third party launch provider removed 

Momentus’s payload from its rocket and proceeded with the launch.   

52. Shortly afterwards, in January 2021, Momentus and SRAC became aware of 

correspondence from the Defense Department stating that Momentus posed a risk to national security 

as a result of its association with Kokorich.  To address this issues, Kokorich formally stepped down 

as CEO of Momentus on January 25, 2021 and on March 31, 2021, placed his shares of Momentus 

stock in a voting trust.  



 11 

53. Kokorich’s resignation did not immediately solve Momentus’s problems.  In May 

2021, the FAA once again did not approve Momentus’s participation in the June 2021 launch of a 

third-party launch provider.  The FAA explicitly based its denial on a finding that the launch of 

Momentus’s payload would jeopardize national security due to Momentus’s then current corporate 

structure, a reference to Kokorich’s continued ownership interest in the company.  Later in May 

2021, the third party launch provider informed Momentus that it would not allow any Momentus 

payload on any launch through the end of the year while Momentus “works to secure approvals from 

the U.S. government.”  

54. On June 8, 2021, Kokorich and Momentus entered into a National Security 

Agreement with CFIUS, pursuant to which Kokorich agreed to fully divest from the company and 

Momentus agreed, among other things, to implement increased security measures and appoint a 

CFIUS-approved director to its board of directors.  As recently disclosed by SRAC, the time required 

to finalize the NSA and resolve issues stemming from Kokorich’s involvement with Momentus has 

resulted in a reforecast of potential launch dates from 2021 to 2022. 

c. SRAC Failed to Conduct Reasonable Due Diligence Related to Kokorich’s 

National Security Issues  

55. Momentus and Kokorich did not share the extent of Kokorich’s national security 

issues with SRAC and Kabot. 

56. SRAC nonetheless conducted inadequate due diligence related to Kokorich’s forced 

divestiture in 2018 from a prior space technology company and his status as a national security risk 

generally.  SRAC and Kabot knew that CFIUS, which exists for the express purpose of assessing 

national security risks posed by foreign investment in U.S. businesses, had required Kokorich to 

divest from another space technology company in 2018.  During due diligence, SRAC received a 

copy of CFIUS’s final order and repeatedly asked Momentus for correspondence and other 

documents that would describe the basis of the order.  Momentus responded that it did not possess 

those documents—despite the fact that Kokorich had custody and control over correspondence and 

documents related to the CFIUS order.  SRAC nonetheless executed its merger agreement with 

Momentus and filed multiple registration statements without obtaining a full and complete 

understanding of the basis for the CFIUS’s order or its impact on Momentus’ business.   

d. False Statements or Omissions Regarding Kokorich’s National Security Issues 

 

57. Both the November 2020 registration statement on Form S-4 and the December 

2020 amendment, which was filed after Momentus learned that Kokorich’s most recent application 

for an export license would be denied for national security reasons, contain false statements and 

misleading omissions regarding the U.S. government’s national security concerns about Kokorich.  

SRAC disclosed the existence of general national security risks in January 2021, at the time of 

Kokorich’s resignation, and disclosed further material details about those concerns and their impact 

on Momentus and the merger in the March 2021 registration statement on Form S-4 amendment.   

58. In a subsection of both the November 2020 registration statement on Form S-4 and 

the December 2020 amendment titled, “Risk Factors,” Momentus stated that it believed Kokorich’s 



 12 

asylum application would be granted, but failed to disclose the fact that Kokorich was considered a 

national security risk and thus less likely to obtain asylum.   

59. Also in the “Risk Factors” subsection, Momentus disclosed that Kokorich had not 

“yet” obtained an export control license.  Momentus did not explain, however, that the BIS had 

already denied Momentus’s first application in 2018 because of national security issues.  It also did 

not explain that, at the time of the November 2020 registration statement on Form S-4, Momentus’s 

second application had been referred to BIS’s Operating Committee based on objections by the 

Defense and State Departments for national security reasons, and at the time of the December 2020 

Form S-4 amendment, BIS had itself indicated its intent to deny the application.  Those omissions 

were materially misleading because they left investors with the impression that Momentus 

anticipated that Kokorich would ultimately receive an export control license, when in fact the 

company knew or was reckless in not knowing that it would likely not be granted. 

60.  In both the November and December 2020 Form S-4 registration statements, SRAC 

included revenue projections for Momentus, forecasting that the company would grow from zero 

revenues in 2019 to revenues of over $4 billion in 2027.  Those projections failed to take into account 

the effect of any adverse decisions by the U.S. government based on national security concerns about 

Kokorich.  As disclosed by SRAC in its June 2021 Form S-4 amendment Momentus was forced to 

considerably reduce its financial projections for the same period due to the year-long delay to its 

inaugural payload launch caused by the adverse licensing decisions stemming from Kokorich’s 

national security risks, and contributed to a reduction in the enterprise valuation of Momentus by 

almost 50%, from more than $1.1 billion to less than $600 million. 

Violations 

61. As a result of the conduct described above, Momentus violated Section 17(a) of the 

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

fraudulent conduct in the offer or sale of securities and in connection with the purchase or sale of 

securities. Momentus also caused Stable Road’s violations described below.  

62. As a result of the conduct described above, SRAC violated Sections 17(a)(2) and (3) 

of the Securities Act, Section 14(a) of the Exchange Act and Rule 14a-9 thereunder, which prohibit 

the solicitation of a proxy by means of a proxy statement containing a material false statement, and 

Section 13(a) of the Exchange Act and Rules 12b-20 and 13a-11 thereunder, which prohibit issuers 

from filing reports, including Forms 8-K, that contain materially false or misleading information.  

63. As a result of the conduct described above, SRC-NI and Kabot caused Stable Road’s 

violations of Section 17(a)(3) of the Securities Act. Kabot also violated Section 14(a) of the 

Exchange Act and Rule 14a-9 thereunder. 

Undertakings 
 

64. Respondent Momentus has undertaken to: 

a. Momentus shall, within sixty (60) days of the consummation of the 

anticipated merger, create and maintain a permanent committee of its Board of Directors, 



 13 

composed exclusively of independent directors with no compliance history, responsible for 

overseeing: (i) the implementation of the terms of this Order and (ii) controls governing 

Momentus’s and its management’s public statements regarding Momentus, including but not 

limited to the creation of a disclosure committee of the Board. 

b. Momentus shall retain, within sixty (60) days of the consummation of the 

anticipated merger, the services of an Independent Compliance Consultant (“Independent 

Consultant”) not unacceptable to the staff of the Commission and provide a copy of this Order to 

the Independent Consultant. The Independent Consultant shall have extensive experience in 

developing, implementing and overseeing organizational compliance and ethics programs. No 

later than ten (10) days following the date of the Independent Consultant’s engagement, Momentus 

shall provide the Commission staff with a copy of the engagement letter detailing the Independent 

Consultant’s responsibilities, which shall include all reviews and reports required by this Order. 

The Independent Consultant’s compensation and expenses shall be borne exclusively by 

Momentus. 

c. Momentus shall require the Independent Consultant to: 

i. conduct a comprehensive ethics and compliance program assessment of 

Momentus’s disclosure practices; 

ii. at the end of the review, which in no event shall be more than 210 days after 

the entry of this Order, submit a written and dated report to Momentus and 

the Commission staff that shall include a description of the review performed, 

the names of the individuals who performed the review, the Consultant’s 

findings and recommendations for changes or improvements to Momentus’s 

disclosure practices, policies, procedures, systems, and internal controls, and 

a procedure for implementing the recommended changes and improvements; 

iii. conduct one annual review 365 days from the date of the issuance of the 

Independent Consultant’s initial report, to assess whether Momentus is 

complying with its then-current disclosures, policies, procedures, systems, 

and internal controls and whether the then-current disclosures, policies, 

procedures, systems, and internal controls are effective in achieving their 

stated purposes; 

iv. at the end of the annual review, which in no event shall be more than 180 days 

from the date that the annual review commenced, submit a written annual 

report to Momentus and the Commission staff that shall include a description 

of its findings and recommendations, if any, for additional changes or 

improvements to the disclosures, policies, procedures, systems, and internal 

controls, and a procedure for implementing the recommended changes and 

improvements. 

d. Momentus shall, within forty-five (45) days of receipt of each of the 

Independent Consultant’s reports, adopt all recommendations contained in the reports, provided, 



 14 

however, that within thirty (30) days after the date of the applicable report, Momentus shall in 

writing advise the Independent Consultant and the Commission staff of any recommendations that 

it considers to be unduly burdensome, impractical, or inappropriate. With respect to any 

recommendation that Momentus considers to be unduly burdensome, impractical, or inappropriate, 

Momentus need not adopt that recommendation at that time but Momentus shall instead propose 

in writing to the Independent Consultant and Commission staff an alternative policy or procedure 

designed to achieve the same objective or purpose as that recommended by the Independent 

Consultant. Momentus shall attempt in good faith to reach an agreement with the Independent 

Consultant on any recommendations objected to by Momentus. Within fifteen (15) days after the 

conclusion of the discussion and evaluation by Respondent and the Independent Consultant, 

Momentus shall require that the Independent Consultant inform Momentus and the Commission 

staff in writing of the Independent Consultant’s final determination concerning any 

recommendation. At the same time, Momentus may seek approval from the Commission staff to 

not adopt recommendations that the Momentus can demonstrate to be unduly burdensome, 

impractical, or inappropriate. In the event that Momentus and the Independent Consultant are 

unable to agree on an alternative proposal within thirty (30) days and the Commission staff does 

not agree that any proposed recommendations are unduly burdensome, impractical, or 

inappropriate, Momentus shall abide by the determinations of the Independent Consultant.  

e. Within thirty (30) days of Momentus’s adoption and implementation of all 

of the recommendations in the Independent Consultant’s reports that the Independent Consultant 

deems appropriate, as determined pursuant to the procedures set forth herein, Momentus shall 

certify in writing to the Independent Consultant and the Commission staff that Momentus has 

adopted and implemented all recommendations in the applicable report. The Commission staff 

may make reasonable requests for further evidence of compliance, and Momentus agrees to 

provide such evidence.  

f. Momentus shall cooperate fully with the Independent Consultant and shall 

provide the Independent Consultant with access to such of its files, books, records and personnel 

as reasonably requested for the Independent Consultant’s review, including access by on-site 

inspection.  

g. To ensure the independence of the Independent Consultant, Momentus (1) 

shall not have the authority to terminate the Independent Consultant or substitute another 

independent consultant for the initial Independent Consultant without prior written approval of the 

Commission staff; and (2) shall compensate the Independent Consultant and persons engaged to 

assist the Independent Consultant for services rendered pursuant to this Order at their reasonable 

and customary rates.  

h. Momentus shall require the Independent Consultant to enter into an 

agreement that provides that for the period of engagement and for a period of two (2) years from 

completion of the engagement, the Independent Consultant shall not enter into any employment, 

consultant, attorney-client, auditing or other professional relationship with Momentus, or any of 

its present or former affiliates, directors, officers, employees, or agents acting in their capacity. 

The agreement shall also provide that the Independent Consultant will require that any firm with 

which he/she is affiliated or of which he/she is a member, and any person engaged to assist the 



 15 

Independent Consultant in performance of his/her duties under this Order shall not, without prior 

written consent of the Commission staff, enter into any employment, consultant, attorney-client, 

auditing or other professional relationship with Momentus, or any of its present or former affiliates, 

directors, officers, employees, or agents acting in their capacity as such for the period of the 

engagement and for a period of two years after the engagement. The reports by the independent 

consultant will likely include confidential financial, proprietary, competitive business or 

commercial information.  Public disclosure of the reports could discourage cooperation, impede 

pending or potential government investigations or undermine the objectives of the reporting 

requirement.  For these reasons, among others, the reports and the contents thereof are intended to 

remain and shall remain non-public, except (1) pursuant to court order, (2) as agreed to by the 

parties in writing, (3) to the extent that the Commission determines in its sole discretion that 

disclosure would be in furtherance of the Commission’s discharge of its duties and responsibilities, 

or (4) is otherwise required by law. 

i. Momentus shall not be in, and shall not have an attorney-client relationship 

with the Independent Consultant and shall not seek to invoke the attorney-client privilege or any 

other doctrine of privilege to prevent the Independent Consultant from transmitting any 

information, reports, or documents to the Commission staff. 

j. Momentus shall certify, in writing, compliance with the undertakings set 

forth above. The certification shall identify the undertakings, provide written evidence of 

compliance in the form of a narrative, and be supported by exhibits sufficient to demonstrate 

compliance no later than sixty (60) days from the completion of each of the undertakings. The 

Commission staff may make reasonable requests for further evidence of compliance, and 

Momentus agrees to provide such evidence. The certification and supporting material shall be 

submitted to Anita Bandy, Associate Director, 100 F Street, NE, Washington, DC 20549. 

k. The staff of the Commission may extend any of the procedural dates set 

forth above for good cause shown. The procedural dates shall be counted in calendar days, except 

that if the last day falls on a weekend or federal holiday the next business day shall be considered 

to be the last day. 

65. Momentus shall, jointly with SRAC and upon the issuance of this Order, notify and 

offer each PIPE investor who entered into a subscription agreement with SRAC on or about October 

7, 2020, the right to terminate such subscription agreement during a period of no less than twenty-

four hours following such notice and offer.  Momentus shall provide written confirmation of the 

notice and offer, as well any exercise thereof to Commission staff within forty-eight hours of the 

notice and offer. 

66. Respondent SRAC has undertaken to, jointly with Momentus and upon the 

issuance of this Order, notify and offer each PIPE investor who entered into a subscription 

agreement with SRAC on or about October 7, 2020, the right to terminate such subscription 

agreement during a period of no less than twenty-four hours following such notice and offer.  

SRAC shall provide written confirmation of the notice and offer, as well any exercise thereof to 

Commission staff within forty-eight hours of the notice and offer. 



 16 

67. Respondents SRC-NI has undertaken to forego 250,000 founders shares, as that 

term is defined in the initial registration statement filed by SRAC on Form S-4 on November 2, 

2020, that they otherwise were entitled to receive upon shareholder approval of the business 

combination.  SRAC shall provide written confirmation of the relinquishment of the founder’s 

shares to Commission staff within forty-eight hours.   

68. In connection with this action and any related judicial or administrative 

proceeding or investigation commenced by the Commission or to which the Commission is a 

party, each Respondent (i) agrees to appear and be interviewed by Commission staff at such 

times and places as the staff requests upon reasonable notice; (ii) will accept service by mail or 

facsimile transmission of notices or subpoenas issued by the Commission for documents or 

testimony at depositions, hearings, or trials, or in connection with any related investigation by 

Commission staff; (iii) agrees to appoint an agent to receive service of such notices and 

subpoenas; (iv) with respect to such notices and subpoenas, waives the territorial limits on 

service contained in Rule 45 of the Federal Rules of Civil Procedure and any applicable local 

rules, provided that the party requesting the testimony reimburses Respondents’ travel, lodging, 

and subsistence expenses at the then-prevailing U.S. Government per diem rates; and (v) 

consents to personal jurisdiction over Respondents in any United States District Court for 

purposes of enforcing any such subpoena. 

69. In determining whether accept the Offers, the Commission has considered these 

undertakings. 

IV. 

 In view of the foregoing, the Commission deems it appropriate to impose the sanctions 

agreed to in Respondents’ Offers. 

 

 Accordingly, pursuant to Section 8A of the Securities Act and Section 21C of the Exchange 

Act, it is hereby ORDERED that: 

 

 A.  Respondent Momentus cease and desist from committing or causing any violations 

and any future violations of Section 17(a) of the Securities Act, and Section 10(b), 13(a) and 14(a) of 

the Exchange Act and Rules 10b-5, 12b-20, 13a-11, and 14a-9 promulgated thereunder. 

 

B. Respondent SRAC cease and desist from committing or causing any violations and 

any future violations of Section 17(a)(2) and 17(a)(3) of the Securities Act and Sections 13(a) and 

14(a) of the Exchange Act and Rules 12b-20, 13a-11, and Rule 14a-9 promulgated thereunder. 

 

C. Respondent SRC-NI from committing or causing any violations and any future 

violations of Section 17(a)(3) of the Securities Act. 

 

D. Respondent Kabot cease and desist from committing or causing any violations and 

any future violations of Section 17(a)(3) of the Securities Act and Section 14(a) of the Exchange Act 

and Rule 14a-9 thereunder. 

 



 17 

E.  SRAC shall, within 30 days of the entry of this Order, pay a civil money penalty in 

the amount of $1,000,000 to the Securities and Exchange Commission.  If timely payment is not 

made, additional interest shall accrue pursuant to 31 U.S.C. §3717.  

 

F. Kabot shall, within 30 days of the entry of this Order, pay a civil money penalty in 

the amount of $40,000 to the Securities and Exchange Commission.  If timely payment is not made, 

additional interest shall accrue pursuant to 31 U.S.C. §3717.  

 

G.       .       Momentus shall pay civil penalties of $7,000,000 to the Securities and Exchange 

Commission.  Payment shall be made in the following installments:  $2,000,000 within 30 days of 

the entry of this Order and the remaining balance of $5,000,000 within 364 days of the entry of this 

order.  Payments shall be applied first to post order interest, which accrues pursuant to 31 U.S.C. 

3717.  Prior to making the final payment set forth herein, Respondent shall contact the staff of the 

Commission for the amount due.  If Respondent fails to make any payment by the date agreed and/or 

in the amount agreed according to the schedule set forth above, all outstanding payments under this 

Order, including post-order interest, minus any payments made, shall become due and payable 

immediately at the discretion of the staff of the Commission without further application to the 

Commission. 

 

Payment must be made in one of the following ways:  

 

(1) Respondent may transmit payment electronically to the Commission, which 

will provide detailed ACH transfer/Fedwire instructions upon request;  

 

(2) Respondent may make direct payment from a bank account via Pay.gov 

through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  

 

(3) Respondent may pay by certified check, bank cashier’s check, or United 

States postal money order, made payable to the Securities and Exchange 

Commission and hand-delivered or mailed to:  

 

Enterprise Services Center 

Accounts Receivable Branch 

HQ Bldg., Room 181, AMZ-341 

6500 South MacArthur Boulevard 

Oklahoma City, OK 73169 

 

Payments by check or money order must be accompanied by a cover letter identifying 

Momentus, SRAC, or Kabot as a Respondent in these proceedings, and the file number of these 

proceedings; a copy of the cover letter and check or money order must be sent to Anita Bandy, 

Division of Enforcement, Securities and Exchange Commission, 100 F St., NE, Washington, DC 

20549.  

 

 H.  Pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, a Fair Fund is created 

for the penalties referenced in paragraphs E, F, and G above. Amounts ordered to be paid as civil 

http://www.sec.gov/about/offices/ofm.htm


 18 

money penalties pursuant to this Order shall be treated as penalties paid to the government for all 

purposes, including all tax purposes. To preserve the deterrent effect of the civil penalty, 

Respondents Momentus, SRAC, and Kabot agree that in any Related Investor Action, they shall not 

argue that they are entitled to, nor shall they benefit by, offset or reduction of any award of 

compensatory damages by the amount of any part of Respondent’s payment of a civil penalty in this 

action (“Penalty Offset”). If the court in any Related Investor Action grants such a Penalty Offset, 

Respondents agree that they shall, within 30 days after entry of a final order granting the Penalty 

Offset, notify the Commission's counsel in this action and pay the amount of the Penalty Offset to 

the Securities and Exchange Commission. Such a payment shall not be deemed an additional civil 

penalty and shall not be deemed to change the amount of the civil penalty imposed in this proceeding. 

For purposes of this paragraph, a "Related Investor Action" means a private damages action brought 

against Respondent by or on behalf of one or more investors based on substantially the same facts 

as alleged in the Order instituted by the Commission in this proceeding. 

 

I.  Respondents Momentus, SRAC, and Kabot acknowledge that the Commission is not 

imposing a civil penalty in excess of the amounts specified above based upon their cooperation in a 

Commission investigation or related enforcement action. If at any time following the entry of the 

Order, the Division of Enforcement (“Division”) obtains information indicating that Respondents 

knowingly provided materially false or misleading information or materials to the Commission, or 

in a related proceeding, the Division may, at its sole discretion and with prior notice to the 

Respondents, petition the Commission to reopen this matter and seek an order directing that the 

Respondents pay an additional civil penalty. Respondents may contest by way of defense in any 

resulting administrative proceeding whether it knowingly provided materially false or misleading 

information, but may not: (1) contest the findings in the Order; or (2) assert any defense to liability 

or remedy, including, but not limited to, any statute of limitations defense. 

 

 J. Momentus shall comply with the undertakings enumerated in Paragraphs 64 and 65 

above. 

 

 K. SRAC shall comply with the undertakings enumerated in Paragrah 66 above. 

 

 L. SRC-NI shall comply with the undertakings enumerated in Paragraph 67 above.  

 

 M. In connection with this action and any related judicial or administrative proceeding 

or investigation commenced by the Commission or to which the Commission is a party, each 

Respondent (i) agrees to appear and be interviewed by Commission staff at such times and places 

as the staff requests upon reasonable notice; (ii) will accept service by mail or facsimile 

transmission of notices or subpoenas issued by the Commission for documents or testimony at 

depositions, hearings, or trials, or in connection with any related investigation by Commission 

staff; (iii) agrees to appoint an agent to receive service of such notices and subpoenas; (iv) with 

respect to such notices and subpoenas, waives the territorial limits on service contained in Rule 45 

of the Federal Rules of Civil Procedure and any applicable local rules, provided that the party 

requesting the testimony reimburses Respondents’ travel, lodging, and subsistence expenses at the 

then-prevailing U.S. Government per diem rates; and (v) consents to personal jurisdiction over 

Respondents in any United States District Court for purposes of enforcing any such subpoena. 



 19 

 

V. 

It is further Ordered that, solely for purposes of exceptions to discharge set forth in Section 

523 of the Bankruptcy Code, 11 U.S.C. §523, the findings in this Order are true and admitted by 

Kabot, and further, any debt for disgorgement, prejudgment interest, civil penalty or other amounts 

due by Kabot under this Order or any other judgment, order, consent order, decree or settlement 

agreement entered in connection with this proceeding, is a debt for the violation by Respondent of 

the federal securities laws or any regulation or order issued under such laws, as set forth in Section 

523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19). 

 

 

 By the Commission. 

 

 

 

Vanessa A. Countryman 

        Secretary