2025-02-20 sec-litreleases judgment 183 KB 11,822 chars

SEC v. CHRISTOPHER SLAGA a/k/a KEITH RENKO, No. 8:23-cv-01425, Central District of California (Feb. 20, 2025) — Judgment

raw: SEC v. CHRISTOPHER SLAGA a/k/a

SEC v. CHRISTOPHER SLAGA a/k/a, No. 8:23-cv-01425 (Feb. 20, 2025)

Caption
Securities and Exchange Commission v. Christopher Slaga
summary

Christopher Slaga, also known as Keith Renko, entered a consent judgment with the SEC to resolve allegations of securities fraud and unregistered offerings.

paragraph

Christopher Slaga was ordered to pay a total of $5,880,363.95, comprising $2,808,934.32 in disgorgement, $262,495.31 in prejudgment interest, and a $2,808,934.32 civil penalty. The judgment addresses violations of the Securities Exchange Act of 1934 and the Securities Act of 1933. Slaga is permanently enjoined from future fraudulent schemes and the unregistered sale of securities.

narrative

The Securities and Exchange Commission obtained a consent judgment against Christopher Slaga, also known as Keith Renko, in the U.S. District Court for the Central District of California. The SEC's action involved allegations of fraud and violations of the Securities Exchange Act and Securities Act, specifically regarding fraudulent schemes and unregistered securities offerings. To resolve the charges, Slaga was ordered to pay $5,880,363.95, which includes $2,808,934.32 in disgorgement, $262,495.31 in prejudgment interest, and a $2,808,934.32 civil penalty. The judgment permanently restrains Slaga from employing any device or scheme to defraud or making untrue statements of material fact in connection with securities. Additionally, he is enjoined from the unregistered sale of securities and prohibited from serving as an officer or director of any reporting issuer. Slaga consented to the court's jurisdiction and waived his right to appeal the judgment.

Enriched metadata

Scheme
unregistered-securities (95%)
Court
Central District of California
Case No.
8:23-cv-01425
Disgorgement
$2,808,934
Civil penalty
$2,808,934
Classified unregistered-securities(confidence 95%). EDGAR detection: forms Form D/S-1· recall 41% / precision 30%. detection rule →
Statutes
15 U.S.C. § 78j(b)15 U.S.C. § 77q(a)15 U.S.C. § 77h15 U.S.C. § 77t(b)15 U.S.C. § 78u(d)15 U.S.C. § 77t(e)15 U.S.C. § 78l15 U.S.C. § 78o(d)15 U.S.C. § 77t(d)28 U.S.C. § 300128 U.S.C. § 196111 U.S.C. § 52317 C.F.R. § 240.10b-5Section 10(b) of the Securities Exchange ActSection 17(a) of the Securities ActSections 5(a) and (c) of the Securities ActSection 8 of the Securities ActSection 20(b) of the Securities ActSection 20(e) of the Securities ActSection 20(d) of the Securities ActRule 10b-5
Parties
Securities and Exchange CommissionChristopher SlagaJ4 Capital Advisors, LLCHayden GreeneQ4 Capital Group, LLC
Keywords
pagesecuritiescommissionjwh-dfm documentdocument pagepage pageshallcivilsecurities exchangeexchangechristopher slagacivil penaltycv-actionsecurity

Extracted insights

Dollar amounts 3
  • $5.88M $5,880,363 $1M–$10M
  • $2.81M $2,808,934 $1M–$10M
  • $262K $262,495 $100K–$1M
Entities 2
  • person christopher slaga
  • agency Securities and Exchange Commission
Triples 16
  • Securities And Exchange Commission filed a Complaint
  • Christopher Slaga entered a General Appearance
  • Christopher Slaga consented to the Court’s jurisdiction over Defendant
  • Christopher Slaga consented to entry of this Judgment
  • Christopher Slaga waived findings of fact and conclusions of law
  • Christopher Slaga waived any right to appeal from this Judgment
  • Christopher Slaga is restrained from violating Section 10(b) of the Securities Exchange Act of 1934
  • Christopher Slaga is enjoined from employing any device, scheme, or artifice to defraud
  • Christopher Slaga is restrained from making any untrue statement of a material fact or omitting a material fact
  • Christopher Slaga is enjoined from engaging in any act, practice, or course of business that operates as a fraud or deceit
  • Christopher Slaga is restrained from violating Section 17(a) of the Securities Act of 1933
  • Christopher Slaga is enjoined from employing any device, scheme, or artifice to defraud under Section 17(a)
  • Christopher Slaga is enjoined from obtaining money or property by any untrue statement of a material fact
  • Christopher Slaga is restrained from engaging in any transaction, practice, or course of business that operates as a fraud or deceit upon the purchaser
  • Defendant’s Officers are bound by the judgment
  • Defendant’s Agents are bound by the judgment
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UNITED STATES DISTRICT COURT
FOR THE CENTRAL DISTRICT OF CALIFORNIA
SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
v.
CHRISTOPHER SLAGA a/k/a
KEITH RENKO,
Q4 CAPITAL GROUP, LLC,
J4 CAPITAL ADVISORS LLC, and
HAYDEN GREENE,
Defendants.
   Case   No.   8:23-cv-01425-JWH-DFMx
JUDGMENT AS TO DEFENDANT
CHRISTOPHER SLAGA A/K/A
KEITH RENKO

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 The Securities and Exchange Commission (the “Commission”) having
filed a Complaint and Defendant Christopher Slaga a/k/a Keith Renko (“Slaga”
or “Defendant”) having entered a general appearance; consented to the Court’s
jurisdiction over Defendant and subject matter jurisdiction; consented to entry
of this Judgment; waived findings of fact and conclusions of law; and waived any
right to appeal from this Judgment:
 It is hereby ORDERED, ADJUDGED, and DECREED as follows:
1. Defendant is permanently RESTRAINED and ENJOINED from
violating, directly or indirectly, Section 10(b) of the Securities Exchange Act of
1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5 promulgated
thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of
interstate commerce, or of the mails, or of any facility of any national securities
exchange, in connection with the purchase or sale of any security:
a. to employ any device, scheme, or artifice to defraud;
b. to make any untrue statement of a material fact or to omit to
state a material fact necessary in order to make the statements made, in
the light of the circumstances under which they were made, not
misleading; or
c. to engage in any act, practice, or course of business which
operates or would operate as a fraud or deceit upon any person.
2. As provided in Rule 65(d)(2) of the Federal Rules of Civil
Procedure, the foregoing Paragraph also binds the following who receive actual
notice of this Judgment by personal service or otherwise:
a. Defendant’s officers, agents, servants, employees, and
attorneys; and
b. other persons in active concert or participation with
Defendant or with anyone described in Paragraph 2(a).

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3. Defendant is permanently RESTRAINED and ENJOINED from
violating Section 17(a) of the Securities Act of 1933 (the “Securities Act”) [15
U.S.C. § 77q(a)] in the offer or sale of any security by the use of any means or
instruments of transportation or communication in interstate commerce or by
use of the mails, directly or indirectly:
a. to employ any device, scheme, or artifice to defraud;
b. to obtain money or property by means of any untrue
statement of a material fact or any omission of a material fact necessary in
order to make the statements made, in light of the circumstances under
which they were made, not misleading; or
c. to engage in any transaction, practice, or course of business
which operates or would operate as a fraud or deceit upon the purchaser.
4. As provided in Rule 65(d)(2) of the Federal Rules of Civil
Procedure, the foregoing Paragraph also binds the following who receive actual
notice of this Judgment by personal service or otherwise:
a. Defendant’s officers, agents, servants, employees, and
attorneys; and
b. other persons in active concert or participation with
Defendant or with anyone described in Paragraph 4(a).
5. Defendant is permanently RESTRAINED and ENJOINED from
violating Sections 5(a) and (c) of the Securities Act [15 U.S.C. §§ 77e(a), (c)] by,
directly or indirectly, in the absence of any applicable exemption:
a. Unless a registration statement is in effect as to a security,
making use of any means or instruments of transportation or
communication in interstate commerce or of the mails to sell such
security through the use or medium of any prospectus or otherwise;
b. Unless a registration statement is in effect as to a security,
carrying or causing to be carried through the mails or in interstate

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commerce, by any means or instruments of transportation, any such
security for the purpose of sale or for delivery after sale; or
c. Making use of any means or instruments of transportation or
communication in interstate commerce or of the mails to offer to sell or
offer to buy through the use or medium of any prospectus or otherwise
any security, unless a registration statement has been filed with the
Commission as to such security, or while the registration statement is the
subject of a refusal order or stop order or (prior to the effective date of the
registration statement) any public proceeding or examination under
Section 8 of the Securities Act [15 U.S.C. § 77h].
6. As provided in Rule 65(d)(2) of the Federal Rules of Civil
Procedure, the foregoing Paragraph also binds the following who receive actual
notice of this Judgment by personal service or otherwise:
a. Defendant’s officers, agents, servants, employees, and
attorneys; and
b. other persons in active concert or participation with
Defendant or with anyone described in Paragraph 6(a).
7. Pursuant to Sections 21(d)(1) and 21(d)(5) of the Exchange Act [15
U.S.C. §§ 78u(d)(1) and 78u(d)(5)] and Section 20(b) of the Securities Act [15
U.S.C. § 77t(b)], Defendant is permanently RESTRAINED and ENJOINED
from directly or indirectly, including, but not limited to, through any entity
owned or controlled by him, participating in the issuance, purchase, offer, or sale
of any security; provided, however, that such injunction shall not prevent him
from purchasing or selling securities for his own personal account.
8. As provided in Rule 65(d)(2) of the Federal Rules of Civil
Procedure, the foregoing Paragraph also binds the following who receive actual
notice of this Judgment by personal service or otherwise:

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a. Defendant’s officers, agents, servants, employees, and
attorneys; and
b. other persons in active concert or participation with
Defendant or with anyone described in Paragraph 8(a).
9. Pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C.
§ 78u(d)(2)] and Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)],
Defendant is prohibited from acting as an officer or director of any issuer that
has a class of securities registered pursuant to Section 12 of the Exchange Act
[15 U.S.C. § 78l] or that is required to file reports pursuant to Section 15(d) of
the Exchange Act [15 U.S.C. § 78o(d)].
10. Defendant is liable for disgorgement of $2,808,934.32, jointly and
severally with Defendants Q4 Capital Group LLC and J4 Capital Advisors LLC,
representing net profits gained as a result of the conduct alleged in the
Complaint, together with prejudgment interest thereon in the amount of
$262,495.31, and a civil penalty in the amount of $2,808,934.32 pursuant to
Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d) of the
Exchange Act [15 U.S.C. § 78u(d)].  Defendant shall satisfy this obligation by
paying $5,880,363.95 to the Securities and Exchange Commission within 30
days after entry of this Judgment.
11. Defendant may transmit payment electronically to the
Commission, which will provide detailed ACH transfer/Fedwire instructions
upon request.  Payment may also be made directly from a bank account via
Pay.gov through the SEC website at
http://www.sec.gov/about/offices/ofm.htm
.  Defendant may also pay by
certified check, bank cashier’s check, or United States postal money order
payable to the Securities and Exchange Commission, which shall be delivered or
mailed to:

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Enterprise Services Center
Accounts Receivable Branch
6500 South MacArthur Boulevard
Oklahoma City, OK 73169
and shall be accompanied by a letter identifying the case title, civil action
number, and name of this Court; Christopher Slaga as a defendant in this action;
and specifying that payment is made pursuant to this Judgment.
12. Defendant shall simultaneously transmit photocopies of evidence of
payment and case identifying information to the Commission’s counsel in this
action.  By making this payment, Defendant relinquishes all legal and equitable
right, title, and interest in such funds and no part of the funds shall be returned
to Defendant.
13. The Commission may enforce the Court’s Judgment for
disgorgement and prejudgment interest by using all collection procedures
authorized by law, including, but not limited to, moving for civil contempt at any
time after 30 days following entry of this Judgment.
14. The Commission may enforce the Court’s Judgment for penalties
by the use of all collection procedures authorized by law, including the Federal
Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil
contempt for the violation of any Court orders issued in this action.  Defendant
shall pay post judgment interest on any amounts due after 30 days of the entry of
this Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall hold the
funds, together with any interest and income earned thereon (collectively, the
“Fund”), pending further order of the Court.
15. The Commission may propose a plan to distribute the Fund subject
to the Court’s approval.  Such a plan may provide that the Fund shall be
distributed pursuant to the Fair Fund provisions of Section 308(a) of the
Sarbanes-Oxley Act of 2002.  The Court shall retain jurisdiction over the

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administration of any distribution of the Fund and the Fund may only be
disbursed pursuant to an Order of the Court.
16. Regardless of whether any such Fair Fund distribution is made,
amounts ordered to be paid as civil penalties pursuant to this Judgment 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, Defendant shall
not, after offset or reduction of any award of compensatory damages in any
Related Investor Action based on Defendant’s payment of disgorgement in this
action, argue that he is entitled to, nor shall he further benefit by, offset or
reduction of such compensatory damages award by the amount of any part of
Defendant’s payment of a civil penalty in this action (“Penalty Offset”).  If the
court in any Related Investor Action grants such a Penalty Offset, Defendant
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 United States Treasury or to a Fair Fund, as the
Commission directs.  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 Judgment.  For purposes of this Paragraph, a “Related Investor
Action” means a private damages action brought against Defendant by or on
behalf of one or more investors based on substantially the same facts as alleged
in the Complaint in this action.
17. Consent is incorporated herein with the same force and effect as if
fully set forth herein, and that Defendant shall comply with all of the
undertakings and agreements set forth therein.
18. For purposes of exceptions to discharge set forth in Section 523 of
the Bankruptcy Code, 11 U.S.C. § 523, the allegations in the complaint are true
and admitted by Defendant, and further, any debt for disgorgement,
prejudgment interest, civil penalty, or other amounts due by Defendant under

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UNITED STATES DISTRICT COURT 

FOR THE CENTRAL DISTRICT OF CALIFORNIA 

SECURITIES AND EXCHANGE 
COMMISSION, 

Plaintiff, 

v. 

CHRISTOPHER SLAGA a/k/a 
KEITH RENKO, 

Q4 CAPITAL GROUP, LLC, 
J4 CAPITAL ADVISORS LLC, and 
HAYDEN GREENE, 

Defendants. 

 Case No. 8:23-cv-01425-JWH-DFMx 

JUDGMENT AS TO DEFENDANT 
CHRISTOPHER SLAGA A/K/A 
KEITH RENKO 

Case 8:23-cv-01425-JWH-DFM     Document 35     Filed 12/23/24     Page 1 of 8   Page ID
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 The Securities and Exchange Commission (the “Commission”) having 

filed a Complaint and Defendant Christopher Slaga a/k/a Keith Renko (“Slaga” 

or “Defendant”) having entered a general appearance; consented to the Court’s 

jurisdiction over Defendant and subject matter jurisdiction; consented to entry 

of this Judgment; waived findings of fact and conclusions of law; and waived any 

right to appeal from this Judgment: 

 It is hereby ORDERED, ADJUDGED, and DECREED as follows: 

1. Defendant is permanently RESTRAINED and ENJOINED from 

violating, directly or indirectly, Section 10(b) of the Securities Exchange Act of 

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

thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of 

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

exchange, in connection with the purchase or sale of any security: 

a. to employ any device, scheme, or artifice to defraud; 

b. to make any untrue statement of a material fact or to omit to 

state a material fact necessary in order to make the statements made, in 

the light of the circumstances under which they were made, not 

misleading; or 

c. to engage in any act, practice, or course of business which 

operates or would operate as a fraud or deceit upon any person. 

2. As provided in Rule 65(d)(2) of the Federal Rules of Civil 

Procedure, the foregoing Paragraph also binds the following who receive actual 

notice of this Judgment by personal service or otherwise: 

a. Defendant’s officers, agents, servants, employees, and 

attorneys; and 

b. other persons in active concert or participation with 

Defendant or with anyone described in Paragraph 2(a). 

Case 8:23-cv-01425-JWH-DFM     Document 35     Filed 12/23/24     Page 2 of 8   Page ID
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3. Defendant is permanently RESTRAINED and ENJOINED from 

violating Section 17(a) of the Securities Act of 1933 (the “Securities Act”) [15 

U.S.C. § 77q(a)] in the offer or sale of any security by the use of any means or 

instruments of transportation or communication in interstate commerce or by 

use of the mails, directly or indirectly: 

a. to employ any device, scheme, or artifice to defraud; 

b. to obtain money or property by means of any untrue 

statement of a material fact or any omission of a material fact necessary in 

order to make the statements made, in light of the circumstances under 

which they were made, not misleading; or 

c. to engage in any transaction, practice, or course of business 

which operates or would operate as a fraud or deceit upon the purchaser. 

4. As provided in Rule 65(d)(2) of the Federal Rules of Civil 

Procedure, the foregoing Paragraph also binds the following who receive actual 

notice of this Judgment by personal service or otherwise: 

a. Defendant’s officers, agents, servants, employees, and 

attorneys; and 

b. other persons in active concert or participation with 

Defendant or with anyone described in Paragraph 4(a). 

5. Defendant is permanently RESTRAINED and ENJOINED from 

violating Sections 5(a) and (c) of the Securities Act [15 U.S.C. §§ 77e(a), (c)] by, 

directly or indirectly, in the absence of any applicable exemption: 

a. Unless a registration statement is in effect as to a security, 

making use of any means or instruments of transportation or 

communication in interstate commerce or of the mails to sell such 

security through the use or medium of any prospectus or otherwise; 

b. Unless a registration statement is in effect as to a security, 

carrying or causing to be carried through the mails or in interstate 

Case 8:23-cv-01425-JWH-DFM     Document 35     Filed 12/23/24     Page 3 of 8   Page ID
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commerce, by any means or instruments of transportation, any such 

security for the purpose of sale or for delivery after sale; or 

c. Making use of any means or instruments of transportation or 

communication in interstate commerce or of the mails to offer to sell or 

offer to buy through the use or medium of any prospectus or otherwise 

any security, unless a registration statement has been filed with the 

Commission as to such security, or while the registration statement is the 

subject of a refusal order or stop order or (prior to the effective date of the 

registration statement) any public proceeding or examination under 

Section 8 of the Securities Act [15 U.S.C. § 77h]. 

6. As provided in Rule 65(d)(2) of the Federal Rules of Civil 

Procedure, the foregoing Paragraph also binds the following who receive actual 

notice of this Judgment by personal service or otherwise: 

a. Defendant’s officers, agents, servants, employees, and 

attorneys; and 

b. other persons in active concert or participation with 

Defendant or with anyone described in Paragraph 6(a). 

7. Pursuant to Sections 21(d)(1) and 21(d)(5) of the Exchange Act [15 

U.S.C. §§ 78u(d)(1) and 78u(d)(5)] and Section 20(b) of the Securities Act [15 

U.S.C. § 77t(b)], Defendant is permanently RESTRAINED and ENJOINED 

from directly or indirectly, including, but not limited to, through any entity 

owned or controlled by him, participating in the issuance, purchase, offer, or sale 

of any security; provided, however, that such injunction shall not prevent him 

from purchasing or selling securities for his own personal account. 

8. As provided in Rule 65(d)(2) of the Federal Rules of Civil 

Procedure, the foregoing Paragraph also binds the following who receive actual 

notice of this Judgment by personal service or otherwise: 

Case 8:23-cv-01425-JWH-DFM     Document 35     Filed 12/23/24     Page 4 of 8   Page ID
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a. Defendant’s officers, agents, servants, employees, and 

attorneys; and 

b. other persons in active concert or participation with 

Defendant or with anyone described in Paragraph 8(a). 

9. Pursuant to Section 21(d)(2) of the Exchange Act [15 U.S.C. 

§ 78u(d)(2)] and Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)], 

Defendant is prohibited from acting as an officer or director of any issuer that 

has a class of securities registered pursuant to Section 12 of the Exchange Act 

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

the Exchange Act [15 U.S.C. § 78o(d)]. 

10. Defendant is liable for disgorgement of $2,808,934.32, jointly and 

severally with Defendants Q4 Capital Group LLC and J4 Capital Advisors LLC, 

representing net profits gained as a result of the conduct alleged in the 

Complaint, together with prejudgment interest thereon in the amount of 

$262,495.31, and a civil penalty in the amount of $2,808,934.32 pursuant to 

Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d) of the 

Exchange Act [15 U.S.C. § 78u(d)].  Defendant shall satisfy this obligation by 

paying $5,880,363.95 to the Securities and Exchange Commission within 30 

days after entry of this Judgment. 

11. Defendant may transmit payment electronically to the 

Commission, which will provide detailed ACH transfer/Fedwire instructions 

upon request.  Payment may also be made directly from a bank account via 

Pay.gov through the SEC website at 

http://www.sec.gov/about/offices/ofm.htm.  Defendant may also pay by 

certified check, bank cashier’s check, or United States postal money order 

payable to the Securities and Exchange Commission, which shall be delivered or 

mailed to: 

Case 8:23-cv-01425-JWH-DFM     Document 35     Filed 12/23/24     Page 5 of 8   Page ID
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Enterprise Services Center 

Accounts Receivable Branch 

6500 South MacArthur Boulevard 

Oklahoma City, OK 73169 

and shall be accompanied by a letter identifying the case title, civil action 

number, and name of this Court; Christopher Slaga as a defendant in this action; 

and specifying that payment is made pursuant to this Judgment. 

12. Defendant shall simultaneously transmit photocopies of evidence of 

payment and case identifying information to the Commission’s counsel in this 

action.  By making this payment, Defendant relinquishes all legal and equitable 

right, title, and interest in such funds and no part of the funds shall be returned 

to Defendant. 

13. The Commission may enforce the Court’s Judgment for 

disgorgement and prejudgment interest by using all collection procedures 

authorized by law, including, but not limited to, moving for civil contempt at any 

time after 30 days following entry of this Judgment. 

14. The Commission may enforce the Court’s Judgment for penalties 

by the use of all collection procedures authorized by law, including the Federal 

Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil 

contempt for the violation of any Court orders issued in this action.  Defendant 

shall pay post judgment interest on any amounts due after 30 days of the entry of 

this Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall hold the 

funds, together with any interest and income earned thereon (collectively, the 

“Fund”), pending further order of the Court. 

15. The Commission may propose a plan to distribute the Fund subject 

to the Court’s approval.  Such a plan may provide that the Fund shall be 

distributed pursuant to the Fair Fund provisions of Section 308(a) of the 

Sarbanes-Oxley Act of 2002.  The Court shall retain jurisdiction over the 

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administration of any distribution of the Fund and the Fund may only be 

disbursed pursuant to an Order of the Court. 

16. Regardless of whether any such Fair Fund distribution is made, 

amounts ordered to be paid as civil penalties pursuant to this Judgment 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, Defendant shall 

not, after offset or reduction of any award of compensatory damages in any 

Related Investor Action based on Defendant’s payment of disgorgement in this 

action, argue that he is entitled to, nor shall he further benefit by, offset or 

reduction of such compensatory damages award by the amount of any part of 

Defendant’s payment of a civil penalty in this action (“Penalty Offset”).  If the 

court in any Related Investor Action grants such a Penalty Offset, Defendant 

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 United States Treasury or to a Fair Fund, as the 

Commission directs.  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 Judgment.  For purposes of this Paragraph, a “Related Investor 

Action” means a private damages action brought against Defendant by or on 

behalf of one or more investors based on substantially the same facts as alleged 

in the Complaint in this action. 

17. Consent is incorporated herein with the same force and effect as if 

fully set forth herein, and that Defendant shall comply with all of the 

undertakings and agreements set forth therein. 

18. For purposes of exceptions to discharge set forth in Section 523 of 

the Bankruptcy Code, 11 U.S.C. § 523, the allegations in the complaint are true 

and admitted by Defendant, and further, any debt for disgorgement, 

prejudgment interest, civil penalty, or other amounts due by Defendant under 

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