$21 MILLION SCHEME: LIES, LOANS, AND LOOTED SHARES!

SEC v. Albert Golusin, Peter Jacobs, John Scuderi — U.S. Securities and Exchange Commission Litigation Release No. 26296, dated April 29, 2025.

The SEC charged three individuals, Albert Golusin, Peter Jacobs, and John Scuderi, for their roles in a multi-year scheme to defraud investors in microcap stock. They allegedly manipulated the market and sold millions of shares of American Green, Inc. stock, generating over $21 million in illicit profits. The charges include fraud, unregistered stock sales, and manipulative trading practices.

In Plain English

Imagine three people who wanted to make a lot of money by tricking people into buying stock in a small company. They secretly got lots of the company's stock for cheap, then lied to make it seem like the stock was a great deal. They also made it look like more people were interested in buying the stock than actually were, all to sell their cheap stock for a big profit. The SEC is now taking them to court to stop them and get the money back.

Disclaimer: all facts are drawn from the SEC's own filings; the claims described are allegations unless and until a court rules or the parties settle, and some cases end in dismissal.

How the Alleged Scheme Worked

1. Acquiring Discounted Stock From January 2017 through mid-2022, Albert Golusin and Peter Jacobs allegedly lent money to American Green, Inc. In exchange for these loans, they received secured convertible debentures, which allowed them to acquire millions of the company's shares at a price significantly lower than the market value.
2. Misrepresenting Control Golusin and Jacobs then allegedly misrepresented their control over American Green to the company's transfer agent and their broker-dealers. They falsely claimed that they and their nominee entities were not affiliates of the company.
3. Removing Trading Restrictions The false assertion of non-affiliate status was intended to remove any trading restrictions on the shares they acquired. This allowed them to freely distribute the stock to the public in unregistered resale transactions.
4. Generating Investor Interest Concurrently, Jacobs and John Scuderi, who was hired by Jacobs, worked to create demand for American Green's stock. They employed manipulative trading strategies and conducted promotional campaigns.
5. Spreading False Information As part of generating interest, Jacobs and Scuderi allegedly made false statements to the investing public. These statements were designed to mislead investors about the value and prospects of American Green stock.
6. Illicit Profit Generation Through this multi-year scheme, Golusin, Jacobs, and Scuderi allegedly generated more than $21 million in net trading proceeds by fraudulently selling millions of shares of American Green stock to unsuspecting investors.

The Enforcement Action

On April 29, 2025, the SEC filed fraud charges against Albert Golusin, Peter Jacobs, and John Scuderi in the U.S. District Court for the Eastern District of New York. The complaint alleges violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Golusin and Jacobs are also charged with violating Sections 5(a) and 5(c) of the Securities Act. The SEC seeks permanent injunctive relief, conduct-based injunctions, disgorgement and prejudgment interest, civil penalties, penny stock bars, and officer-and-director bars against Golusin and Jacobs.

Named in this action: Albert Golusin, Peter Jacobs, John Scuderi.

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