Synchronoss Technologies, Inc., et al.

In the Matter of Synchronoss Technologies, Inc.
Admin. Proc. File No. 3-20883

In the Matter of Clayton “Charlie” Thomas
Admin. Proc. File No. 3-20884

In the Matter of Marc Bandini
Admin. Proc. File No. 3-20885

In the Matter of Daniel Ives
Admin. Proc. File No. 3-20886

In the Matter of John Murdock
Admin. Proc. File No. 3-20887

In the Matter of Stephen G. Waldis
Admin. Proc. File No. 3-20888

In the Matter of Ronald Prague, Esq.
Admin. Proc. File No. 3-20889

On June 7, 2022, the Commission issued seven separate, but related settled Orders Instituting Cease-And-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-And-Desist Order (collectively the “Orders”) against Synchronoss Technologies, Inc., (“SNCR”), Clayton "Charlie" Thomas (“Thomas”),

Marc Bandini (“Bandini”), Daniel Ives (“Ives”), John Murdock (“Murdock”), Stephen G. Waldis (“Waldis”), Ronald Prague, Esq. (“Prague”), (collectively, the “Respondents”). In the Orders, the Commission found that SNCR, a New Jersey-based technology company, that primarily provides products, software, and services to telecommunications companies together with six senior executives and employees engaged in improper accounting from at least 2013 through 2017. In July 2018, SNCR announced a restatement of its audited financial statements for the fiscal years ended December 31, 2016, and 2015 and restated selected financial data for the fiscal years ended 2014 and 2013 totaling approximately $190 million in cumulative revenues. As part of this announcement, SNCR restated revenues related to certain transactions for which SNCR had recognized revenue improperly and in a manner inconsistent with generally accepted accounting principles ("GAAP"). The restatement primarily related to three categories of transactions, for which SNCR improperly recognized revenue: (1) transaction for which there were not persuasive evidence of an arrangements; (2) acquisitions/divestitures in which SNCR recognized revenue on license agreement(s) instead of combining those purported amounts with the purchase or sales prices; and (3) license/hosting transactions, in which SNCR converted prior multi-term software-as-a-service ("SaaS") agreements into perpetual license agreements, and improperly recognized the revenue upfront, instead of recognizing it ratably over the term of the arrangements. In its restatement, SNCR also acknowledged "pervasive material weaknesses" in its internal control over financial reporting for the restatement period. These certain instances of SNCR's improper accounting were the result of misconduct by these named SNCR's senior executives and other employees. As a result of this misconduct, SNCR filed with the Commission materially misstated financial statements in its annual and quarterly reports during the restatement period.

In their respective Orders, the Commission ordered SNCR to pay $12,500,000.00, Thomas to pay $90,000.00, Bandini to pay $75,000.00, Ives to pay $15,000.00, Murdock to pay $15,000.00 and Prague to pay $25,000.00 for a collective total of $12,720,000.00 in civil money penalties to the Commission. Waldis was ordered by the Commission to reimburse SNCR for a total of $1,312,326.00 which he received as bonuses, incentive-based compensation, equity-based compensation, and realized profits from his sales of SNCR’s stocks during the 12-months period following the filings containing financial results that SNCCR restated as a result of misconduct. In each of the Orders, except the Order against Waldis, the Commission created a Fair Fund, pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, so the penalties collected can be distributed to harmed investors (the “Fair Fund”). It also ordered that the Fair Fund may be added to or combined with any other Fair Fund created in a related district court action or administrative proceeding arising out of the same violations. See the Commission’s Order: Release No. 3-20883, 3-20884, 3-20885, 3-20886, 3-20887, 3-20888, 3-20889.

The Fair Fund includes the $12,720,000.00 paid by the Respondents, and any additional funds collected from the Respondents, pursuant to the Order, will be added to the Fair Fund. The Fair Fund and has been deposited in a Commission-designated account at the U.S. Department of the Treasury, and any accrued interest will be added to the Fair Fund.

On July 22,2024 the Commission issued an order appointing Miller Kaplan Arase LLP (“Miller Kaplan”), a certified public accounting firm with an office in San Francisco, CA as Tax Administrator (“Tax Administrator”) of the Fair Fund to execute all income tax reporting requirements of the Fair Fund. Seethe Commission’s Order 34-100574

On April 22, 2025, the Commission issued an order appointing Epiq Class Action & Claims Solutions, Inc., as the Fund Administrator to oversee the administration and distribution of the Fair Fund, and set the administrator’s bond amount. See the Commission’s Order: Release No. 34-102914.

On May 13, 2025, the Commission published a notice of the proposed plan of distribution and opportunity for comment and simultaneously published the proposed plan of distribution (the “Proposed Plan”).  The notice provides the public with 30 days to submit their comments on the Proposed Plan.  See the Commission’s Notice:  Release No. 34-103036 and the Proposed Plan.

The Proposed Plan provides for the distribution of the Net Available Fair Fund to investors to compensate for their losses on shares of Synchronoss common stock that were purchased or acquired between February 6, 2014 and May 9, 2018 due to the misconduct of the Respondents described in the Orders.

On July 14, 2025, the Commission issued an order extending time to enter an order approving or disapproving plan of distribution until January 30, 2026. See the Commission’s Order: Release No. 34-103444.

For more information, please contact the Commission:

Office of Distributions
Email: ENFOfficeofDistributions@sec.gov