Albert Golusin; Peter Jacobs; John Scuderi

U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 26296 / April 29, 2025

Securities and Exchange Commission v. Albert Golusin, et al., No. 1:25-cv-02379 (E.D.N.Y. filed Apr. 29, 2025)

SEC Charges Three Individuals in Connection with a $21 Million Multi-Year Microcap Fraud Scheme

On April 29, 2025, the Securities and Exchange Commission (the “SEC”) filed fraud charges against Arizona residents Albert Golusin, Peter Jacobs, and John Scuderi for their roles in an alleged scheme to fraudulently sell millions of shares of microcap issuer American Green, Inc.’s (“American Green”) stock, generating more than $21 million in net trading proceeds, from approximately January 2017 through at least mid-2022.

The SEC’s complaint, filed in the U.S. District Court for the Eastern District of New York, alleges that Golusin and Jacobs, individually or through nominee entities under their control, lent money to American Green in exchange for secured convertible debentures, pursuant to which they received millions of American Green shares at a steep discount to the market price. The complaint further alleges that Golusin and Jacobs then misrepresented their control of American Green to American Green’s transfer agent and their broker-dealers, falsely asserting that Golusin, Jacobs, and their nominee entities were not affiliates of American Green in order to remove any trading restrictions and distribute the stock in unregistered, resale transactions to the public. According to the complaint, Jacobs and Scuderi, who was hired by Jacobs, concurrently generated interest in the stock through manipulative trading, promotional campaigns, and false statements to the investing public.

The complaint alleges that Golusin, Jacobs, and Scuderi violated Section 17(a) of the Securities Act of 1933 (“Securities Act”) and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and that Golusin and Jacobs also violated Sections 5(a) and 5(c) of the Securities Act. The complaint seeks permanent injunctive relief, conduct-based injunctions, disgorgement and prejudgment interest, civil penalties, penny stock bars, and, as to Golusin and Jacobs, officer-and-director bars.

The SEC’s investigation was conducted by Andrew Elliott and supervised by Michael Brennan. The litigation will be led by P. Davis Oliver and supervised by James Carlson. The SEC appreciates the assistance of the Financial Industry Regulatory Authority.