Sergio Damian Lopez

U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 26325 / June 13, 2025

Securities and Exchange Commission v. Sergio Damian Lopez, No. 2:25-cv-04795-CAS-AJR (C.D. Cal. filed May 28, 2025)

SEC Obtains Final Judgment Against Canadian Resident for Involvement in Scheme to Fraudulently Promote Securities

On June 12, 2025, the Securities and Exchange Commission obtained a final judgment against Sergio Damian Lopez, a Canadian resident, for charges related to his involvement in a fraudulent scheme to promote securities offered pursuant to Regulation A, which, if certain conditions are met, provides an exemption to the Securities Act's registration provisions.

According to the SEC’s complaint, Lopez participated in the fraudulent promotions of the securities of Hightimes Holding Corp. and Cloudastructure, Inc. The Complaint alleges that Lopez’s associate, William Mikula, authored promotional articles through his newsletter, Palm Beach Venture, that falsely represented that neither the newsletter nor the authors received any compensation for their recommendations. As alleged, Hightimes and Cloudastructure actually paid Lopez’s entities for the promotion pursuant to sham consulting agreements, and Lopez funneled a portion of these funds to Mikula. These actions gave investors the misleading impression that the recommendations were objective.

This is the third set of actions that the SEC has filed in connection with this scheme. In September 2022, the SEC filed a complaint against Mikula, alleging that he promoted securities, including for Hightimes and Cloudastructure, without disclosing his compensation. In September 2023, the SEC filed settled actions against Hightimes, its Chairman of the Board, Adam Levin, Cloudastructure, and Cloudastructure’s CEO, Rick Bentley, for their involvement in the scheme.

Lopez, without admitting or denying the allegations in the SEC’s complaint, consented to the entry of a final judgment permanently enjoining him from violations of Section 10(b) of the Exchange Act of 1934 and Rule 10b-5 thereunder and Sections 17(a) and 17(b) of the Securities Act of 1933. The final judgment also enjoins him from certain promotional activities, orders him to pay disgorgement of $200,000 and prejudgment interest of $8,124.59, a penalty of $115,231, and prohibits him from serving as an officer and director of a public company for three years.

The SEC’s investigation was conducted by Sarah Nilson, with assistance from Charles Canter and Dora Zaldivar, and supervised by Finola Manvelian, all of the Los Angeles Regional Office.