In the Matter of Comscore, Inc. and Serge Matta

Admin. Proc. File No. 3-19499

Admin. Proc. File No. 3-19500

On September 24, 2019, the Commission issued two separate, but related Orders instituting and simultaneously settled cease-and-desist proceedings against Comscore, Inc. (“Comscore”) and its former Chief Executive Officer, Serge Matta (“Matta”) (collectively, the “Respondents”). In the Orders, the Commission found that, from February 2014 through February 2016, at the direction and oversight of Serge Matta, Comscore’s public filings materially overstated revenue by approximately $43 million as result of a fraudulent scheme and improper accounting involving the manipulation of non-monetary and monetary contracts. The Respondents’ actions enabled the company to artificially exceed its analysts’ consensus revenue target in seven consecutive quarters. In addition, from April 2014 through February 2016, the Respondents made false and misleading statements about important performance metrics. The Commission ordered the Respondents to pay a collective total of $5,700,000.00 in civil money penalties to the Commission. The Commission also created Fair Funds, pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, so the penalties paid can be distributed to harmed investors (the “Fair Funds”). See the Commission’s Orders: Release Nos. 33-10692 and 33-10693.

On April 27, 2023, the Commission issued an Order consolidating the Fair Funds into a single Fair Fund, the Comscore Fair Fund (hereinafter called “Fair Fund”), for purposes of distribution to harmed investors. See the Commission’s Order: Release No. 34-97389.

The Fair Fund includes the $5,700,000.00 paid by the Respondents. The Fair Fund has been deposited in SEC-designated account at the United States Department of the Treasury, and any interest accrued will be added to the Fair Fund.

On May 10, 2023, the Commission issued an Order appointing Miller Kaplan Arase LLP as the Tax Administrator of the Fair Fund. See the Commission’s Order: Release No. 34-97467.

On December 27, 2023, the Commission issued an order appointing JND Legal Administration, 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: 34-99246.

On September 17, 2024, the Commission published a notice of the proposed plan of distribution and opportunity for comment and simultaneously published the proposed plan of distribution (“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. 34-101067 and the Proposed Plan. 

The Proposed Plan provides that the distribution of the Comscore Fair Fund shall be made to those injured investors who purchased or acquired shares of Comscore common stock on February 20, 2014 through March 23, 2018, inclusive as calculated using the methodology detailed in Plan of Allocation.

For more information, please contact the Commission:

Office of Distributions
Email:ENFOfficeofDistributions@sec.gov