U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 25941 / February 13, 2024
Securities and Exchange Commission v. Christopher R. Esposito, et al., No. 1:16-cv-10960 (D. Mass. filed May 26, 2016)
Court Enters Final Judgment Against Microcap Consultant Involved in Fraudulent Scheme
On February 12, 2024, the U.S. District Court for the District of Massachusetts entered a final judgment against Anthony Jay Pignatello of Winchester, Virginia. Pignatello was a consultant and Secretary for Cannabiz Mobile, Inc., a publicly traded company purportedly servicing medical marijuana businesses.
The SEC’s complaint, filed on May 26, 2016, alleged that Pignatello, along with other named defendants, engaged in a scheme to defraud investors. According to the SEC’s complaint, Pignatello and Christopher Esposito of Topsfield, Massachusetts, concealed Esposito’s ownership and control of Cannabiz to enrich themselves by facilitating the sale of hundreds of millions of shares of Cannabiz stock into the public market. The SEC alleged that, between early 2014 and August 2015, Pignatello and Esposito concealed Esposito’s de facto control of Cannabiz and a large percentage of Cannabiz’s securities in attempt to evade SEC Rule 144, which limits securities sales by affiliates, such as control persons. According to the SEC’s complaint, Pignatello’s actions allowed Esposito to sell significant amounts of Cannabiz convertible debt for almost $304,000. In addition, Pignatello, Esposito, and Renee Galizio of Loxahatchee, Florida, sold millions of shares of Cannabiz stock directly into the public market.
The final judgment, which was entered by consent, enjoins Pignatello from future violations of the registration and antifraud provisions of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The judgment also bars Pignatello from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 of the Exchange Act, and permanently bars him from participating in an offering of a penny stock. In addition, the judgment orders Pignatello to pay disgorgement and pre-judgment interest in the total amount of $43,337, but deems this obligation fully satisfied by the entry of a forfeiture order in a parallel criminal case filed in the U.S. District Court for the District of Massachusetts, in which Pignatello pled guilty to one count of conspiracy to commit securities fraud.
The court previously entered final default judgments against Gondolfe, Cannabiz, Lionshare Ventures LLC, and Esposito and entered a final judgment by consent against Galizio.
The litigation is now concluded as to all the defendants.