SEC v. Ofer Abarbanel, Southern District of New York (Feb. 27, 2026) — Judgment

UNITED STATES DISTRICT COURT
 SOUTHERN DISTRICT OF NEW YORK

SECURITIES AND EXCHANGE COMMISSION,

Plaintiff, Civil Action No. 21-CV-5429 (AS)

OFER ABARBANEL, et al.

Defendants.

FINAL JUDGMENT AS TO DEFENDANT OFER ABARBANEL

The United States Securities and Exchange Commission (“Commission”) having filed an

Amended Complaint (“Complaint”) and Defendant Ofer Abarbanel (“Defendant”) having

entered a general appearance; consented to the Court’s jurisdiction over Defendant and the

subject matter of this action; consented to entry of this Final Judgment; waived findings of fact

and conclusions of law; and waived any right to appeal from this Final Judgment:

I.

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is

permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the

Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5

promulgated thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of

interstate commerce, or of the mails, or of any facility of any national securities exchange, in

connection with the purchase or sale of any security:

(a) to employ any device, scheme, or artifice to defraud;

(b) to make any untrue statement of a material fact or to omit to state a material fact

necessary in order to make the statements made, in the light of the circumstances

under which they were made, not misleading; or

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(c) to engage in any act, practice, or course of business which operates or would

 operate as a fraud or deceit upon any person.

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or

participation with Defendant or with anyone described in (a).

II.

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

is permanently restrained and enjoined from violating Section 17(a) of the Securities Act of 1933

(the “Securities Act”) [15 U.S.C. § 77q(a)] in the offer or sale of any security by the use of any

means or instruments of transportation or communication in interstate commerce or by use of the

mails, directly or indirectly:

(a) to employ any device, scheme, or artifice to defraud;

(b) to obtain money or property by means of any untrue statement of a material fact

 or any omission of a material fact necessary in order to make the statements

 made, in light of the circumstances under which they were made, not misleading;

 or

 (c) to engage in any transaction, practice, or course of business which operates or

  would operate as a fraud or deceit upon the purchaser.

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s

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officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or

participation with Defendant or with anyone described in (a).

III.

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

is permanently restrained and enjoined from violating Sections 206(1), (2), and (4) of the

Investment Advisers Act of 1940 [15 U.S.C. § 80b-6(1), (2), and (4)] (“Advisers Act”), and Rule

206(4)-8 thereunder, by using any means or instrumentality of interstate commerce, or the mails,

directly or indirectly:

(a)  to employ any device, scheme, or artifice to defraud any client or prospective

client;

(b)  to engage in any transaction, practice, or course of business which operates as a

fraud or deceit upon any client or prospective client; or

(c)  to engage in any act, practice, or course of business which is fraudulent,

deceptive, or manipulative, including, while acting as an investment adviser to a

pooled investment vehicle, by:

 (1) making any untrue statement of a material fact or omitting to state a

material fact necessary to make the statements made, in the light of the

circumstances under which they were made, not misleading, to any

investor or prospective investor in the pooled investment vehicle; or

 (2) otherwise engaging in any act, practice, or course of business that is

fraudulent, deceptive, or manipulative with respect to any investor or

prospective investor in the pooled investment vehicle.

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 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or

participation with Defendant or with anyone described in (a).

IV.

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

is permanently restrained and enjoined from violating Section 34(b) of the Investment Company

Act of 1940 (“Investment Company Act”) [15 U.S.C. § 80a-33(b)] by making any untrue

statement of a material fact, or omitting to state any material fact necessary to make the

statements made, in light of the circumstances under which they were made, not misleading, in

any registration statement, application, report, account, record, or other document filed or

transmitted pursuant to the Investment Company Act or the keeping of which is required by the

Investment Company Act.

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or

participation with Defendant or with anyone described in (a).

V.

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED, that Defendant

is liable for disgorgement of $106,530,000.00, plus prejudgment interest thereon in the amount

of $3,639,277.56, for a total of $110,169,278, representing monies obtained as a result of the

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conduct alleged in the Complaint, which is offset by $88,785,385 in disgorgement or transferred

to investors in this action with the remainder deemed satisfied by the criminal restitution order

entered against Defendant in United States v. Ofer Abarbanel, Case No. 21-CR-532 (S.D.N.Y.).

Civil money penalties pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)],

Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)], Section 209(e) of the Advisers

Act [15 U.S.C. § 80b-9(e)], and Section 42(e) of the Investment Company Act [15 U.S.C. § 80a-

41(e)] are not being imposed in light of Defendant’s conviction and sentence in the criminal

action United States v. Ofer Abarbanel.

VI.

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is

incorporated herein with the same force and effect as if fully set forth herein, and that Defendant

shall comply with all of the undertakings and agreements set forth therein.

VII.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, for purposes of

exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. §523, the

allegations in the Complaint are true and admitted by Defendant, and further, any debt for

disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this

Final Judgment or any other judgment, order, consent order, decree or settlement agreement

entered in connection with this proceeding, is a debt for the violation by Defendant of the federal

securities laws or any regulation or order issued under such laws, as set forth in Section

523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19).

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VII.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.

IX.

There being no just reason for delay, pursuant to Rule 54(b) of the Federal Rules of Civil

Procedure, the Clerk is ordered to enter this Final Judgment forthwith and without further notice.

____________________________________
UNITED STATES DISTRICT JUDGE

The Clerk of Court is respectfully
directed to terminate the motion at
Dkt. 149.

Dated:  February 25, 2026

UNITED STATES DISTRICT COURT 
 SOUTHERN DISTRICT OF NEW YORK  

SECURITIES AND EXCHANGE COMMISSION, 

Plaintiff, Civil Action No. 21-CV-5429 (AS) 

OFER ABARBANEL, et al. 

Defendants. 

FINAL JUDGMENT AS TO DEFENDANT OFER ABARBANEL 

The United States Securities and Exchange Commission (“Commission”) having filed an 

Amended Complaint (“Complaint”) and Defendant Ofer Abarbanel (“Defendant”) having 

entered a general appearance; consented to the Court’s jurisdiction over Defendant and the 

subject matter of this action; consented to entry of this Final Judgment; waived findings of fact 

and conclusions of law; and waived any right to appeal from this Final Judgment: 

I. 

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the 

Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5 

promulgated thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of 

interstate commerce, or of the mails, or of any facility of any national securities exchange, in 

connection with the purchase or sale of any security: 

(a) to employ any device, scheme, or artifice to defraud;

(b) to make any untrue statement of a material fact or to omit to state a material fact

necessary in order to make the statements made, in the light of the circumstances

under which they were made, not misleading; or

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(c) to engage in any act, practice, or course of business which operates or would 

 operate as a fraud or deceit upon any person. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

II. 

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is permanently restrained and enjoined from violating Section 17(a) of the Securities Act of 1933 

(the “Securities Act”) [15 U.S.C. § 77q(a)] in the offer or sale of any security by the use of any 

means or instruments of transportation or communication in interstate commerce or by use of the 

mails, directly or indirectly: 

(a) to employ any device, scheme, or artifice to defraud; 

(b) to obtain money or property by means of any untrue statement of a material fact 

 or any omission of a material fact necessary in order to make the statements 

 made, in light of the circumstances under which they were made, not misleading; 

 or 

 (c) to engage in any transaction, practice, or course of business which operates or  

  would operate as a fraud or deceit upon the purchaser. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

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3 
 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

III. 

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is permanently restrained and enjoined from violating Sections 206(1), (2), and (4) of the 

Investment Advisers Act of 1940 [15 U.S.C. § 80b-6(1), (2), and (4)] (“Advisers Act”), and Rule 

206(4)-8 thereunder, by using any means or instrumentality of interstate commerce, or the mails, 

directly or indirectly: 

(a)  to employ any device, scheme, or artifice to defraud any client or prospective 

client; 

(b)  to engage in any transaction, practice, or course of business which operates as a 

fraud or deceit upon any client or prospective client; or 

(c)  to engage in any act, practice, or course of business which is fraudulent, 

deceptive, or manipulative, including, while acting as an investment adviser to a 

pooled investment vehicle, by: 

 (1) making any untrue statement of a material fact or omitting to state a 

material fact necessary to make the statements made, in the light of the 

circumstances under which they were made, not misleading, to any 

investor or prospective investor in the pooled investment vehicle; or  

 (2) otherwise engaging in any act, practice, or course of business that is 

fraudulent, deceptive, or manipulative with respect to any investor or 

prospective investor in the pooled investment vehicle. 

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 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

IV. 

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is permanently restrained and enjoined from violating Section 34(b) of the Investment Company 

Act of 1940 (“Investment Company Act”) [15 U.S.C. § 80a-33(b)] by making any untrue 

statement of a material fact, or omitting to state any material fact necessary to make the 

statements made, in light of the circumstances under which they were made, not misleading, in 

any registration statement, application, report, account, record, or other document filed or 

transmitted pursuant to the Investment Company Act or the keeping of which is required by the 

Investment Company Act. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

V. 

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED, that Defendant 

is liable for disgorgement of $106,530,000.00, plus prejudgment interest thereon in the amount 

of $3,639,277.56, for a total of $110,169,278, representing monies obtained as a result of the 

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5 
 

conduct alleged in the Complaint, which is offset by $88,785,385 in disgorgement or transferred 

to investors in this action with the remainder deemed satisfied by the criminal restitution order 

entered against Defendant in United States v. Ofer Abarbanel, Case No. 21-CR-532 (S.D.N.Y.).  

Civil money penalties pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)], 

Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)], Section 209(e) of the Advisers 

Act [15 U.S.C. § 80b-9(e)], and Section 42(e) of the Investment Company Act [15 U.S.C. § 80a-

41(e)] are not being imposed in light of Defendant’s conviction and sentence in the criminal 

action United States v. Ofer Abarbanel.   

VI. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is 

incorporated herein with the same force and effect as if fully set forth herein, and that Defendant 

shall comply with all of the undertakings and agreements set forth therein. 

VII. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, for purposes of 

exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. §523, the 

allegations in the Complaint are true and admitted by Defendant, and further, any debt for 

disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this 

Final Judgment or any other judgment, order, consent order, decree or settlement agreement 

entered in connection with this proceeding, is a debt for the violation by Defendant of the federal 

securities laws or any regulation or order issued under such laws, as set forth in Section 

523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19). 

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VII. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain 

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment. 

IX. 

There being no just reason for delay, pursuant to Rule 54(b) of the Federal Rules of Civil 

Procedure, the Clerk is ordered to enter this Final Judgment forthwith and without further notice. 

____________________________________ 
UNITED STATES DISTRICT JUDGE 

Case 1:21-cv-05429-AS     Document 148     Filed 02/25/26     Page 6 of 6

The Clerk of Court is respectfully 
directed to terminate the motion at 
Dkt. 149.

Dated:  February 25, 2026

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