SEC v. NICOLO NOURAFCHAN; ROBERT YADGAROV; MARK ALPERIN; MIAKEL BISHAY; DAVID BRATSLAVSKY; BRIAN FENSTERSZAUB, et al., No. 1:26-cv-12068, District of Massachusetts (May 6, 2026) — Complaint

UNITED STATES DISTRICT COURT
DISTRICT OF MASSACHUSETTS

SECURITIES AND EXCHANGE
COMMISSION,

  Plaintiff,

 v.

NICOLO NOURAFCHAN,
ROBERT YADGAROV,
MARK ALPERIN,
MIAKEL BISHAY,
DAVID BRATSLAVSKY,
BRIAN FENSTERSZAUB,
MARK FENSTERSZAUB,
SIMON FENSTERSZAUB,
GABRIEL GERSHOWITZ,
FERNANDO GRINBERG,
BORUCH HATANIAN,
YISROEL HOROWITZ,
JOSEPH IZSAK,
DANIEL KAVIAN,
ELIYAHU KAVIAN,
NOWEL MILIK,
LORENZO NOURAFCHAN,
DAVID OSTROV,
GAVRYEL SILVERSTEIN,
JOSEPH SUSKIND, and
SETH WINSLOW,

  Defendants.

     Civil Action No. 26-cv-

     JURY TRIAL DEMANDED

COMPLAINT
 Plaintiff United States Securities and Exchange Commission (“the Commission”) alleges
as follows against the defendants:
SUMMARY OF THE ACTION
1. From in or about 2018 through in or about 2024 (the “Relevant Period”),
Defendants Nicolo Nourafchan (“Nourafchan”) and Robert Yadgarov (“Yadgarov”) orchestrated
an insider trading scheme that netted the participants millions of dollars in illicit profits from
trading in the securities of U.S. companies.  The scheme (the “Tipping Scheme”) involved

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insider trading tips originating from lawyers, including Nourafchan himself.  Nourafchan is an
attorney who worked on mergers and acquisitions at various global law firms at times relevant to
the Complaint.
2. Nourafchan carried out the Tipping Scheme by misappropriating material
nonpublic information about approximately a dozen impending corporate transactions (such as
mergers, acquisitions, and a tender offer) (the “Deals”) from his law firm employers and tipping
that information with Yadgarov and others to the co-Defendants.
3. Beginning in late 2018 and continuing in 2019, Nourafchan and Yadgarov also
recruited into the Tipping Scheme Gabriel Gershowitz (“Gershowitz”), who attended college
with Nourafchan and Yadgarov, and who, like Nourafchan, worked as a corporate lawyer at two
global law firms at times relevant to this Complaint.  In or about April 2019, Gershowitz began
tipping Nourafchan and Yadgarov with material nonpublic information obtained from his law
firm employers.
4. Nourafchan and/or Yadgarov tipped the confidential information to individuals
who agreed to kick back a portion of the trading profits to Nourafchan and/or Yadgarov in
exchange for such information.  These individuals included Defendant David Bratslavsky
(“Bratslavsky”), who attended college with Nourafchan; Defendant Lorenzo Nourafchan (“L.
Nourafchan”), the brother of Nourafchan;   and a Russian national referred to herein
1
 as “Foreign
Trader 1.”
5. Between 2020 and 2022, Nourafchan and/or Yadgarov tipped Bratslavsky, who
used the tips to trade in his own account and also provided the tips to a third party to place trades
on Bratslavsky’s behalf.  Nourafchan, Yadgarov, and Bratslavsky agreed that Bratslavsky would

1
 Foreign Trader 1 lives outside of the United States and is not identified by name here, as he is not a defendant.

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share a percentage of the trading profits with Nourafchan and Yadgarov.  Bratslavsky met with
Nourafchan and/or Yadgarov in person at least twice and paid them thousands of dollars for the
illicit tips that yielded substantial trading profits.
6. By at least July 2022, Nourafchan also began tipping his brother, L. Nourafchan,
who began tipping his hair stylist, Miakel Bishay (“Bishay”), in advance of at least two Deals,
and Bishay agreed to pay L. Nourafchan a kickback equal to a percentage of the trading profits
generated by those Bishay recruited.  L. Nourafchan indicated to Bishay that L. Nourafchan
could not trade, and told Bishay not to trade on the information so L. Nourafchan would not be
caught (a directive that Bishay disregarded).  Bishay communicated certain confidential
information conveyed by L. Nourafchan to Bishay’s friend Nowel Milik (“Milik”), who paid
Bishay for the information, and both Milik and Bishay traded on the confidential information
tipped by L. Nourafchan.
7. During the Relevant Period, Nourafchan and/or Yadgarov also tipped Defendant
Gavryel Silverstein (“Silverstein”), who did not trade on the information himself, but instead
acted as a middleman, recruiting several co-defendants to trade on the tips that Silverstein
obtained from Nourafchan and/or Yadgarov and collecting a portion of the trading profits from
the illegal trading scheme on behalf of himself, Nourafchan, and Yadgarov.  Silverstein’s
recruits, in turn, recruited additional traders, most of whom resided in New York or Florida, who
also traded on the inside information Silverstein provided and who kicked back a portion of their
illicit profits up the tipping chain, with a significant portion ultimately reaching Nourafchan and
Yadgarov.
8. Below is a chart summarizing the relationships among the Defendants as well as
the paths through which the material nonpublic information was typically routed by Nourafchan
and/or Yadgarov to the other Defendants:

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9. Nourafchan and Yadgarov, their co-defendants, and Foreign Trader 1 collectively
generated millions of dollars in illicit profits trading the securities of numerous U.S. companies,
both through their individual trading accounts and through accounts held in the names of others.
10. Each of the Defendants tipped others with material nonpublic information for a
benefit and/or placed trades while aware of and on the basis of material nonpublic information
obtained, directly or indirectly, from sources who they knew or recklessly disregarded had
breached a duty to maintain the confidentiality of such information.
11. In tipping his co-defendants and Foreign Trader 1, Nourafchan breached the

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internal policies of the law firms for which he worked, all of which dictated that information
related to corporate transactions must be kept confidential.  Nourafchan provided the inside
information to Yadgarov and other Defendants for a benefit and with the knowledge that they
would use it to trade securities and/or unlawfully communicate the information to others who
would place the trades.   Similarly, Gershowitz disregarded the internal policies of his law firms,
which required him to keep information related to corporate transactions confidential.
Gershowitz provided the information to Nourafchan and Yadgarov for a benefit and with the
knowledge that they would use it in furtherance of the Tipping Scheme.
12. Nourafchan and Yadgarov expected to, and in fact did, receive, directly or
indirectly from their co-defendants and Foreign Trader 1,
2
 payments and other benefits in
exchange for the insider tips they provided.
13. By knowingly or recklessly engaging in the conduct described in this Complaint,
the Defendants violated,  and unless restrained and enjoined will continue to violate, Section
10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78j(b)] and Rule
10b-5 thereunder [ 17 C.F.R. § 240.10b-5]   and, as to Nourafchan, Mark Fensterszaub, Simon
Fensterszaub, Yisroel Horowitz (“Horowitz”), Silverstein, Mark Alperin (“Alperin”), Daniel
Kavian, and Eliyahu (“Eli”) Kavian, Exchange Act Section 14(e) [15 U.S.C. § 78n(e)] and Rule
14e-3 thereunder [17 C.F.R. § 240.14e-3].
NATURE OF PROCEEDING AND RELIEF SOUGHT
14. The Commission brings this action pursuant to the authority conferred upon it by
Exchange Act Sections 21(d) and 21A(a) [15 U.S.C. §§ 78u(d) and 78u-1(a)].

2
 Foreign Trader 1 lives outside of the United States and is not identified by name here, as he is not a defendant.

6
15. The Commission seeks a final judgment: (a) permanently enjoining the
Defendants from violating the federal securities laws this Complaint alleges they have violated;
(b) ordering Defendants to disgorge all ill-gotten gains they received as a result of the violations
alleged here and to pay prejudgment interest thereon, pursuant to Exchange Act Sections
21(d)(3), 21(d)(5), and 21(d)(7) [15 U.S.C. §§ 78u(d)(3), 78u(d)(5), and 78u(d)(7)]; (c) ordering
Defendants to pay civil money penalties pursuant to Exchange Act Section 21A [15 U.S.C.
§ 78u-1]; and (d)   ordering any other and further relief the Court may deem just and proper,
JURISDICTION AND VENUE
16. This Court has jurisdiction over this action under Sections 21(d), 21(e), 21A, and
27 of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), 78u-1, and 78aa].  Certain of the acts,
practices, transactions, and courses of business constituting the violations made use of a means
or instrumentality of interstate commerce, or of the mails, and/or of the facilities of national
securities exchanges.
17. Venue in this District is proper under Section 27 of the Exchange Act [15 U.S.C.
§ 78aa], because certain of the acts, practices, transactions, and courses of business constituting
the violations alleged in this Complaint occurred in the District of Massachusetts.  Among other
things, Nourafchan obtained some of the confidential nonpublic information that he tipped to the
Tipping Scheme participants by accessing computer servers located in the District of
Massachusetts belonging to one of his law firm employers (“Law Firm B,” described below) and
on which the confidential nonpublic information resided.  In addition, certain of the below-
described call options were purchased or sold by the Defendants through the BOX Options
Exchange, which is located in the District of Massachusetts.

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DEFENDANTS
18. Nourafchan, age 43, resides in Los Angeles, California.  Nourafchan is licensed
to practice law in New York.  Nourafchan practiced law between 2012 and 2023 as a corporate
associate at various corporate law firms, including Law Firm A and Law Firm B.
19. Yadgarov, age 45, resides in Long Beach, New York.  Yadgarov has been
licensed to practice law in New York since 2008 and operates his own law practice.
20. Mark Alperin (“Alperin”), age 48, resides in Brooklyn, New York.  Alperin has
been employed in the healthcare field and worked with Defendants Eli Kavian and Simon
Fensterszaub.
21. Bishay, age 47, resides in Simi Valley, California.  Bishay is a hair stylist who
owns a salon in Santa Monica, California.  L. Nourafchan was a client of Bishay’s.
22. David Bratslavsky (“Bratslavsky”), age 42, resides in Puerto Rico and Ohio.
Bratslavsky is a managing partner at a technology company and attended college with Yadgarov
and Nourafchan.
23. Brian Fensterszaub, age 45, resides in Hollywood, Florida.  Brian Fensterszaub
is the brother of Defendants Mark and Simon Fensterszaub, is the brother-in-law of Defendant
Joseph Suskind, and is related to Defendants Yisroel Horowitz and Gavryel Silverstein by
marriage.
24. Mark Fensterszaub, age 47, resides in Hollywood, Florida.  He is in the
insurance adjusting business, is the brother of Defendants Brian and Simon Fensterszaub, and is
related to Defendants Yisroel Horowitz and Gavryel Silverstein by marriage.
25. Simon Fensterszaub, age 50, is a medical doctor who resides in Fort Lauderdale,
Florida.  He is the brother of Defendants Brian and Mark Fensterszaub and is related to
Defendants Yisroel Horowitz and Gavryel Silverstein by marriage.  Prior to mid-2021, Simon

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Fensterszaub resided in New York and was employed by the same healthcare center as
Defendants Eli Kavian, Alperin, and Seth Winslow.
26. Gershowitz, age 43, resides in New York, New York. Gershowitz has been
licensed to practice law in New York since 2010.  Gershowitz practiced law between 2010 and
2024 at Law Firms C (2021-2024) and D (2010-2019).  Gershowitz attended college with
Defendants Nourafchan and Yadgarov.
27. Fernando Grinberg (“Grinberg”), age 51, resides in Hallandale Beach, Florida.
Grinberg works in real estate and had a prior business relationship with Defendant Brian
Fensterszaub.  Brian Fensterszaub introduced Grinberg to Defendant Gavryel Silverstein in
connection with the Tipping Scheme.
28. Boruch Hatanian (“Hatanian”), age 39, resides in Fort Lauderdale, Florida.
Hatanian works in sales and is an associate of Defendant Simon Fensterszaub.
29. Yisroel Horowitz (“Horowitz”), age 50, resides in Hollywood, Florida.  Horowitz
is in the insurance adjusting business and is related by marriage to Defendants Brian, Mark, and
Simon Fensterszaub.
30. Joseph Izsak (“Izsak”), age 45, resides in Hollywood, Florida.  Iszak works in
real estate and is a business associate of Defendants Brian, Mark, and Simon Fensterszaub.
31. Daniel Kavian, age 35, resides in Fort Lauderdale, Florida.  He is the brother of
Defendant Eli Kavian.
32. Eliyahu (“Eli”) Kavian, age 37, resides in Brooklyn, New York.  He is the
brother of Defendant Daniel Kavian and has been employed as a physician’s assistant by the
same medical facility as Defendants Simon Fensterszaub,  Alperin, and Seth Winslow.
33. Nowel Milik (“Milik”), age 52, resides in Brea, California.  Milik is the owner of
an insurance company and has had a friendship with Defendant Bishay.

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34. Lorenzo Nourafchan (“L. Nourafchan”), age 38, resides in Los Angeles,
California.  Lorenzo, who is the brother of Defendant Nourafchan, is the founder and CEO of
Northstar Financial Advisory, LLC, a self-described fractional CFO and accounting firm.
35. David Ostrov (“Ostrov”), age 49, resides in Clifton, New Jersey.  Ostrov works
in real estate finance and is an associate of Defendant Simon Fensterszaub.
36. Gavryel Silverstein (“Silverstein”), age 43, resides in Hollywood, Florida and is
in the insurance adjusting business, where he works with Defendant Brian Fensterszaub;
Silverstein is related to Defendants Brian, Mark, and Simon Fensterszaub by marriage.
Silverstein and Defendant Nourafchan are close friends who grew up together.
37. Joseph Suskind (“Suskind”), age 39, resides in Sunny Isles Beach, Florida.
Suskind is in the insurance adjusting business and is the brother-in-law of Defendant Brian
Fensterszaub.
38. Seth Winslow (“Winslow”), age 47, resides in Teaneck, New Jersey.  Winslow is
a podiatrist and worked at the same healthcare center as Defendants Simon Fensterszaub, Eli
Kavian, and Alperin.  Winslow was a friend of Simon Fensterszaub.

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OTHER RELEVANT INDIVIDUALS AND ENTITIES
39. Law Firm A is a global law firm based in Los Angeles.
40. Law Firm B is a global law firm headquartered in Boston.
41. Law Firm C is a global law firm based in New York.
42. Law Firm D is a global law firm based in New York.
TYPES OF SECURITIES TRADED
43. In connection with the Tipping Scheme, Nourafchan, Yadgarov, and their co-
defendants generally established “long” positions in companies that were targeted for acquisition
by purchasing shares of common stock and call options.
44. When a buyer purchases a call option on a stock, they have the opportunity, but
not the obligation, to buy that stock for a specific price known as the “strike price” for a
predetermined period, which ends on a fixed expiration date.  Options are typically purchased in
the form of contracts, with a single contract typically representing a quantity of 100 shares of the
underlying stock.
45. When the underlying stock is trading at a price that is below the call option’s
“strike price,” the option is described as being “out of the money” because it would not be
profitable to exercise the option at that time.  In other words, an “out of the money” option lacks
intrinsic value, and only gains value if the price of the underlying stock increases above the
strike price before the option expires.

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FACTUAL ALLEGATIONS
46. In 2012, after his admission to the bar in New York, Nourafchan began working
in New York City as a corporate lawyer.
47. In or about 2019, Nourafchan moved to another New York City law firm ( “Law
Firm A”) where he continued to work as a corporate associate.
48. As of 2021, Nourafchan was working for a different firm (“Law Firm B”) as a
corporate associate.  While Nourafchan was primarily based in Law Firm B’s offices in
California, Law Firm B was headquartered at all relevant times in Boston.
A. Nourafchan and Yadgarov Recruit Gershowitz into the Tipping Scheme
49. Nourafchan, Yadgarov, and Gershowitz attended college together in the early
2000s.
50. By at least 2017, both Nourafchan and Gershowitz were living in New York City
and began socializing.  As Nourafchan and Yadgarov knew, Gershowitz was working as an
M&A associate at Law Firm C.
51. By 2018, Nourafchan began trying to persuade Gershowitz to join the Tipping
Scheme.  Nourafchan confided in Gershowitz that he had a side business obtaining information
on M&A deals and trading on that information.  On multiple occasions in or about 2018,
Nourafchan described to Gershowitz how he obtained confidential information about mergers
and acquisitions from his law firm’s document management system, including that he searched
the system using key words and viewed documents in preview or read-only mode so as to
minimize any electronic trail of his access to the files.
52. In late 2018, Gershowitz met with both Nourafchan and Yadgarov in New York,
where they described the Tipping Scheme, including that Nourafchan took inside information
from his law firm and provided it to others, including Yadgarov, who tipped others.  Nourafchan

12
and/or Yadgarov also stated that Yadgarov provided inside information to both domestic and
foreign traders, and that Nourafchan and Yadgarov had generated several million dollars in illicit
profits through the Tipping Scheme.
53. By at least April 2019, Gershowitz began providing Nourafchan and Yadgarov
with material nonpublic information that Gershowitz misappropriated from his law firm
employer.  In April of 2019, Gershowitz provided inside information to Yadgarov regarding a
divestiture transaction on which Gershowitz was staffed.  After the transaction was
consummated, in or about August 2019, Gershowitz received a payment from Yadgarov.
B. Numerous Tippees Traded on Information that Nourafchan and Gershowitz
Misappropriated
54. As described further below, Nourafchan obtained material nonpublic information
about certain corporate Deals through his work as a corporate associate at multiple law firms,
and misappropriated that confidential information, tipping it to Yadgarov and other participants
in the Tipping Scheme.  Nourafchan either worked on the Deals directly or accessed Deal-related
files while employed at Law Firms A  and B.
55. The Defendants generated substantial profits purchasing the securities of U.S.-
traded companies that were being targeted for acquisition, and/or about which Nourafchan,
Yadgarov, and/or Gershowitz had material nonpublic information, in advance of such
information being disclosed to the public.
56. Concerned about the possibility of law enforcement surveillance, many of the
Defendants used coded language to disguise discussion of the Tipping Scheme.  For example,
Defendants sometimes referred to tips as airline “flights.”   Other coded references related to
religious events or activities.  In some cases, for example, the dates of nonpublic corporate
transactions were referred to as the dates on which a “rabbi” was scheduled to have “surgery.”

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Religious “learning” was used as code for passing inside information.  In addition, Nourafchan
and Silverstein at times used pre-paid cell phones to communicate and thereby mitigate the risk
of detection.
57. Below are five illustrative examples in which various Defendants obtained
material nonpublic information regarding publicly-traded companies, tipped that information to
others, and/or traded in the securities of those companies while aware of and on the basis of that
material nonpublic information.
C. Example 1:  Momenta Pharmaceuticals, Inc.
58. On August 19, 2020, Johnson & Johnson announced it entered into a definitive
agreement to acquire Momenta Pharmaceuticals, Inc. (“Momenta”) for $6.5 billion through an
all   -cash tender offer of $52.50 per share.  At that time, Momenta was a NASDAQ-traded public
company (ticker:  MNTA).  Nourafchan’s employer, Law Firm A, represented Momenta in
connection with the transaction, which was codenamed “Project Mars” to safeguard the
confidentiality of the potential acquisition.
59. On April 15, 2019, Momenta entered into a confidentiality agreement with an
affiliate of Johnson & Johnson to discuss a potential transaction between the two companies,
which was superseded by a second confidentiality agreement executed on July 1, 2020.
60. On or about July 8, 2020, Silverstein and Nourafchan met in person in Colorado.
61. On or about July 14, 2020, Nourafchan obtained access to Law Firm A’s files
related to the transaction between Momenta and Johnson & Johnson.  Nourafchan, who was not
assigned to work on the transaction, accessed electronic documents—which included a draft
merger agreement, diligence review tracker, timeline, and signing checklist—that contained
material nonpublic information regarding Johnson & Johnson’s potential acquisition of
Momenta.

14
62. On July 16, 2020, at 1:20 a.m.,
3
 Nourafchan messaged Silverstein, instructing him
to call Nourafchan “in [the] am” and that he is “[l]ooking forward to learning a bissel[.]”
“Learning” is a term that many of the Defendants used as code for passing inside information.
Bissel means “a little bit” in Yiddish.  Silverstein responded:  “Yo tambien” (meaning “me too”
in Spanish).
63. Late on July 16, 2020, Nourafchan viewed confidential files at Law Firm A
related to the Momenta transaction, including a transaction checklist and merger agreement.
64. On July 17, 2020, Nourafchan and Silverstein exchanged several messages and
had at least three brief telephone calls.
65. Between July 20, 2020 and July 31, 2020, Nourafchan continued to access
confidential files related to the Momenta transaction at Law Firm A, including a draft SEC Form
8-  K filing, a board presentation, and a revised draft of the merger agreement.
66. On August 2, 2020, Silverstein and Horowitz communicated several times by
phone, with the calls lasting between 1 and 7 minutes.  At that time, Silverstein was participating
in a WhatsApp group chat with Horowitz (nicknamed “Sruly”) and Mark Fensterszaub
(nicknamed “Uda”), as well as brothers Simon and Brian Fensterszaub.  The group chat was
called “Brothers in the Market.”  Participants in the “Brothers in the Market” group chat
discussed a number of topics but primarily focused on trading securities.
67. The following day, August 3, 2020, Horowitz bought 20 out-of-the-money
Momenta call options with a strike price of $35.  As of that time, Momenta shares were trading
in the range of $30 to $32.

3
 All times are approximate.  Unless otherwise indicated, all times are either EST or EDT depending on
the communication date.

15
68. On August 4, 2020, Nourafchan accessed a number of confidential documents
maintained by Law Firm A related to the Momenta transaction.  These documents included a
board presentation, board minutes, a working group list, and information about termination fees.
69. Also on August 4, 2020, Horowitz and Silverstein spoke several times by phone,
with the calls lasting for between 1 and 10 minutes.  Shortly after talking to Silverstein, Horowitz
added to his Momenta options position, this time using a different brokerage account.
70. Also on August 4, 2020, Simon Fensterszaub spoke by phone with Silverstein; the
two men had a brief telephone call early in the afternoon and then talked two more times that
day.  Simon Fensterszaub and Silverstein also texted multiple times that day (including a
message from Silverstein saying “Uda trying to call u”) and texted multiple times the following
day, August 5, 2020, which included Simon Fensterszaub texting, “don’t forget about me” and
Silverstein replying, “  I didn’t[.] ”
71. On the evening of August 4, 2020, Nourafchan sent a WhatsApp message to
Yadgarov stating:  “Call me to learn[.] ”
72. On the morning of August 5, 2020, Simon Fensterszaub called Silverstein, and the
call lasted for just over half an hour.  Later in the day, after the call, Simon Fensterszaub bought
five Momenta call options at a strike price of $37 and subsequently added to his position by
purchasing Momenta shares as well as additional out-of-the-money Momenta call options in the
following days.
73. On August 6, 2020, Mark Fensterszaub and Silverstein talked on the phone for
approximately 20 minutes.
74. On August 7, 2020, Simon Fensterszaub called Defendant Alperin ( nicknamed
“Moshe”); the two men (who were then co-workers) spoke for approximately four minutes.

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75. The same day, August 7, 2020, Horowitz and Silverstein again spoke by phone,
and after the call, Horowitz added to his out-of-the money Momenta call options position (this
time purchasing call options with a strike price of $33).
76. On August 10, 2020, Simon Fensterszaub and Eli Kavian (who were then co-
workers) spoke on the phone at 12:10 p.m. for approximately three minutes.  Both Simon
Fensterszaub and Eli Kavian bought out-of-the-money Momenta call options that same day.
Then, on August 12, 2020, Simon Fensterszaub sent a WhatsApp message to Eli Kavian telling
him “ Check your AOL email. I just sent you something[.] ”  After receiving this message, Eli
Kavian added to his Momenta call options position on August 13, 2020.  Eli Kavian’s brother
Daniel Kavian also bought out-of-the-money Momenta call options the following day, August
14, 2020.
77.  On August 11, 2020, Mark and Simon Fensterszaub spoke by phone twice; their
calls lasted for a total of approximately 26 minutes.  The following day, August 12, 2020, Mark
Fensterszaub began purchasing Momenta shares.
78. On August 14, 2020, Alperin began buying out-of-the-money Momenta call
options.  Alperin also messaged a WhatsApp group labeled “Stock Traders”; the recipients
included Eli Kavian and Simon Fensterszaub.  Alperin, Eli Kavian, and Simon Fensterszaub all
worked together at that time.  Alperin wrote: “So the value for M[N]TA stocks are going up but
not the price to sell. So we can’t make a profit | Yet[.]”
79. Also on August 14, 2020, approximately 6:00 p.m., Nourafchan sent Yadgarov a
WhatsApp message that stated: “Trying to learn with you[.] ”  Approximately 14 minutes later,
Yadgarov replied: “I’m running to mikvah. Pls read last section I sent u[.]”
4

4
 A mikvah is a bath in which certain Jewish ritual purifications are performed.

17
80. Late in the day on August 16, 2020, Simon Fensterszaub attempted to call
Hatanian and messaged him saying “call me when you have a moment[.]”  Simon Fensterszaub
then messaged Hatanian the evening of August 17, 2020:  “According to my brother-in-law it is
a done deal, the announcement will be either this week or next |  And for those reasons, is why I
bought shares[.]”  Hatanian replied:  “can’t trade on inside info - but fundamentals look good |
and I’ve wanted to add a pharma company to my portfolio[.] ”
81. On August 18, 2020, Law Firm A—Nourafchan's employer—learned that
Johnson & Johnson’s board had approved the proposed merger agreement with Momenta.
82. On August 19, 2020 at 6:34 a.m., Momenta formally announced that Johnson &
Johnson would acquire the company for $52.50 per share in an all-cash transaction.  On t he prior
trading day, August 18, 2020, the closing price for Momenta s tock was $30.81 per share.  After
the announcement of Momenta’s acquisition on August 19, 2020, the price of Momenta stock
rose substantially, hitting $52.12 per share by the close of trading.
83. At approximately 6:46 a.m. on August 19, 2020, Eli Kavian messaged the
WhatsApp Stock Traders group chat to say that “[i]t looks like the flight took off this
morning[.] ”  (“Flight” was code for the Momenta announcement.)  Simon Fensterszaub
responded by messaging the group chat a framed photograph of basketball star LeBron James,
and Alperin messaged the group chat a picture of $100 bills.
84. After the Momenta announcement, beginning on August 19, 2020, Defendants
Horowitz, Simon Fensterszaub, Alperin, Mark Fensterszaub, Daniel Kavian, and Eli Kavian all
liquidated their positions in Momenta securities.   On August 21, 2020, Simon Fensterszaub
wrote to the Stock Traders group chat:  “Time to take the Money and run[.] ”

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85. By trading Momenta securities, the below-listed Defendants, while aware of and
on the basis of material nonpublic information, generated approximate net profits as summarized
in the chart below:
Defendant Net Profit
Alperin $21,168
Mark Fensterszaub $2,440
Simon Fensterszaub $14,135
Horowitz $40,240
Daniel Kavian $1,471
Eli Kavian $9,194

86. On August 21, 2020, Daniel Kavian messaged Eli Kavian to say: “5k ready” and
then on August 22, 2020, asked Eli Kavian: “R we donating to rabbi goldstone[.]”  These were
coded messages between the Kavians regarding the kickbacks to be paid for the Momenta tip.
87. In late August of 2020, Nourafchan followed up with Silverstein to obtain a
kickback for the insider trading tip Nourafchan had provided to Silverstein regarding the
acquisition of Momenta.  On August 26, 2020, Nourafchan messaged Silverstein:  “Call me bro |
You can run but you can’t hide motherfucker[.]”  Silverstein responded:  “Haha. Give me 20,” to
which Nourafchan replied:  “to life[.]”  Silverstein then responded:  “I hope not[.]”  Then on
September 10, 2020, Nourafchan said: “Bro I’m trying to reach you for days.  Call me[.]”  Then
on September 11, 2020, Nourafchan told Silverstein that he left a voicemail and asked:  “Bro you
got the message? | Can you please arrange today?”  Silverstein replied:  “Yeah, I will try to
arrange today. Worst comes to worst it will be done by Monday[.]”  After a series of additional
exchanges, including with a third party who was to receive the funds due to Nourafchan on

19
Nourafchan’s behalf, Silverstein sent Nourafchan a screenshot of a $9,765 wire transfer to the
third party, messaging “I’m sorry for the long delay,” and “sent u confirmation.”  Nourafchan
confirmed:  “Just went through. Thank you bro!”
88. The above-referenced bid for Momenta contemplated an acquisition through
means of a tender offer.
89. At the time Nourafchan and/or Yadgarov directly or indirectly tipped the above-
named Defendants regarding these tender offers, a substantial step or steps to commence the
offer – including negotiations, board meetings, the arrangement of financing, the hiring of
advisors, and proposals – had been taken.
D. Example 2:  SailPoint Technologies Holdings, Inc.
90. At 6:45 a.m. on April 11, 2022, SailPoint Technologies Holdings, Inc.,
(“SailPoint”) announced that it had entered into a definitive agreement to be acquired by private
equity firm Thoma Bravo in an all-cash transaction that valued SailPoint at approximately $6.9
billion.  SailPoint, an enterprise identity security firm, had been trading on NASDAQ (ticker
symbol: SAIL).  The announcement noted that SailPoint shareholders would receive $65.25 per
share, which represented a 48% premium to SailPoint’s 90-day volume-weighted average trading
price.  In the wake of the announcement, the price of S ailPoint stock spiked to $64.05 per share
by the end of the trading day on April 11, 2022, representing a 29% increase from the prior day.
91. In early 2022, Nourafchan was working for Law Firm B.  Law Firm B represented
SailPoint in connection with the acquisition, which was codenamed “Flying Cloud” to safeguard
the confidentiality of the matter.
92. While working as an associate for Law Firm B, Nourafchan, who was not
assigned to work on the SailPoint transaction, accessed electronic documents relating to the
acquisition in late March 2022.  These documents contained material nonpublic information

20
regarding Thoma Bravo’s acquisition of SailPoint.  The documents that Nourafchan accessed
were stored on Law Firm B’s computer servers located in the District of Massachusetts.
93. On March 9, 2022, Nourafchan messaged Silverstein:  “Gearing up for a trip to
Miami bro. Get ready. Will make up for last time.”  Silverstein responded with emojis:  ��������������������[.]
On March 10, 2022, Nourafchan messaged Silverstein, stating in relevant part, “Wanted to plan
another trip with you. We’ll be in touch[.]”  Silverstein responded in relevant part, “After last
failed trip I have been bleeding. Need a refuah[.] ”  “Refuah” is a Hebrew word meaning
“healing.”
94. On March 28, 2022, Nourafchan accessed a signing checklist for the potential
SailPoint acquisition.
95. Also on March 28, 2022, after he had accessed the signing checklist for the
potential SailPoint acquisition, Nourafchan called Silverstein for less than one minute.
96. Also on March 28, 2022, Yadgarov texted Bratslavsky asking him if he was
“around for mincha [e.g., Jewish afternoon prayer service] and learning,” which in this context
was code for passing inside information.  Bratslavsky responded that he was around; they met
later that day.
97. On the morning of March 31, 2022, Silverstein and Horowitz exchanged several
text messages.  At 2:24 p.m., Horowitz began buying out-of-the-money SailPoint call options
with a strike price of $55 and an expiration date of May 20, 2022.  (At that time, SailPoint shares
were trading in the range of $49 to $51 per share).  After selling some of his $55 call option
contracts, Horowitz continued to purchase 117 additional SailPoint call options between April 1
and 6, 2022 at strike prices ranging from $45 to $60.  These additional call options had
expiration dates in May and June 2022.

21
98. On March 31, 2022, Bratslavsky entered an order to purchase 140 SailPoint call
options but that order was not executed.
99. On April 1, 2022, at 8:59 a.m., Bratlavsky purchased 14,000 shares of SailPoint
stock for $51.73 to $51.74 per share.
100. On April 5, 2022, at 12:54 p.m., Brian Fensterszaub bought 23 SailPoint call
options with a strike price of $65 and an expiration date of May 20, 2022.
101. On April 5, 2022, Silverstein messaged Simon Fensterszaub about sending Simon
Fensterszaub money to invest in SailPoint securities.  Silverstein wrote:  “I wanna get you some
money to put in.  I should have 12k by tomorrow[.] ”  Simon Fensterszaub responded:  “We will
be in touch tomorrow morning. We are going to kill this[.] ”  On April 8, 2022, Simon
Fensterszaub sent Silverstein his address, phone number, and the routing and account numbers
for his bank account so that Silverstein could wire money for Fensterszaub to invest in SailPoint
securities.  Silverstein responded the same day:  “Sending 10k now[.] ”  While Simon
Fensterszaub waited for Silverstein’s wire transfer to arrive in his bank account to trade
SailPoint, Defendants Brian Fensterszaub, Grinberg, Mark Fensterszaub, and Suskind
established positions in SailPoint securities.
102. On April 6, 2022, Brian Fensterszaub purchased 29 additional SailPoint call
options with a strike price of $65 and an expiration date of May 20, 2022.  Brian Fensterszaub
spoke and exchanged text messages with Silverstein frequently throughout the Relevant Period,
including on April 3 and April 4, 2022.
103. On April 6, 2022, at 2:52 p.m., Grinberg, who learned of the SailPoint acquisition
from Silverstein, began buying 4 SailPoint call options with strike prices ranging from $55 to
$65 and an expiration date of May 20, 2022.  Grinberg also purchased 31.44 SailPoint shares on
April 8, 2022, for $50.09 to $50.51 per share.

22
104. On April 7, 2022, Mark Fensterszaub had a call that lasted approximately two
hours with the brokerage firm Robinhood, learning how to trade options and trade on margin.
105. On April 8, 2022, at 10:39 a.m., Brian Fensterszaub and Suskind had a four-
minute phone call.  At 1:30 p.m., Suskind bought $8,000 worth of SailPoint stock for $49.73 per
share.  At 1:31 p.m., Suskind also bought 200 SailPoint call options with a strike price of $60
and an expiration date of May 20, 2022.
106. On April 8, 2022, at 11:58 a.m., Mark Fensterszaub, after calls that morning with
his brothers Brian and Simon Fensterszaub, bought 150 SailPoint call options with a strike price
of $60 and an expiration date of May 22, 2022.
107. On April 11, 2022, at 6:45 a.m., SailPoint announced that it had entered into a
definitive agreement to be acquired by Thoma Bravo in an all-cash transaction valued at
approximately $6.9 billion.  As a result of this announcement, SailPoint’s stock price increased
by approximately 29.16%, to a closing price of $64.05, up from a closing price of $49.59 on
April 8, 2022.
108. On April 11, 2002, at 8:06 a.m., Simon Fensterszaub messaged his brother Brian,
reflecting his surprise that the acquisition was announced earlier than expected:  “Ship just
sailed!!! | Info was a little off again.”
109. On April 11, 2022, at 8:41 a.m., Silverstein—whose funds had not yet reached
Simon Fensterszaub and therefore was unable to invest in SailPoint securities before the
announcement—messaged Simon Fensterszaub expressing surprise and frustration at the timing
of the acquisition announcement:  “Wtffffffffffffff[.] ”  Simon Fensterszaub responded:  “We just
arrived at the airport to watch the plane takeoff[.] | Too little too late[.]”  Silverstein replied:
“Seriously. What a waste[.] ”  Simon Fensterszaub shared Silverstein’s frustration with missing

23
an opportunity to profit from their advance knowledge of the acquisition:  “So basically nobody
got in | This sucks!”
110. Over the next several days, Simon Fensterszaub and Silverstein continued to
discuss returning the $10,000 that Silverstein had sent to Simon and when they would next
receive inside information.  On April 14, 2022, Silverstein messaged Simon Fensterszaub:
“Hopefully we will get serious revenge on the next one. And it should come very soon.”  On
April 19, 2022, Simon Fensterszaub messaged Silverstein, “So....... When the next flight??”
Silverstein responded:  “After pesach [Passover] we will see | The guy is in Morocco[.]  ”
According to travel records, Nourafchan had departed the United States on or about April 12,
2022, and returned on or about April 28, 2022.  Nourafchan traveled to Morocco during his time
outside the United States.
111. The Defendants’ approximate net profits from their SailPoint trades made while
aware of and on the basis of material nonpublic information about the acquisition are
summarized in the chart below:
Defendant Net Profit
Bratslavsky $171,411
Mark Fensterszaub $45,999
Grinberg $2,378
Horowitz $69,004
Suskind $8,944

112. Certain traders paid kickbacks for the SailPoint tips.  For example, in late April
2022, Bratslavsky withdrew substantial amounts of cash, and met with Yadgarov in early May
2022, providing him a portion of the profits Bratslavsky made trading SailPoint securities.

24
E. Example 3:  iRobot Corp.
113. On August 5, 2022, iRobot Corp. (“iRobot”), a global consumer robot company
that traded on NASDAQ (ticker symbol “IRBT,”) and Amazon Inc. announced they had entered
a merger agreement under which Amazon would acquire iRobot for $61 per share in an all-cash
transaction valued at approximately $1.7 billion.
5

114. Amazon first contacted iRobot about a potential acquisition in May 2022.
115. Law Firm B represented iRobot in connection with the potential acquisition,
which was codenamed “Project Integrator” to safeguard the confidentiality of the matter.
116. While working as an associate for Law Firm B, Nourafchan, who was not
assigned to work on the iRobot transaction, accessed electronic documents relating to the
transaction at various times from at least June 7 through at least July 7, 2022.  These
documents—which included a draft merger agreement, offer letter, and signing checklist—
contained material nonpublic information regarding Amazon’s potential acquisition of iRobot.
The documents Nourafchan accessed were stored on Law Firm B’s computer servers located in
the District of Massachusetts.
117. On June 9, 2022, just two days after Nourafchan began accessing internal
documents regarding the potential merger, Defendants Alperin, Brian, Mark, and Simon
Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel and Eli Kavian, Ostrov, Suskind, and
Winslow began taking positions in iRobot securities after speaking with Silverstein and other
defendants.
118. Grinberg and Silverstein met in person at a casino in Florida in June 2022 where
Silverstein tipped Grinberg about the potential acquisition of iRobot.  Silverstein told Grinberg

5
 Ultimately, Amazon and iRobot mutually agreed to terminate the acquisition agreement.  The companies
announced the termination on January 29, 2024.

25
that the tip came from the same lawyer who had provided Silverstein confidential information
about other companies.    On June 9, 2022, Grinberg and Silverstein spoke by phone at 2:11 and
2:29 p.m.  A little more than an hour later, Grinberg began buying iRobot shares.  At various
times from June 9 until August 4, 2022 (the day before the public announcement about the
merger), Grinberg continued to purchase iRobot shares, in addition to iRobot call options
(mostly out-of-the money) with expiration dates in August and September 2022.  Grinberg had
not previously purchased iRobot securities at any point before the Tipping Scheme began.
119. Similarly, on June 9, 2022, Horowitz began purchasing out-of-the-money iRobot
call options less than 20 minutes after he spoke by phone with Silverstein.   Horowitz had not
previously purchased iRobot securities at any point in the Relevant Period.  Horowitz continued
to purchase iRobot call options throughout June and July 2022, with his last purchase occurring
on August 4, 2022—the day before the public announcement of Amazon’s acquisition of iRobot.
In all, Horowitz acquired 479 call options at strike prices between $38 and $56.
120. Silverstein began tipping certain other Defendants about Amazon’s impending
acquisition of iRobot on or around June 10, 2022, when he communicated with all three
Fensterszaub brothers.
121. Silverstein spoke several times with Brian Fensterszaub by phone on June 10,
2022, with the last call occurring at 2:53 p.m.  Silverstein tipped Brian Fensterszaub with
material nonpublic information about the impending acquisition of iRobot while speaking with
Brian Fensterszaub by phone.  Less than an hour after that last call of the day with Silverstein,
Brian Fensterszaub began purchasing out-of-the-money iRobot call options.   He also purchased
and sold iRobot shares beginning on June 16, 2022.  Brian Fensterszaub had not previously
purchased iRobot securities at any point before the Tipping Scheme began.

26
122. In July 2022, Brian Fensterszaub later tipped his brother-in-law, Joseph Suskind,
about the impending iRobot acquisition.  Beginning on July 20, 2022, and continuing through
July 27, 2022, Suskind deposited $160,000 into his brokerage account.  Between July 20 and
August 1, 2022, Suskind used all of the funds that he had deposited to purchase iRobot stock and
out-of-the-money call options.  On July 20, 2022, the day that Suskind began purchasing iRobot
securities, Brian Fensterszaub sent him a message stating “[l]ooks like it might b [sic] time
����������[thinking face emoji],” to which Suskind replied, “I put in 5k this morning[.] ”  Suskind had
purchased $5,000 worth of iRobot shares that morning.  Suskind and Brian Fensterszaub
continued discussing Suskind’s trading strategy until the acquisition was announced.  Between
July 20 and August 1, 2022, Suskind bought 3,669.07 iRobot shares for prices ranging from
$40.64 and $45.58 per share.  Between July 22 and July 27, 2022, Suskind bought 570 iRobot
call options with strike prices ranging from $50 to $60 with expiration dates in August and
September 2022.
123. The same day that Silverstein tipped Brian Fensterszaub, June 10, 2022,
Silverstein also tipped Brian’s brother, Mark Fensterszaub about the iRobot acquisition.  At 5:07
p.m. Silverstein and Mark Fensterszaub spoke by phone for about 14 minutes.  Less than a half
hour after speaking with Silverstein, Mark Fensterszaub began purchasing iRobot shares.  He
purchased a total of 1,000 iRobot shares that day.  One week later, Mark Fensterszaub began
purchasing iRobot call options.  He continued to purchase iRobot call options in June, July, and
August 2022, with the last purchase occurring on August 4, 2022, the day before the public
announcement of Amazon’s acquisition of iRobot.  Those options entitled him to purchase
60,300 iRobot shares at strike prices between $45 to $55 by August and/or September 2022.  He
also purchased an additional 300 shares of iRobot on August 4, 2022.  He had not previously
purchased iRobot securities at any point before the Tipping Scheme began.

27
124. The same day that Silverstein tipped Brian and Mark Fensterszaub, he
communicated with their brother, Simon Fensterszaub, and tipped Simon about the iRobot
transaction.  At 5:25 p.m., on June 10, 2022, Simon Fenstersnzaub sent a message to Silverstein
about meeting each other in person that evening and specifically noted that he wanted “to talk
about our flight” when they met.  About a minute later, Simon Fensterszaub messaged
Silverstein again:  “There is no way in hell we are missing this one[.] ”  Simon Fensterszaub was
correct—as described below, he and all those that he tipped about the pending acquisition made
timely purchases of iRobot securities and substantial profits on the basis of material nonpublic
information that Simon Fensterszaub received from Silverstein.
125.
 As of June 1, 2022, Simon Fensterszaub had a brokerage account with a balance
of approximately $240.  On June 13, 2022, $50,000 was wired into Simon Fensterszaub’s
brokerage account, and on June 16, 2022, Simon Fensterszaub purchased 1,000 iRobot shares  in
his brokerage account, for a total cost of more than $40,000.  At that time,the iRobot shares were
the only securities Simon Fensterszaub held in that brokerage account.
126. In addition to trading, Simon Fensterszaub began providing the confidential
information he received from Silverstein to several other Defendants—Hatanian, Izsak, Eli
Kavian, Orstrov, and Winslow—intending that these individuals buy iRobot securities based on
that information.  Eli Kavian, in turn, tipped Alperin and his brother Daniel Kavian, intending
that these Defendants buy iRobot securities based on that information.
127. Hatanian.  On June 13, 2022, Simon Fensterszaub messaged Hatanian:  “I hope
everything is going well. Call me when you have a moment to talk about the flight[.] ”  The two
spoke by phone that afternoon.  Two days later, on June 15, 2022, Hatanian purchased 1,000
iRobot shares for $42 per share, and bought 200 more shares at $41.10 per share the following
day, June 16, 2022.  Hatanian also purchased various series of iRobot options (with August 19,

28
2022 expiration dates) between June 16 and August 2, 2022.  He also continued to purchase
iRobot shares through July 29, 2022 at prices ranging from $42 to $46 per share.  Hatanian had
not previously purchased iRobot securities before the Tipping Scheme began.
128. Hatanian and Simon Fensterszaub—who himself began purchasing shares of
iRobot on June 16, 2022 at $40.70 per share—continued to discuss the timing of the pending
acquisition.  For example, on June 17, 2022, Simon Fensterszaub messaged Hatanian:  “I am
running around on errands today. I hope to find out today when the Rabbi’s surgery is going to
take place[.] ”  “Rabbi’s surgery” was a coded reference to the announcement of the Amazon-
iRobot transaction.  Hatanian responded:  “ok please let me know -  I am praying!”
129. Simon Fensterszaub continued to communicate with Silverstein, seeking updates
about the Amazon-iRobot transaction, the status of which was not fully known to them during
late June and early July 2022.  For instance, they engaged in a series of messages regarding the
date “when the rabbi is scheduled for surgery”—referring in coded language to the anticipated
date of the Amazon-iRobot transaction.  At one point, Simon Fensterszaub noted that he had “a
friend that would like to donate towards the surgery but he wants to know when the surgery is
scheduled for[.] ”  Fensterszaub was referring to a friend who wanted to participate in the insider
trading scheme by investing in iRobot securities but wanted to know when the merger was
supposed to occur.  They continued to discuss the date of the transaction, even questioning
whether it was going to occur at all.  “Is he still scheduled for surgery?”  Simon Fensterszaub
asked on June 21, 2022.  “We are still waiting for the Dr. to check if it’s still needed,” Silverstein
responded.  On June 27, 2022, Fensterszaub and Silverstein discussed whether Silverstein had
any further information about the Amazon-iRobot transaction—i.e., “how the Rabbi is feeling.”
Below is an excerpt of their exchange:

29
S. Fensterszaub Any chance you can find out today how the Rabbi is feeling
S. Fensterszaub ?
Silverstein Unfortunately nothing
S. Fensterszaub Dude that’s scary
Silverstein Yeah
Silverstein Stagnant. No movement on the situation
S. Fensterszaub Should I tell ppl to pull out?
S. Fensterszaub Find out if we should bail
Silverstein I'll see you soon
Silverstein Actually not sure if I'm going out
S. Fensterszaub So what should I advise ppl
Silverstein Are they even
S. Fensterszaub I could find out but based on the current price I would assume so
Silverstein So pull. But we might go back at it shortly
S. Fensterszaub I have to remember to tell people tomorrow

130. In the exchange above, Silverstein and Simon Fensterszaub were discussing
whether Silverstein had any updates regarding the Amazon-iRobot transaction, and whether the
lack of additional information suggested that Simon Fensterszaub should recommend to other
traders that they exit their positions in iRobot securities (“pull out” or “bail”).  Silverstein
suggested that if they would not lose money by selling (“Are they even[?]”), they might consider
selling, but that “we might go back at it shortly.”
131. Notwithstanding the concerns he expressed in June 2022 about the timing of the
transaction, Simon Fensterszaub continued to purchase iRobot securities while in possession of

30
material nonpublic information in July 2022.  For example, on July 13, 2022, Simon
Fensterszaub purchased an additional 100 iRobot shares for $3,840, along with 36 out-of-the-
money iRobot call options with a strike price of $55 and an expiration date of September 16,
2022.
132. In addition to purchasing iRobot securities based on the confidential information
he received from Silverstein, Simon Fensterszaub tipped other defendants, as described below.
133. Eli Kavian.  On June 12, 2022, Simon Fensterszaub messaged Eli Kavian: “I
have some more flight information[.[ ”  Kavian responded, “Yalla...| Yallaaaaaaaa.[[.]”  On July
14, Eli Kavian purchased 142 out-of-the-money iRobot call options at a strike price of $50.  A
week later, Eli Kavian purchased 45 more out-of-the-money call options at a strike price of $60.
All of the call options had an expiration date of September 16, 2022.
134. Ostrov.  On July 29, 2022, at 1:50 p.m., Simon Fensterszaub called Ostrov; the
call lasted a little less than three minutes.  They spoke again on July 31, 2022, at 2:36 a.m. for
close to three and a half minutes.  The next morning, on August 1, 2022, Ostrov and Simon
Fensterszaub spoke twice for a total of more than 7 minutes.  That same day, a $50,000 transfer
into Ostrov’s brokerage account cleared, and Ostrov purchased 200 iRobot shares at an average
price of 45.35 per share.  He also purchased 5 out-of-the-money call options that day, with a
strike price of $50, that expired on August 19, 2022.  Between August 2 and 4, he purchased 28
more call options, some of which were out-of-the money, with strike prices ranging from $48 to
$55.  These call options also expired on August 19, 2022.
135. Daniel Kavian.  Eli Kavian tipped his brother Daniel Kavian about the
impending iRobot transaction in the summer of 2022.  On July 19, 2022, Daniel Kavian
deposited $25,000 into one of his brokerage accounts and began buying out-of-the-money iRobot
call options that same day.  Daniel Kavian made additional deposits of $54,000 into one of his

31
brokerage account between July 20 and August 3, 2022, and used the funds to purchase iRobot
shares and additional out-of-the money iRobot call options.  In all, beginning with his first
purchase on July 19, 2022, and ending with his last purchase on August 3, 2022, Daniel Kavian
purchased a total of 750 iRobot shares and 315 call options with strike prices ranging from $45
to $50.   The call options all expired in early or mid-September 2022.
136. Alperin.  Eli Kavian also tipped Alperin about the impending iRobot transaction.
On August 1, 2022, Alperin spent $23,050 to purchase 130 iRobot call options with a strike price
of $55 and an expiration date of September 16, 2022.  That day, iRobot shares traded between
$44.55 and $47.29 per share.
137. Winslow.  In the summer of 2022, Simon Fensterszaub tipped Winslow about the
pending acquisition of iRobot.  On August 1, 2022, after receiving material nonpublic
information regarding the pending Amazon-iRobot transaction, Winslow purchased 50 out-of-
the-money iRobot call options with a strike price of $52 and an expiration date of September 2,
2022.
138.  In addition, in the summer of 2022, Nourafchan also tipped his brother, L.
Nourafchan about the impending acquisition of iRobot, and L. Nourafchan then tipped the
confidential information to his hair stylist, Bishay.  Bishay then tipped the confidential
information about iRobot to his friend, Milik.
139. On or about July 15, 2022, L. Nourafchan and Bishay attempted to arrange an in-
person meet up to discuss the potential acquisition of iRobot.  Also on July 15, 2022, Milik sent
Bishay a text message that appeared to be a coded request for a stock symbol.
140. Milik began buying shares of iRobot as early as July 18, 2022, and continued
buying on July 19, 2022.

32
141. Early on the morning of July 20, 2022, L. Nourafchan and Bishay were in contact
to arrange a meeting regarding the potential Amazon-iRobot transaction.  Less than an hour after
meeting with L. Nourafchan, Bishay sent Milik a text message instructing Milik to call him.
Bishay then purchased 100 iRobot shares on or about July 21, 2022, and Milik continued to add
to his position in iRobot securities on July 22, 2022, ultimately buying a total of 5,150 iRobot
shares and 721 out-of-the-money call options with strike prices between $40 and $55 that
expired on August 19, 2022.
142. On July 28, 2022, Brian Fensterszaub forwarded a link to a news article entitled
“Ex-US congressman among 9 charged in insider trading cases” via WhatsApp to his brother,
Mark Fensterszaub, who responded by sending Brian Fensterszaub the Google search results for
the phrase “insider trading definition.”
143. At 8:00 a.m. on August 5, 2022, iRobot and Amazon announced they had entered
a merger agreement under which Amazon would acquire iRobot for $61 per share in an all-cash
transaction valued at approximately $1.7 billion.  As a result of this announcement, iRobot’s
stock price increased by approximately 19.10%, to a closing price of $59.54, up from a closing
price of $49.99 on August 4, 2022.  At 8:24 a.m. on August 5, Eli Kavian messaged Simon
Fensterszaub a link to a CNBC article about the announcement.  At 9:18 a.m., Eli Kavian
messaged Simon Fensterszaub:  “What happened to aug 12 lol | And $65,” indicating that he
expected the announcement to be made on August 12, 2022, and that the acquisition price would
be $65 per share instead of $61.  Simon Fensterszaub responded:  “Last minute closing
negotiations . . . I guess.”
144. Also on August 5, 2022, after the iRobot announcement, Milik texted Bishay:
“You were right[.] ”

33
145. Also on August 5, 2022, after the iRobot announcement, Mark Fensterszaub
messaged Silverstein to tell him that the loan balance Silverstein had accrued with him had been
forgiven, and delivered this news with an emoji in the shape of a champagne bottle.  Silverstein
responded with a champagne emoji and fist bump emojis.
146. Following the announcement and increase in the price of iRobot shares, the
above-described Defendants closed out their iRobot positions, earning trading profits
summarized in the chart below:
Defendant Net Profit
Alperin $38,135
Bishay $1,466
Brian Fensterszaub $23,985
Mark Fensterszaub $111,496
Simon Fensterszaub $43,710
Grinberg $22,968
Hatanian $96,840
Horowitz $136,253
Daniel Kavian $276,448
Eli Kavian $36,745
Milik $733,433
Ostrov $20,521
Suskind $171,079

147. After the August 5, 2022 iRobot announcement, certain of the defendants began
paying kickbacks to Nourafchan, Yadgarov, and others (via L. Nourafchan and other defendants)

34
for the tips of confidential information.  For example, Daniel Kavian sent a $2,500 payment to
Simon Fensterszaub via the online payment system Zelle on August 30, 2022 as a kickback of
the profits he generated from trading iRobot.  Also in August of 2022, Eli Kavian made a
payment to Simon Fensterszaub at an in-person meeting that he understood would be routed to
the attorney who provided the tips of confidential information. Also in August of 2022, Bishay
collected money from Milik and provided it to L. Nourafchan as a kickback approximately one
week after the iRobot announcement.
Example 4:  Momentive Global, Inc.
148. On March 13, 2023, Momentive Global Inc. (“Momentive”), the maker of the
survey platform SurveyMonkey, publicly announced that it had entered into a definitive
agreement to be acquired by a consortium led by Symphony Technology Group for
approximately $1.5 billion.  Under the announced terms of the agreement, shareholders of
Momentive, which traded under the ticker symbol MNTV on NASDAQ, would receive $9.46
per share.  According to a press release announcing the acquisition, the $9.46 per share
acquisition price represented a premium of approximately 28% to the volume-weighted average
closing price of Momentive stock for the 10 trading days ending on March 13, 2023.
149. Law Firm B represented an investment bank that acted as a financial adviser to
Momentive in connection with the potential acquisition, which was codenamed “Project
Mercury” to safeguard the confidentiality of the matter.
150. While working as an associate for Law Firm B, Nourafchan, who was not
assigned to work on the Momentive transaction, accessed electronic documents relating to the
transaction at least three times on February 14, 2023, March 3, 2023, and March 8, 2023.  These
documents—which included a proposed merger agreement, an engagement letter between
Momentive and an investment bank advising Momentive on the acquisition, and the investment

35
bank’s assessment of the terms of the proposed merger, commonly known as a “fairness
opinion” —contained material nonpublic information regarding Symphony Technology Group’s
potential acquisition of Momentive.  The documents Nourafchan accessed were stored on Law
Firm B’s computer servers located in the District of Massachusetts.
151. Nourafchan communicated with Silverstein by text message and a phone call late
in the evening on March 9, 2023.
152. Silverstein communicated confidential information regarding the acquisition to
certain defendants, who shared the tips with other trading defendants, resulting in a series of
purchases of Momentive stock and out-of-the-money call options beginning on March 10, 2023:
a. Eli Kavian.  At 8:31 a.m., Eli Kavian, who learned of the acquisition from
Simon Fensterszaub, began purchasing out-of-the-money Momentive call
options at a strike price of $8.  He sold those call options about 22 minutes
later, and then began buying both Momentive shares and call options.
Specifically, he bought 1,000 Momentive shares and 200 call options at a $7
strike price that expired on April 21, 2023.  At 3:46 p.m., (a few hours after he
last purchased Momentive securities) Eli Kavian sent Simon Fensterszaub a
screen capture showing trading data for Momentive, which was depicted as
trading at $7.74 per share.  Soon thereafter, Eli Kavian messaged Simon
Fensterszaub “Inshallah,” an expression meaning “God willing.”  Eli Kavian
subsequently tipped his brother, Daniel Kavian, as well as Alperin and
Winslow, with the material nonpublic information about the upcoming
Momentive transaction.

36
b. Alperin.  Also at 8:31 a.m., Alperin, who learned of the pending acquisition
of Momentive from Eli Kavian, bought 300 out-of-the-money Momentive call
options at a strike price of $8 with an expiration date of April 21, 2023.
c. Daniel Kavian.  At 8:34 a.m., Daniel Kavian began purchasing out-of-the-
money Momentive call options and shares in three brokerage accounts.
Specifically, he bought 19.449 Momentive s hares and 1699 call options at
strike prices of $7 to $9 , all with an expiration date of April 21, 2023.  Daniel
Kavian learned of the pending acquisition from his brother, Eli Kavian, who
in turn learned of the pending acquisition from Simon Fensterszaub.
d. Winslow.  At 8:46 a.m., Winslow purchased 155 out-of-the-money call
options at a strike price of $8 with an expiration date of April 21, 2023.  Eli
Kavian tipped Winslow about the pending acquisition, explaining that the tip
originated with the same lawyer as did previous tips, and that the tip had been
passed through Simon Fensterszaub to Eli Kavian.
e. Simon Fensterszaub.  At 9:04 a.m., Simon Fensterszaub bought 5,100
Momentive shares and 120 out-of-the-money Momentive call options at a
strike price of $8 with an expiration date of April 21, 2023.
f. Brian Fensterszaub.  At 11:09 a.m., Brian Fensterszaub  bought 6,800
Momentive shares and 50 out-of-the-money call options at a strike price of $7
with an expiration date of June 16, 2023.
g. Suskind.  At 11:15 a.m.,   Suskind purchased $1 million of Momentive shares
and later in the day purchased 1400 out-of-the-money call options at a $7
strike price with an expiration date of June 16, 2023.

37
h. Horowitz.  Between 2:27 p.m. and 2:28 p.m., Silverstein exchanged six text
messages with Horowitz.  At 2:56 p.m., Horowitz began buying out-of-the-
money Momentive call options, eventually building a position of 181
Momentive call options with strike prices of $4 to $7, all with an expiration
date of April 21, 2023.  On March 13, 2023, Horowitz purchased 20
additional out-of-the-money call options at a strike price of $3 with an
expiration date of April 21, 2023.
i. Mark Fensterszaub.  At 3:25 p.m., Mark Fensterszaub purchased 75 out-of-
the-money Momentive call options at a strike price of $8 with an expiration
date of April 21, 2023, along with 2587.516 Momentive shares.
j. Grinberg.  On March 13, 2023, at 3:16 p.m., Grinberg, who learned of the
pending acquisition from Horowitz, began purchasing Momentive shares and
out-of-the-money call options.  That afternoon, Grinberg purchased a total of
12.75 Momentive shares and 113 call options at various strike prices (the
majority of which were out-of-the-money).  The options all had an expiration
date of April 21, 2023.
153. On March 13, 2023, at 5:56 p.m., after the close of the market, Momentive
announced that it entered into an agreement to be acquired by a consortium led by Symphony
Technology Group in an all-cash transaction valued at $1.5 billion.  Under the terms of the
agreement, Momentive shareholders were to receive $9.46 per share, which represented a
premium of approximately 28% to the volume weighted average closing price of Momentive
stock for the 10 trading days ending on March 13, 2023.  As a result of this announcement,
Momentive’s stock price increased by approximately 20.21%, to a closing price of $9.28 on
March 14, 2023, up from a closing price of $7.72 on March 13, 2023.

38
154. Following the announcement, the above-described Defendants closed out their
Momentive positions, earning trading profits summarized in the chart below:
Defendant Net Profit
Alperin $16,600
Brian Fensterszaub $5,626
Mark Fensterszaub $3,151
Simon Fensterszaub $14,107
Grinberg $1,302
Hatanian $30,699
Horowitz $14,190
Daniel Kavian $13,322
Eli Kavian $18,984
Ostrov $2,843
Suskind $156,871
Winslow $2,610

155. After the March 13, 2023 Momentive announcement, certain of the defendants
began paying kickbacks to Nourafchan, Yadgarov, and others (routed through other defendants)
for the tips of confidential information. For example, in or around mid-March 2023, Eli Kavian
provided funds to his brother, Daniel Kavian, including a Zelle transfer of $7,500, for delivery to
Simon Fensterszaub in Florida.  On or about March 24, 2023, Daniel Kavian messaged Simon
Fensterszaub to say that he “was told to make a special delivery lol” and Simon Fensterszaub
responded by providing his address to Daniel Kavian.  Daniel Kavian then paid Simon
Fensterszaub in person for the tips of confidential information.

39
156. Example 5:  Enstar Group Limited
157. On July 29, 2024, the global insurance group Enstar Group Limited (“Enstar”)
announced that it had entered into a definitive merger agreement through which the investment
firm Sixth Street and other investors would acquire Enstar for $5.1 billion, with shareholders
receiving $338 per share when the merger closed.  At the time, Enstar stock was listed on
NASDAQ and traded under the ticker symbol ESGR.  As a result of this announcement, Enstar’s
stock price decreased by approximately 6.07%, to a closing price of $327.17, down from a
closing price of $348.31 on July 26, 2024.
158. Beginning in April 2024, Gershowitz was staffed by his law firm employer (Law
Firm D) on a potential transaction involving Enstar.  Gershowitz’s employer represented the lead
purchaser in the eventual Enstar transaction.  Law firm records show that on April 17, 2024,
Gershowitz drafted a document related to the Enstar transaction entitled “Project Elk-
Reinsurance Diligence Call Agenda Items.”  Project Elk was the codename used to safeguard the
confidentiality of the potential Enstar deal.
159. In May 2024, Gershowitz met Yadgarov at a bookstore in New York and
provided him with material nonpublic information about the potential Enstar acquisition.
160. A few days later, Yadgarov and Gershowitz met again, and Yadgarov told
Gershowitz that he and Nourafchan had purchased between $2 and $3 million in Enstar common
stock.
161. Between May 2024 and July 2024, Gershowitz met with Nourafchan and
Yadgarov in person several times.
162. On May 7, 2024, Suskind met in person with Brian Fensterszaub.  That afternoon,
Suskind bought approximately 1,680 Enstar shares at $297.58 per share, for approximately

40
$500,000.  About an hour later, Suskind and Brian Fensterszaub exchanged the following
messages:
Suskind:  Señor.  Do you have any new information?
Fensterszaub:     Hang bruva

163. At 11:17 a.m. the following morning, May 8, 2024, Suskind purchased
approximately 1,660 Enstar shares at an average price of $301.20 per share, for approximately
$500,000.
164. On May 9, 2024 at 6:27 a.m., Brian Fensterszaub sent two text messages to
Suskind:  ”Joey!!! In [New York] for the day, [G]avy [Silverstein] callin [sic] u[.]”  About a half
hour later, Silverstein called Suskind via WhatsApp.  Suskind and Silverstein (who are brothers-
in-law) then met at a Starbucks café in Aventura, Florida at 7:15 a.m. the same morning.
165. Also on May 9, 2024—approximately four hours after the Starbucks meeting with
Silverstein—Suskind began buying a large volume of Enstar shares.  Within a two-hour window,
Suskind bought approximately 10,809 Enstar shares at a total cost of $3.29 million.
166. The following day, May 10, 2024, Suskind added to his Enstar position, buying
another 3,697 Enstar shares at a total cost of approximately $1.15 million.
167. Two days later, on May 12, 2024, Suskind and Brian Fensterszaub again
exchanged text messages, with Suskind asking whether there was “any news regarding that
situation,” and Fensterszaub responding:  “Nuttn honey.”
168. Between May 13, 2024 and July 5, 2024, Suskind asked Brian Fensterszaub and
Silverstein for updates on Enstar, met with Brian Fensterszaub in person multiple times, and
added an additional 9,970 Enstar shares to his position at a total cost of more than $3 million.
169. In July 2024, Nourafchan looked at electronic documents related to the potential
Enstar merger on Gershowitz’s computer while the two of them were in Gershowitz’s apartment.

41
Nourafchan was also able to review printed copies of certain documents related to the Enstar
transaction while in Gershowitz’s apartment.
170. Law Firm D records show that on July 11, 2024 at 10:22 a.m., Gershowitz’s
document management account accessed an electronic document entitled “Elk – Merger
Agreement” and then a short time later, Gershowitz’s document management account accessed
an electronic document entitled “Elk – Merger Agreement Issues List.”
171. On July 26, 2026, Suskind sold a small portion of his position (approximately
2,924 shares) when the price of Enstar shares rose.  On July 29, 2024, after the transaction was
announced by Enstar, Suskind sold the majority of his position (approximately 24,711 shares).
Given that Enstar’s acquisition price ($338 per share) was below the price at which its stock had
been trading immediately before the announcement, the price of Enstar shares declined after the
July 29, 2024 announcement.  Because Suskind had purchased his Enstar shares months earlier
when the stock was trading at lower prices, he was able to sell his Enstar shares at a profit and
reap ill-gotten gains of approximately $630,000.
172. After the July 29, 2024 announcement that Enstar had entered into a merger
agreement, in or about August 2024, Yadgarov and Gershowitz met in midtown Manhattan.  At
the meeting, Yadgarov gave Gershowitz a cash payment, which Gershowitz was told was a
portion of the trading profits obtained by Nourafchan and Yadgarov from trading Enstar.  While
Gershowitz was owed $30,000 from the Enstar trading, he received a smaller amount, because
Yadgarov kept the majority of the illicit proceeds as repayment for a loan he had previously
made to Gershowitz for apartment renovations.
173. In addition, Nourafchan and/or Yadgarov directly or indirectly tipped Defendants
Bishay, Bratslavsky, Brian Fensterszaub, Simon Fensterszaub, Grinberg, Horowitz, Izsak, Daniel
Kavian, Eli Kavian, Milik, and Winslow about at least seven other corporate transactions

42
involving Law Firms A, B, C, and/or D in the same or similar manner as described above.
Specifically, while in possession of and based on material nonpublic information so
misappropriated from Law Firms A, B, C, and/or D, Bishay, Bratslavsky, Brian Fensterszaub,
Simon Fensterszaub, Grinberg, Horowitz, Izsak, Daniel Kavian, Eli Kavian, Milik, and Winslow
placed profitable trades ahead of market-moving transactions in publicly-traded companies as
summarized in the charts below:
Summary of Additional Deals Traded by Defendants
Issuer Name
(Ticker)
Announcement
Date
Description of News and Defendants’ Trading
DSP Group, Inc.
(DSPG)
August 30, 2021 Synaptics Inc. announced the signing of a definitive agreement to
acquire DSP Group at $22 per share in an all-cash transaction.
Defendants Bratslavsky and Grinberg traded profitably in DSPG
ahead of this announcement.
Citrix Systems Inc.
(CTXS)
January 31, 2022 Citrix entered into a definite agreement under which a consortium
led by Vista Equity Partners would acquire it for $16.5 billion.
Defendant Horowitz traded profitably in CTXS ahead of this
announcement.
Poshmark, Inc.
(POSH)
October 3, 2022 Poshmark entered into a definitive agreement under which Naver
would acquire it for approximately $1.2 billion.  Defendants
Simon Fensterszaub, Grinberg, Horowitz, and Suskind traded
profitably in POSH ahead of this announcement.
KnowBe4, Inc.
(KNBE)
October 12, 2022 KnowBe4 entered into a definitive agreement to be acquired by
Vista Equity Partners for approximately $4.6 million. Defendants
Bishay, Brian Fensterszaub, Simon Fensterszaub, Grinberg,
Horowitz, Milik, and Suskind traded profitably in KNBE ahead of
this announcement.
Qualtrics
International Inc.
(XM)
March 13, 2023 Qualtrics entered into a definitive agreement to be acquired by
Silver Lake for approximately $12.5 billion. Defendants Grinberg,
Izsak, Daniel Kavian, and Suskind traded profitably in XM ahead
of this announcement.
Berkshire Grey, Inc.
(BGRY)
March 24, 2023 Berkshire Grey entered into a definitive merger agreement with
SoftBank Group Corp. where SoftBank would acquire all stock
not currently owned by SoftBank for $1.40 per share.  Defendants
Simon Fensterszaub, Horowitz, Eli Kavian, and Suskind traded
profitably in BGRY ahead of this announcement
NextGen
Healthcare, Inc.
(NXGN)
September 6, 2023 NextGen agreed to be acquired by Thoma Bravo for $23.95 per
share.  Defendant Suskind traded profitably in NXGN ahead of
this announcement.

43
Overall Approximate Trading Profits for All Deals Traded by Defendants

Trader Tickers Traded Total Approximate
Profits
Boruch Hatanian IRBT and MNTV $128,000
Brian Fensterszaub BGRY, IRBT, KNBE, and MNTV $41,000
Daniel Kavian IRBT, MNTA, MNTV, and XM $293,000
David Bratslavsky DSPG and SAIL $329,000
David Ostrov IRBT and MNTV $23,000
Eli Kavian BGRY, IRBT, MNTA, and MNTV $67,000
Fernando Grinberg DSPG, IRBT, KNBE, MNTV, POSH, SAIL, and
XM
$87,000
Joseph Izsak IRBT and XM $62,000
Joseph Suskind BGRY, IRBT, KNBE, MNTV, NXGN, POSH,
SAIL, XM, and ESGR
$3,000,000
Mark Alperin IRBT, MNTA, and MNTV $76,000
Mark Fensterszaub IRBT, MNTA, MNTV, and SAIL $163,000
Miakel Bishay IRBT and KNBE $2,000
Nowel Milik IRBT and KNBE $1,200,000
Seth Winslow IRBT and MNTV $21,000
Simon
Fensterszaub
BGRY, IRBT, KNBE, MNTA, MNTV, and
POSH
$82,000
Yisroel Horowitz BGRY, CTXS, IRBT, KNBE, MNTA, MNTV,
POSH, and SAIL
$271,000

FIRST CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder
(Nourafchan and Gershowitz)

174. The Commission re-alleges and incorporates by reference Paragraphs 1 through
173 above as if they were fully set forth herein.
175. Nourafchan and Gershowitz provided, or caused to be provided, material
nonpublic information to one or more tippees, including their co-Defendants, knowing or having
a reasonable expectation or recklessly disregarding that the tippee(s) would trade and/or tip
others to trade on the basis of that information.  In each such instance, a reasonable investor
would have viewed the information as being important to his or her investment decision.

44
176. Nourafchan and Gershowitz had a duty to maintain the confidentiality of the
material nonpublic information they tipped to others by virtue of their employment with Law
Firms A and B  (Nourafchan), and Law Firms C and D (Gershowitz).  Nourafchan and
Gershowitz breached those duties by providing such material nonpublic information to others for
use in connection with securities trading and in exchange for personal benefits or with the
expectations of receiving a benefit.
177. By engaging in the conduct described above, Nourafchan and Gershowitz,
directly or indirectly, in connection with the purchase or sale of securities, by the use of means or
instrumentalities of interstate commerce, or of the mails, with scienter:
(a) employed devices, schemes, or artifices to defraud;

(b) made untrue statements of material fact or omitted to state material facts
necessary in order to make the statements made, in the light of the circumstances
under which they were made, not misleading; and

(c) engaged in acts, practices, or courses of business which operated or would operate
as a fraud or deceit upon other persons, including purchasers and sellers of
securities.

178. By reason of the actions alleged herein, Defendants Nourafchan and Gershowitz
violated and, unless restrained and enjoined, will continue to violate Section 10(b) of the
Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].
SECOND CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder

(Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon
Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L.
Nourafchan, Ostrov, Silverstein, Suskind, and Winslow)

179. The Commission re-alleges and incorporates by reference Paragraphs 1 through
173 above as if they were fully set forth herein.

45
180. Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark
Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu
Kavian, Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow traded, and/or tipped
other individuals to trade, securities while aware, and on the basis, of material nonpublic
information.  Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark
Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu
Kavian, Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow knew, recklessly
disregarded, or consciously avoided knowing that such information was material and nonpublic.
Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub,
Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian,
Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow also knew, recklessly
disregarded, or consciously avoided knowing that such material nonpublic information had been
conveyed and/or obtained in breach of a duty or obligation arising from a similar relationship of
trust or confidence.
181. By engaging in the conduct described above, Defendants Yadgarov, Alperin,
Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon Fensterszaub, Grinberg,
Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L. Nourafchan, Ostrov,
Silverstein, Suskind, and Winslow, directly or indirectly, in connection with the purchase or sale
of securities, by the use of means or instrumentalities of interstate commerce, or of the mails,
with scienter:  (a) employed devices, schemes, or artifices to defraud; (b) made untrue statements
of material fact or omitted to state material facts necessary in order to make the statements made,
in the light of the circumstances under which they were made, not misleading; and (c) engaged in
acts, practices, or courses of business which operated or would operate as a fraud or deceit upon
other persons, including purchasers or sellers of securities.

46
182. By reason of the actions alleged here, Defendants Yadgarov, Alperin, Bishay,
Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian,
Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L. Nourafchan, Ostrov, Silverstein,
Suskind, and Winslow violated and, unless restrained and enjoined, will continue to violate
Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. §
240.10b-5].
THIRD CLAIM FOR RELIEF

Violations of Section 14(e) of the Exchange Act and Rule 14e-3 Thereunder
(Nourafchan and Silverstein)

183. The Commission re-alleges and incorporates by reference Paragraphs 1 through
89 above as if they were fully set forth herein.
184. By engaging in the conduct described above, Nourafchan and Silverstein, prior to
the public announcement of tender offers by companies including Momenta Pharmaceuticals,
Inc., and after a substantial step or steps to commence each of the tender offers had been taken,
while in possession of material information relating to each of the tender offers, which
information they knew or had reason to know was nonpublic and had been acquired directly or
indirectly from the offering company, the issuer, or any officer, director, partner, or employee, or
other person acting on behalf of the offering company or issuer, communicated material
nonpublic information relating to each of the tender offers under circumstances in which it was
reasonably foreseeable that the communication was likely to result in the purchase and sale of
the securities sought or to be sought by such tender offers.
185. By reason of the actions alleged herein, Nourafchan and Silverstein violated and,
unless restrained and enjoined, will continue to violate Section 14(e) of the Exchange Act [15
U.S.C. § 78n(e)] and Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3].

47
FOURTH CLAIM FOR RELIEF

Violations of Section 14(e) of the Exchange Act and Rule 14e-3 Thereunder
(Alperin, Horowitz, Simon Fensterszaub, Mark Fensterszaub, Daniel Kavian, and Eliyahu
Kavian)

186. The Commission re-alleges and incorporates by reference Paragraphs 1 through
89 above as if they were fully set forth herein.
187. By engaging in the conduct described above, Horowitz, Simon Fensterszaub,
Mark Fensterszaub, Eli Kavian, Daniel Kavian, and Alperin, prior to the public announcement of
tender offers, including Momenta Pharmaceuticals, Inc., and after a substantial step or steps to
commence each of the tender offers had been taken, while in possession of material information
relating to the tender offers, which information each knew or had reason to know was nonpublic
and had been acquired directly or indirectly from the offering company, the issuer, or any officer,
director, partner, or employee, or other person acting on behalf of the offering company or
issuer, purchased or caused to be purchased or sold or caused to be sold the securities sought or
to be sought by such tender offers.
188. By reason of the actions alleged herein, Horowitz, Simon Fensterszaub, Mark
Fensterszaub, Eli Kavian, Daniel Kavian, and Alperin, violated and, unless restrained and
enjoined, will continue to violate Section 14(e) of the Exchange Act [15 U.S.C. § 78n(e)] and
Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3].

48
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that this Court enter a judgment:

I.
Permanently restraining and enjoining the Defendants from violating, directly or
indirectly, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder
[17 C.F.R. § 240.10b-5]
II.
Permanently restraining and enjoining Defendants Nicolo Nourafchan, Gavryel
Silverstein, Yisroel Horowitz, Simon Fensterszaub, Mark Fensterszaub, Eliyahu Kavian, Daniel
Kavian, and Mark Alperin from violating, directly or indirectly, Section 14(e) of the Exchange
Act [15 U.S.C. § 78n(e)] and Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3]
III.
Ordering each Defendant to disgorge all ill-gotten gains they received directly or
indirectly, with pre-judgment interest thereon, as a result of the violations alleged herein,
pursuant to Exchange Act Sections 21(d)(3), 21(d)(5), and 21(d)(7) [15 U.S.C. §§ 78u(d)(3),
78u(d)(5), and 78u(d)(7)];
IV.
Ordering the Defendants to pay civil monetary penalties pursuant to Section 21A of the
Exchange Act [15 U.S.C. § 78u-l];
V.
Retaining jurisdiction over this action to implement and carry out the terms of all orders
and decrees that may be entered; and
VI.
Granting such further relief as this Court may determine to be just and appropriate.

49
JURY DEMAND
 The Commission demands a trial by jury.

Dated:  May 6, 2026     By:
Rua M. Kelly (Mass. Bar No. 643351)
U.S. Securities and Exchange Commission
Boston Regional Office
33 Arch Street, 24
th
 Floor
Boston, MA  02110
Kelly direct: (617)-573-8941
Email:  [email protected]

UNITED STATES DISTRICT COURT  
DISTRICT OF MASSACHUSETTS 

 
 
SECURITIES AND EXCHANGE  
COMMISSION, 
 
  Plaintiff, 
 
 v. 
 
NICOLO NOURAFCHAN,  
ROBERT YADGAROV,  
MARK ALPERIN,  
MIAKEL BISHAY,  
DAVID BRATSLAVSKY,  
BRIAN FENSTERSZAUB,  
MARK FENSTERSZAUB,  
SIMON FENSTERSZAUB,  
GABRIEL GERSHOWITZ,  
FERNANDO GRINBERG,  
BORUCH HATANIAN,  
YISROEL HOROWITZ,  
JOSEPH IZSAK,  
DANIEL KAVIAN,  
ELIYAHU KAVIAN,  
NOWEL MILIK,  
LORENZO NOURAFCHAN,  
DAVID OSTROV,  
GAVRYEL SILVERSTEIN,  
JOSEPH SUSKIND, and  
SETH WINSLOW, 
 
  Defendants.  

 
 
 
 
     Civil Action No. 26-cv- 
 
 
     JURY TRIAL DEMANDED 

 
      
 
      

  
 

COMPLAINT 

 Plaintiff United States Securities and Exchange Commission (“the Commission”) alleges 

as follows against the defendants: 

SUMMARY OF THE ACTION 

1. From in or about 2018 through in or about 2024 (the “Relevant Period”), 

Defendants Nicolo Nourafchan (“Nourafchan”) and Robert Yadgarov (“Yadgarov”) orchestrated 

an insider trading scheme that netted the participants millions of dollars in illicit profits from 

trading in the securities of U.S. companies.  The scheme (the “Tipping Scheme”) involved 

Case 1:26-cv-12068-PBS     Document 1     Filed 05/06/26     Page 1 of 49



 

2 

insider trading tips originating from lawyers, including Nourafchan himself.  Nourafchan is an 

attorney who worked on mergers and acquisitions at various global law firms at times relevant to 

the Complaint. 

2. Nourafchan carried out the Tipping Scheme by misappropriating material 

nonpublic information about approximately a dozen impending corporate transactions (such as 

mergers, acquisitions, and a tender offer) (the “Deals”) from his law firm employers and tipping 

that information with Yadgarov and others to the co-Defendants.  

3. Beginning in late 2018 and continuing in 2019, Nourafchan and Yadgarov also 

recruited into the Tipping Scheme Gabriel Gershowitz (“Gershowitz”), who attended college 

with Nourafchan and Yadgarov, and who, like Nourafchan, worked as a corporate lawyer at two 

global law firms at times relevant to this Complaint.  In or about April 2019, Gershowitz began 

tipping Nourafchan and Yadgarov with material nonpublic information obtained from his law 

firm employers. 

4. Nourafchan and/or Yadgarov tipped the confidential information to individuals 

who agreed to kick back a portion of the trading profits to Nourafchan and/or Yadgarov in 

exchange for such information.  These individuals included Defendant David Bratslavsky 

(“Bratslavsky”), who attended college with Nourafchan; Defendant Lorenzo Nourafchan (“L. 

Nourafchan”), the brother of Nourafchan; and a Russian national referred to herein1 as “Foreign 

Trader 1.”   

5. Between 2020 and 2022, Nourafchan and/or Yadgarov tipped Bratslavsky, who 

used the tips to trade in his own account and also provided the tips to a third party to place trades 

on Bratslavsky’s behalf.  Nourafchan, Yadgarov, and Bratslavsky agreed that Bratslavsky would 

 
1 Foreign Trader 1 lives outside of the United States and is not identified by name here, as he is not a defendant. 

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share a percentage of the trading profits with Nourafchan and Yadgarov.  Bratslavsky met with 

Nourafchan and/or Yadgarov in person at least twice and paid them thousands of dollars for the 

illicit tips that yielded substantial trading profits. 

6. By at least July 2022, Nourafchan also began tipping his brother, L. Nourafchan, 

who began tipping his hair stylist, Miakel Bishay (“Bishay”), in advance of at least two Deals, 

and Bishay agreed to pay L. Nourafchan a kickback equal to a percentage of the trading profits 

generated by those Bishay recruited.  L. Nourafchan indicated to Bishay that L. Nourafchan 

could not trade, and told Bishay not to trade on the information so L. Nourafchan would not be 

caught (a directive that Bishay disregarded).  Bishay communicated certain confidential 

information conveyed by L. Nourafchan to Bishay’s friend Nowel Milik (“Milik”), who paid 

Bishay for the information, and both Milik and Bishay traded on the confidential information 

tipped by L. Nourafchan. 

7. During the Relevant Period, Nourafchan and/or Yadgarov also tipped Defendant 

Gavryel Silverstein (“Silverstein”), who did not trade on the information himself, but instead 

acted as a middleman, recruiting several co-defendants to trade on the tips that Silverstein 

obtained from Nourafchan and/or Yadgarov and collecting a portion of the trading profits from 

the illegal trading scheme on behalf of himself, Nourafchan, and Yadgarov.  Silverstein’s 

recruits, in turn, recruited additional traders, most of whom resided in New York or Florida, who 

also traded on the inside information Silverstein provided and who kicked back a portion of their 

illicit profits up the tipping chain, with a significant portion ultimately reaching Nourafchan and 

Yadgarov.   

8. Below is a chart summarizing the relationships among the Defendants as well as 

the paths through which the material nonpublic information was typically routed by Nourafchan 

and/or Yadgarov to the other Defendants:  

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9. Nourafchan and Yadgarov, their co-defendants, and Foreign Trader 1 collectively 

generated millions of dollars in illicit profits trading the securities of numerous U.S. companies, 

both through their individual trading accounts and through accounts held in the names of others.  

10. Each of the Defendants tipped others with material nonpublic information for a 

benefit and/or placed trades while aware of and on the basis of material nonpublic information 

obtained, directly or indirectly, from sources who they knew or recklessly disregarded had 

breached a duty to maintain the confidentiality of such information.  

11. In tipping his co-defendants and Foreign Trader 1, Nourafchan breached the 

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internal policies of the law firms for which he worked, all of which dictated that information 

related to corporate transactions must be kept confidential.  Nourafchan provided the inside 

information to Yadgarov and other Defendants for a benefit and with the knowledge that they 

would use it to trade securities and/or unlawfully communicate the information to others who 

would place the trades.  Similarly, Gershowitz disregarded the internal policies of his law firms, 

which required him to keep information related to corporate transactions confidential.  

Gershowitz provided the information to Nourafchan and Yadgarov for a benefit and with the 

knowledge that they would use it in furtherance of the Tipping Scheme.   

12. Nourafchan and Yadgarov expected to, and in fact did, receive, directly or 

indirectly from their co-defendants and Foreign Trader 1,2 payments and other benefits in 

exchange for the insider tips they provided.   

13. By knowingly or recklessly engaging in the conduct described in this Complaint, 

the Defendants violated, and unless restrained and enjoined will continue to violate, Section 

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

10b-5 thereunder [17 C.F.R. § 240.10b-5] and, as to Nourafchan, Mark Fensterszaub, Simon 

Fensterszaub, Yisroel Horowitz (“Horowitz”), Silverstein, Mark Alperin (“Alperin”), Daniel 

Kavian, and Eliyahu (“Eli”) Kavian, Exchange Act Section 14(e) [15 U.S.C. § 78n(e)] and Rule 

14e-3 thereunder [17 C.F.R. § 240.14e-3]. 

NATURE OF PROCEEDING AND RELIEF SOUGHT 

14. The Commission brings this action pursuant to the authority conferred upon it by 

Exchange Act Sections 21(d) and 21A(a) [15 U.S.C. §§ 78u(d) and 78u-1(a)].  

 
2 Foreign Trader 1 lives outside of the United States and is not identified by name here, as he is not a defendant. 

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15. The Commission seeks a final judgment: (a) permanently enjoining the 

Defendants from violating the federal securities laws this Complaint alleges they have violated; 

(b) ordering Defendants to disgorge all ill-gotten gains they received as a result of the violations 

alleged here and to pay prejudgment interest thereon, pursuant to Exchange Act Sections 

21(d)(3), 21(d)(5), and 21(d)(7) [15 U.S.C. §§ 78u(d)(3), 78u(d)(5), and 78u(d)(7)]; (c) ordering 

Defendants to pay civil money penalties pursuant to Exchange Act Section 21A [15 U.S.C. 

§ 78u-1]; and (d) ordering any other and further relief the Court may deem just and proper, 

JURISDICTION AND VENUE 

16. This Court has jurisdiction over this action under Sections 21(d), 21(e), 21A, and 

27 of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), 78u-1, and 78aa].  Certain of the acts, 

practices, transactions, and courses of business constituting the violations made use of a means 

or instrumentality of interstate commerce, or of the mails, and/or of the facilities of national 

securities exchanges. 

17. Venue in this District is proper under Section 27 of the Exchange Act [15 U.S.C. 

§ 78aa], because certain of the acts, practices, transactions, and courses of business constituting 

the violations alleged in this Complaint occurred in the District of Massachusetts.  Among other 

things, Nourafchan obtained some of the confidential nonpublic information that he tipped to the 

Tipping Scheme participants by accessing computer servers located in the District of 

Massachusetts belonging to one of his law firm employers (“Law Firm B,” described below) and 

on which the confidential nonpublic information resided.  In addition, certain of the below-

described call options were purchased or sold by the Defendants through the BOX Options 

Exchange, which is located in the District of Massachusetts. 

  

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DEFENDANTS 

18. Nourafchan, age 43, resides in Los Angeles, California.  Nourafchan is licensed 

to practice law in New York.  Nourafchan practiced law between 2012 and 2023 as a corporate 

associate at various corporate law firms, including Law Firm A and Law Firm B.   

19. Yadgarov, age 45, resides in Long Beach, New York.  Yadgarov has been 

licensed to practice law in New York since 2008 and operates his own law practice.  

20. Mark Alperin (“Alperin”), age 48, resides in Brooklyn, New York.  Alperin has 

been employed in the healthcare field and worked with Defendants Eli Kavian and Simon 

Fensterszaub.   

21. Bishay, age 47, resides in Simi Valley, California.  Bishay is a hair stylist who 

owns a salon in Santa Monica, California.  L. Nourafchan was a client of Bishay’s.   

22. David Bratslavsky (“Bratslavsky”), age 42, resides in Puerto Rico and Ohio.  

Bratslavsky is a managing partner at a technology company and attended college with Yadgarov 

and Nourafchan. 

23. Brian Fensterszaub, age 45, resides in Hollywood, Florida.  Brian Fensterszaub 

is the brother of Defendants Mark and Simon Fensterszaub, is the brother-in-law of Defendant 

Joseph Suskind, and is related to Defendants Yisroel Horowitz and Gavryel Silverstein by 

marriage.    

24. Mark Fensterszaub, age 47, resides in Hollywood, Florida.  He is in the 

insurance adjusting business, is the brother of Defendants Brian and Simon Fensterszaub, and is 

related to Defendants Yisroel Horowitz and Gavryel Silverstein by marriage. 

25. Simon Fensterszaub, age 50, is a medical doctor who resides in Fort Lauderdale, 

Florida.  He is the brother of Defendants Brian and Mark Fensterszaub and is related to 

Defendants Yisroel Horowitz and Gavryel Silverstein by marriage.  Prior to mid-2021, Simon 

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Fensterszaub resided in New York and was employed by the same healthcare center as 

Defendants Eli Kavian, Alperin, and Seth Winslow.   

26. Gershowitz, age 43, resides in New York, New York. Gershowitz has been 

licensed to practice law in New York since 2010.  Gershowitz practiced law between 2010 and 

2024 at Law Firms C (2021-2024) and D (2010-2019).  Gershowitz attended college with 

Defendants Nourafchan and Yadgarov.   

27. Fernando Grinberg (“Grinberg”), age 51, resides in Hallandale Beach, Florida.  

Grinberg works in real estate and had a prior business relationship with Defendant Brian 

Fensterszaub.  Brian Fensterszaub introduced Grinberg to Defendant Gavryel Silverstein in 

connection with the Tipping Scheme.   

28. Boruch Hatanian (“Hatanian”), age 39, resides in Fort Lauderdale, Florida.  

Hatanian works in sales and is an associate of Defendant Simon Fensterszaub. 

29. Yisroel Horowitz (“Horowitz”), age 50, resides in Hollywood, Florida.  Horowitz 

is in the insurance adjusting business and is related by marriage to Defendants Brian, Mark, and 

Simon Fensterszaub. 

30. Joseph Izsak (“Izsak”), age 45, resides in Hollywood, Florida.  Iszak works in 

real estate and is a business associate of Defendants Brian, Mark, and Simon Fensterszaub. 

31. Daniel Kavian, age 35, resides in Fort Lauderdale, Florida.  He is the brother of 

Defendant Eli Kavian.   

32. Eliyahu (“Eli”) Kavian, age 37, resides in Brooklyn, New York.  He is the 

brother of Defendant Daniel Kavian and has been employed as a physician’s assistant by the 

same medical facility as Defendants Simon Fensterszaub, Alperin, and Seth Winslow.  

33. Nowel Milik (“Milik”), age 52, resides in Brea, California.  Milik is the owner of 

an insurance company and has had a friendship with Defendant Bishay.  

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34. Lorenzo Nourafchan (“L. Nourafchan”), age 38, resides in Los Angeles, 

California.  Lorenzo, who is the brother of Defendant Nourafchan, is the founder and CEO of 

Northstar Financial Advisory, LLC, a self-described fractional CFO and accounting firm. 

35. David Ostrov (“Ostrov”), age 49, resides in Clifton, New Jersey.  Ostrov works 

in real estate finance and is an associate of Defendant Simon Fensterszaub. 

36. Gavryel Silverstein (“Silverstein”), age 43, resides in Hollywood, Florida and is 

in the insurance adjusting business, where he works with Defendant Brian Fensterszaub; 

Silverstein is related to Defendants Brian, Mark, and Simon Fensterszaub by marriage.  

Silverstein and Defendant Nourafchan are close friends who grew up together. 

37. Joseph Suskind (“Suskind”), age 39, resides in Sunny Isles Beach, Florida.  

Suskind is in the insurance adjusting business and is the brother-in-law of Defendant Brian 

Fensterszaub. 

38. Seth Winslow (“Winslow”), age 47, resides in Teaneck, New Jersey.  Winslow is 

a podiatrist and worked at the same healthcare center as Defendants Simon Fensterszaub, Eli 

Kavian, and Alperin.  Winslow was a friend of Simon Fensterszaub.  

  

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OTHER RELEVANT INDIVIDUALS AND ENTITIES 

39. Law Firm A is a global law firm based in Los Angeles. 

40. Law Firm B is a global law firm headquartered in Boston. 

41. Law Firm C is a global law firm based in New York.  

42. Law Firm D is a global law firm based in New York.  

TYPES OF SECURITIES TRADED 

43. In connection with the Tipping Scheme, Nourafchan, Yadgarov, and their co-

defendants generally established “long” positions in companies that were targeted for acquisition 

by purchasing shares of common stock and call options. 

44. When a buyer purchases a call option on a stock, they have the opportunity, but 

not the obligation, to buy that stock for a specific price known as the “strike price” for a 

predetermined period, which ends on a fixed expiration date.  Options are typically purchased in 

the form of contracts, with a single contract typically representing a quantity of 100 shares of the 

underlying stock. 

45. When the underlying stock is trading at a price that is below the call option’s 

“strike price,” the option is described as being “out of the money” because it would not be 

profitable to exercise the option at that time.  In other words, an “out of the money” option lacks 

intrinsic value, and only gains value if the price of the underlying stock increases above the 

strike price before the option expires.   

  

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FACTUAL ALLEGATIONS 

46. In 2012, after his admission to the bar in New York, Nourafchan began working 

in New York City as a corporate lawyer. 

47. In or about 2019, Nourafchan moved to another New York City law firm (“Law 

Firm A”) where he continued to work as a corporate associate.  

48. As of 2021, Nourafchan was working for a different firm (“Law Firm B”) as a 

corporate associate.  While Nourafchan was primarily based in Law Firm B’s offices in 

California, Law Firm B was headquartered at all relevant times in Boston.   

A. Nourafchan and Yadgarov Recruit Gershowitz into the Tipping Scheme 

49. Nourafchan, Yadgarov, and Gershowitz attended college together in the early 

2000s.  

50. By at least 2017, both Nourafchan and Gershowitz were living in New York City 

and began socializing.  As Nourafchan and Yadgarov knew, Gershowitz was working as an 

M&A associate at Law Firm C. 

51. By 2018, Nourafchan began trying to persuade Gershowitz to join the Tipping 

Scheme.  Nourafchan confided in Gershowitz that he had a side business obtaining information 

on M&A deals and trading on that information.  On multiple occasions in or about 2018, 

Nourafchan described to Gershowitz how he obtained confidential information about mergers 

and acquisitions from his law firm’s document management system, including that he searched 

the system using key words and viewed documents in preview or read-only mode so as to 

minimize any electronic trail of his access to the files. 

52. In late 2018, Gershowitz met with both Nourafchan and Yadgarov in New York, 

where they described the Tipping Scheme, including that Nourafchan took inside information 

from his law firm and provided it to others, including Yadgarov, who tipped others.  Nourafchan 

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and/or Yadgarov also stated that Yadgarov provided inside information to both domestic and 

foreign traders, and that Nourafchan and Yadgarov had generated several million dollars in illicit 

profits through the Tipping Scheme. 

53. By at least April 2019, Gershowitz began providing Nourafchan and Yadgarov 

with material nonpublic information that Gershowitz misappropriated from his law firm 

employer.  In April of 2019, Gershowitz provided inside information to Yadgarov regarding a 

divestiture transaction on which Gershowitz was staffed.  After the transaction was 

consummated, in or about August 2019, Gershowitz received a payment from Yadgarov. 

B. Numerous Tippees Traded on Information that Nourafchan and Gershowitz 
Misappropriated 

54. As described further below, Nourafchan obtained material nonpublic information 

about certain corporate Deals through his work as a corporate associate at multiple law firms, 

and misappropriated that confidential information, tipping it to Yadgarov and other participants 

in the Tipping Scheme.  Nourafchan either worked on the Deals directly or accessed Deal-related 

files while employed at Law Firms A and B. 

55. The Defendants generated substantial profits purchasing the securities of U.S.-

traded companies that were being targeted for acquisition, and/or about which Nourafchan, 

Yadgarov, and/or Gershowitz had material nonpublic information, in advance of such 

information being disclosed to the public.   

56. Concerned about the possibility of law enforcement surveillance, many of the 

Defendants used coded language to disguise discussion of the Tipping Scheme.  For example, 

Defendants sometimes referred to tips as airline “flights.”  Other coded references related to 

religious events or activities.  In some cases, for example, the dates of nonpublic corporate 

transactions were referred to as the dates on which a “rabbi” was scheduled to have “surgery.”  

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Religious “learning” was used as code for passing inside information.  In addition, Nourafchan 

and Silverstein at times used pre-paid cell phones to communicate and thereby mitigate the risk 

of detection.   

57. Below are five illustrative examples in which various Defendants obtained 

material nonpublic information regarding publicly-traded companies, tipped that information to 

others, and/or traded in the securities of those companies while aware of and on the basis of that 

material nonpublic information.   

C. Example 1:  Momenta Pharmaceuticals, Inc.   

58. On August 19, 2020, Johnson & Johnson announced it entered into a definitive 

agreement to acquire Momenta Pharmaceuticals, Inc. (“Momenta”) for $6.5 billion through an 

all-cash tender offer of $52.50 per share.  At that time, Momenta was a NASDAQ-traded public 

company (ticker:  MNTA).  Nourafchan’s employer, Law Firm A, represented Momenta in 

connection with the transaction, which was codenamed “Project Mars” to safeguard the 

confidentiality of the potential acquisition. 

59. On April 15, 2019, Momenta entered into a confidentiality agreement with an 

affiliate of Johnson & Johnson to discuss a potential transaction between the two companies, 

which was superseded by a second confidentiality agreement executed on July 1, 2020.   

60. On or about July 8, 2020, Silverstein and Nourafchan met in person in Colorado. 

61. On or about July 14, 2020, Nourafchan obtained access to Law Firm A’s files 

related to the transaction between Momenta and Johnson & Johnson.  Nourafchan, who was not 

assigned to work on the transaction, accessed electronic documents—which included a draft 

merger agreement, diligence review tracker, timeline, and signing checklist—that contained 

material nonpublic information regarding Johnson & Johnson’s potential acquisition of 

Momenta.   

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62. On July 16, 2020, at 1:20 a.m.,3 Nourafchan messaged Silverstein, instructing him 

to call Nourafchan “in [the] am” and that he is “[l]ooking forward to learning a bissel[.]” 

“Learning” is a term that many of the Defendants used as code for passing inside information.  

Bissel means “a little bit” in Yiddish.  Silverstein responded:  “Yo tambien” (meaning “me too” 

in Spanish).   

63. Late on July 16, 2020, Nourafchan viewed confidential files at Law Firm A 

related to the Momenta transaction, including a transaction checklist and merger agreement.   

64. On July 17, 2020, Nourafchan and Silverstein exchanged several messages and 

had at least three brief telephone calls. 

65. Between July 20, 2020 and July 31, 2020, Nourafchan continued to access 

confidential files related to the Momenta transaction at Law Firm A, including a draft SEC Form 

8-K filing, a board presentation, and a revised draft of the merger agreement. 

66. On August 2, 2020, Silverstein and Horowitz communicated several times by 

phone, with the calls lasting between 1 and 7 minutes.  At that time, Silverstein was participating 

in a WhatsApp group chat with Horowitz (nicknamed “Sruly”) and Mark Fensterszaub 

(nicknamed “Uda”), as well as brothers Simon and Brian Fensterszaub.  The group chat was 

called “Brothers in the Market.”  Participants in the “Brothers in the Market” group chat 

discussed a number of topics but primarily focused on trading securities. 

67. The following day, August 3, 2020, Horowitz bought 20 out-of-the-money 

Momenta call options with a strike price of $35.  As of that time, Momenta shares were trading 

in the range of $30 to $32. 

 
3 All times are approximate.  Unless otherwise indicated, all times are either EST or EDT depending on 
the communication date.   

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68. On August 4, 2020, Nourafchan accessed a number of confidential documents 

maintained by Law Firm A related to the Momenta transaction.  These documents included a 

board presentation, board minutes, a working group list, and information about termination fees.   

69. Also on August 4, 2020, Horowitz and Silverstein spoke several times by phone, 

with the calls lasting for between 1 and 10 minutes.  Shortly after talking to Silverstein, Horowitz 

added to his Momenta options position, this time using a different brokerage account. 

70. Also on August 4, 2020, Simon Fensterszaub spoke by phone with Silverstein; the 

two men had a brief telephone call early in the afternoon and then talked two more times that 

day.  Simon Fensterszaub and Silverstein also texted multiple times that day (including a 

message from Silverstein saying “Uda trying to call u”) and texted multiple times the following 

day, August 5, 2020, which included Simon Fensterszaub texting, “don’t forget about me” and 

Silverstein replying, “I didn’t[.]”   

71. On the evening of August 4, 2020, Nourafchan sent a WhatsApp message to 

Yadgarov stating:  “Call me to learn[.]” 

72. On the morning of August 5, 2020, Simon Fensterszaub called Silverstein, and the 

call lasted for just over half an hour.  Later in the day, after the call, Simon Fensterszaub bought 

five Momenta call options at a strike price of $37 and subsequently added to his position by 

purchasing Momenta shares as well as additional out-of-the-money Momenta call options in the 

following days. 

73. On August 6, 2020, Mark Fensterszaub and Silverstein talked on the phone for 

approximately 20 minutes.   

74. On August 7, 2020, Simon Fensterszaub called Defendant Alperin (nicknamed 

“Moshe”); the two men (who were then co-workers) spoke for approximately four minutes.  

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75. The same day, August 7, 2020, Horowitz and Silverstein again spoke by phone, 

and after the call, Horowitz added to his out-of-the money Momenta call options position (this 

time purchasing call options with a strike price of $33). 

76. On August 10, 2020, Simon Fensterszaub and Eli Kavian (who were then co-

workers) spoke on the phone at 12:10 p.m. for approximately three minutes.  Both Simon 

Fensterszaub and Eli Kavian bought out-of-the-money Momenta call options that same day.  

Then, on August 12, 2020, Simon Fensterszaub sent a WhatsApp message to Eli Kavian telling 

him “Check your AOL email. I just sent you something[.]”  After receiving this message, Eli 

Kavian added to his Momenta call options position on August 13, 2020.  Eli Kavian’s brother 

Daniel Kavian also bought out-of-the-money Momenta call options the following day, August 

14, 2020. 

77.  On August 11, 2020, Mark and Simon Fensterszaub spoke by phone twice; their 

calls lasted for a total of approximately 26 minutes.  The following day, August 12, 2020, Mark 

Fensterszaub began purchasing Momenta shares. 

78. On August 14, 2020, Alperin began buying out-of-the-money Momenta call 

options.  Alperin also messaged a WhatsApp group labeled “Stock Traders”; the recipients 

included Eli Kavian and Simon Fensterszaub.  Alperin, Eli Kavian, and Simon Fensterszaub all 

worked together at that time.  Alperin wrote: “So the value for M[N]TA stocks are going up but 

not the price to sell. So we can’t make a profit | Yet[.]”   

79. Also on August 14, 2020, approximately 6:00 p.m., Nourafchan sent Yadgarov a 

WhatsApp message that stated: “Trying to learn with you[.]”  Approximately 14 minutes later, 

Yadgarov replied: “I’m running to mikvah. Pls read last section I sent u[.]”4 

 
4 A mikvah is a bath in which certain Jewish ritual purifications are performed. 

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80. Late in the day on August 16, 2020, Simon Fensterszaub attempted to call 

Hatanian and messaged him saying “call me when you have a moment[.]”  Simon Fensterszaub 

then messaged Hatanian the evening of August 17, 2020:  “According to my brother-in-law it is 

a done deal, the announcement will be either this week or next |  And for those reasons, is why I 

bought shares[.]”  Hatanian replied:  “can’t trade on inside info - but fundamentals look good | 

and I’ve wanted to add a pharma company to my portfolio[.]”   

81. On August 18, 2020, Law Firm A—Nourafchan's employer—learned that 

Johnson & Johnson’s board had approved the proposed merger agreement with Momenta. 

82. On August 19, 2020 at 6:34 a.m., Momenta formally announced that Johnson & 

Johnson would acquire the company for $52.50 per share in an all-cash transaction.  On the prior 

trading day, August 18, 2020, the closing price for Momenta stock was $30.81 per share.  After 

the announcement of Momenta’s acquisition on August 19, 2020, the price of Momenta stock 

rose substantially, hitting $52.12 per share by the close of trading.   

83. At approximately 6:46 a.m. on August 19, 2020, Eli Kavian messaged the 

WhatsApp Stock Traders group chat to say that “[i]t looks like the flight took off this 

morning[.]”  (“Flight” was code for the Momenta announcement.)  Simon Fensterszaub 

responded by messaging the group chat a framed photograph of basketball star LeBron James, 

and Alperin messaged the group chat a picture of $100 bills. 

84. After the Momenta announcement, beginning on August 19, 2020, Defendants 

Horowitz, Simon Fensterszaub, Alperin, Mark Fensterszaub, Daniel Kavian, and Eli Kavian all 

liquidated their positions in Momenta securities.  On August 21, 2020, Simon Fensterszaub 

wrote to the Stock Traders group chat:  “Time to take the Money and run[.]”   

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85. By trading Momenta securities, the below-listed Defendants, while aware of and 

on the basis of material nonpublic information, generated approximate net profits as summarized 

in the chart below:   

Defendant Net Profit 

Alperin $21,168 

Mark Fensterszaub $2,440 

Simon Fensterszaub $14,135 

Horowitz $40,240 

Daniel Kavian $1,471 

Eli Kavian $9,194 

 
86. On August 21, 2020, Daniel Kavian messaged Eli Kavian to say: “5k ready” and 

then on August 22, 2020, asked Eli Kavian: “R we donating to rabbi goldstone[.]”  These were 

coded messages between the Kavians regarding the kickbacks to be paid for the Momenta tip. 

87. In late August of 2020, Nourafchan followed up with Silverstein to obtain a 

kickback for the insider trading tip Nourafchan had provided to Silverstein regarding the 

acquisition of Momenta.  On August 26, 2020, Nourafchan messaged Silverstein:  “Call me bro | 

You can run but you can’t hide motherfucker[.]”  Silverstein responded:  “Haha. Give me 20,” to 

which Nourafchan replied:  “to life[.]”  Silverstein then responded:  “I hope not[.]”  Then on 

September 10, 2020, Nourafchan said: “Bro I’m trying to reach you for days.  Call me[.]”  Then 

on September 11, 2020, Nourafchan told Silverstein that he left a voicemail and asked:  “Bro you 

got the message? | Can you please arrange today?”  Silverstein replied:  “Yeah, I will try to 

arrange today. Worst comes to worst it will be done by Monday[.]”  After a series of additional 

exchanges, including with a third party who was to receive the funds due to Nourafchan on 

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Nourafchan’s behalf, Silverstein sent Nourafchan a screenshot of a $9,765 wire transfer to the 

third party, messaging “I’m sorry for the long delay,” and “sent u confirmation.”  Nourafchan 

confirmed:  “Just went through. Thank you bro!” 

88. The above-referenced bid for Momenta contemplated an acquisition through 

means of a tender offer. 

89. At the time Nourafchan and/or Yadgarov directly or indirectly tipped the above-

named Defendants regarding these tender offers, a substantial step or steps to commence the 

offer – including negotiations, board meetings, the arrangement of financing, the hiring of 

advisors, and proposals – had been taken. 

D. Example 2:  SailPoint Technologies Holdings, Inc.   

90. At 6:45 a.m. on April 11, 2022, SailPoint Technologies Holdings, Inc., 

(“SailPoint”) announced that it had entered into a definitive agreement to be acquired by private 

equity firm Thoma Bravo in an all-cash transaction that valued SailPoint at approximately $6.9 

billion.  SailPoint, an enterprise identity security firm, had been trading on NASDAQ (ticker 

symbol: SAIL).  The announcement noted that SailPoint shareholders would receive $65.25 per 

share, which represented a 48% premium to SailPoint’s 90-day volume-weighted average trading 

price.  In the wake of the announcement, the price of SailPoint stock spiked to $64.05 per share 

by the end of the trading day on April 11, 2022, representing a 29% increase from the prior day. 

91. In early 2022, Nourafchan was working for Law Firm B.  Law Firm B represented 

SailPoint in connection with the acquisition, which was codenamed “Flying Cloud” to safeguard 

the confidentiality of the matter. 

92. While working as an associate for Law Firm B, Nourafchan, who was not 

assigned to work on the SailPoint transaction, accessed electronic documents relating to the 

acquisition in late March 2022.  These documents contained material nonpublic information 

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regarding Thoma Bravo’s acquisition of SailPoint.  The documents that Nourafchan accessed 

were stored on Law Firm B’s computer servers located in the District of Massachusetts.   

93. On March 9, 2022, Nourafchan messaged Silverstein:  “Gearing up for a trip to 

Miami bro. Get ready. Will make up for last time.”  Silverstein responded with emojis:  �������������������� [.]   

On March 10, 2022, Nourafchan messaged Silverstein, stating in relevant part, “Wanted to plan 

another trip with you. We’ll be in touch[.]”  Silverstein responded in relevant part, “After last 

failed trip I have been bleeding. Need a refuah[.]”  “Refuah” is a Hebrew word meaning 

“healing.”   

94. On March 28, 2022, Nourafchan accessed a signing checklist for the potential 

SailPoint acquisition. 

95. Also on March 28, 2022, after he had accessed the signing checklist for the 

potential SailPoint acquisition, Nourafchan called Silverstein for less than one minute. 

96. Also on March 28, 2022, Yadgarov texted Bratslavsky asking him if he was 

“around for mincha [e.g., Jewish afternoon prayer service] and learning,” which in this context 

was code for passing inside information.  Bratslavsky responded that he was around; they met 

later that day. 

97. On the morning of March 31, 2022, Silverstein and Horowitz exchanged several 

text messages.  At 2:24 p.m., Horowitz began buying out-of-the-money SailPoint call options 

with a strike price of $55 and an expiration date of May 20, 2022.  (At that time, SailPoint shares 

were trading in the range of $49 to $51 per share).  After selling some of his $55 call option 

contracts, Horowitz continued to purchase 117 additional SailPoint call options between April 1 

and 6, 2022 at strike prices ranging from $45 to $60.  These additional call options had 

expiration dates in May and June 2022.   

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98. On March 31, 2022, Bratslavsky entered an order to purchase 140 SailPoint call 

options but that order was not executed.   

99. On April 1, 2022, at 8:59 a.m., Bratlavsky purchased 14,000 shares of SailPoint 

stock for $51.73 to $51.74 per share.      

100. On April 5, 2022, at 12:54 p.m., Brian Fensterszaub bought 23 SailPoint call 

options with a strike price of $65 and an expiration date of May 20, 2022.   

101. On April 5, 2022, Silverstein messaged Simon Fensterszaub about sending Simon 

Fensterszaub money to invest in SailPoint securities.  Silverstein wrote:  “I wanna get you some 

money to put in.  I should have 12k by tomorrow[.]”  Simon Fensterszaub responded:  “We will 

be in touch tomorrow morning. We are going to kill this[.]”  On April 8, 2022, Simon 

Fensterszaub sent Silverstein his address, phone number, and the routing and account numbers 

for his bank account so that Silverstein could wire money for Fensterszaub to invest in SailPoint 

securities.  Silverstein responded the same day:  “Sending 10k now[.]”  While Simon 

Fensterszaub waited for Silverstein’s wire transfer to arrive in his bank account to trade 

SailPoint, Defendants Brian Fensterszaub, Grinberg, Mark Fensterszaub, and Suskind 

established positions in SailPoint securities.   

102. On April 6, 2022, Brian Fensterszaub purchased 29 additional SailPoint call 

options with a strike price of $65 and an expiration date of May 20, 2022.  Brian Fensterszaub 

spoke and exchanged text messages with Silverstein frequently throughout the Relevant Period, 

including on April 3 and April 4, 2022.    

103. On April 6, 2022, at 2:52 p.m., Grinberg, who learned of the SailPoint acquisition 

from Silverstein, began buying 4 SailPoint call options with strike prices ranging from $55 to 

$65 and an expiration date of May 20, 2022.  Grinberg also purchased 31.44 SailPoint shares on 

April 8, 2022, for $50.09 to $50.51 per share. 

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104. On April 7, 2022, Mark Fensterszaub had a call that lasted approximately two 

hours with the brokerage firm Robinhood, learning how to trade options and trade on margin. 

105. On April 8, 2022, at 10:39 a.m., Brian Fensterszaub and Suskind had a four-

minute phone call.  At 1:30 p.m., Suskind bought $8,000 worth of SailPoint stock for $49.73 per 

share.  At 1:31 p.m., Suskind also bought 200 SailPoint call options with a strike price of $60 

and an expiration date of May 20, 2022.    

106. On April 8, 2022, at 11:58 a.m., Mark Fensterszaub, after calls that morning with 

his brothers Brian and Simon Fensterszaub, bought 150 SailPoint call options with a strike price 

of $60 and an expiration date of May 22, 2022.   

107. On April 11, 2022, at 6:45 a.m., SailPoint announced that it had entered into a 

definitive agreement to be acquired by Thoma Bravo in an all-cash transaction valued at 

approximately $6.9 billion.  As a result of this announcement, SailPoint’s stock price increased 

by approximately 29.16%, to a closing price of $64.05, up from a closing price of $49.59 on 

April 8, 2022.  

108. On April 11, 2002, at 8:06 a.m., Simon Fensterszaub messaged his brother Brian, 

reflecting his surprise that the acquisition was announced earlier than expected:  “Ship just 

sailed!!! | Info was a little off again.”     

109. On April 11, 2022, at 8:41 a.m., Silverstein—whose funds had not yet reached 

Simon Fensterszaub and therefore was unable to invest in SailPoint securities before the 

announcement—messaged Simon Fensterszaub expressing surprise and frustration at the timing 

of the acquisition announcement:  “Wtffffffffffffff[.]”  Simon Fensterszaub responded:  “We just 

arrived at the airport to watch the plane takeoff[.] | Too little too late[.]”  Silverstein replied:  

“Seriously. What a waste[.]”  Simon Fensterszaub shared Silverstein’s frustration with missing 

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an opportunity to profit from their advance knowledge of the acquisition:  “So basically nobody 

got in | This sucks!”   

110. Over the next several days, Simon Fensterszaub and Silverstein continued to 

discuss returning the $10,000 that Silverstein had sent to Simon and when they would next 

receive inside information.  On April 14, 2022, Silverstein messaged Simon Fensterszaub:  

“Hopefully we will get serious revenge on the next one. And it should come very soon.”  On 

April 19, 2022, Simon Fensterszaub messaged Silverstein, “So……. When the next flight??”  

Silverstein responded:  “After pesach [Passover] we will see | The guy is in Morocco[.]”  

According to travel records, Nourafchan had departed the United States on or about April 12, 

2022, and returned on or about April 28, 2022.  Nourafchan traveled to Morocco during his time 

outside the United States.    

111. The Defendants’ approximate net profits from their SailPoint trades made while 

aware of and on the basis of material nonpublic information about the acquisition are 

summarized in the chart below:   

Defendant Net Profit 

Bratslavsky $171,411 

Mark Fensterszaub $45,999 

Grinberg $2,378 

Horowitz $69,004 

Suskind $8,944 

   
112. Certain traders paid kickbacks for the SailPoint tips.  For example, in late April 

2022, Bratslavsky withdrew substantial amounts of cash, and met with Yadgarov in early May 

2022, providing him a portion of the profits Bratslavsky made trading SailPoint securities.   

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E. Example 3:  iRobot Corp. 

113. On August 5, 2022, iRobot Corp. (“iRobot”), a global consumer robot company 

that traded on NASDAQ (ticker symbol “IRBT,”) and Amazon Inc. announced they had entered 

a merger agreement under which Amazon would acquire iRobot for $61 per share in an all-cash 

transaction valued at approximately $1.7 billion.5   

114. Amazon first contacted iRobot about a potential acquisition in May 2022.   

115. Law Firm B represented iRobot in connection with the potential acquisition, 

which was codenamed “Project Integrator” to safeguard the confidentiality of the matter. 

116. While working as an associate for Law Firm B, Nourafchan, who was not 

assigned to work on the iRobot transaction, accessed electronic documents relating to the 

transaction at various times from at least June 7 through at least July 7, 2022.  These 

documents—which included a draft merger agreement, offer letter, and signing checklist—

contained material nonpublic information regarding Amazon’s potential acquisition of iRobot.  

The documents Nourafchan accessed were stored on Law Firm B’s computer servers located in 

the District of Massachusetts.   

117. On June 9, 2022, just two days after Nourafchan began accessing internal 

documents regarding the potential merger, Defendants Alperin, Brian, Mark, and Simon 

Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel and Eli Kavian, Ostrov, Suskind, and 

Winslow began taking positions in iRobot securities after speaking with Silverstein and other 

defendants.  

118. Grinberg and Silverstein met in person at a casino in Florida in June 2022 where 

Silverstein tipped Grinberg about the potential acquisition of iRobot.  Silverstein told Grinberg 

 
5 Ultimately, Amazon and iRobot mutually agreed to terminate the acquisition agreement.  The companies 
announced the termination on January 29, 2024.   

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that the tip came from the same lawyer who had provided Silverstein confidential information 

about other companies.  On June 9, 2022, Grinberg and Silverstein spoke by phone at 2:11 and 

2:29 p.m.  A little more than an hour later, Grinberg began buying iRobot shares.  At various 

times from June 9 until August 4, 2022 (the day before the public announcement about the 

merger), Grinberg continued to purchase iRobot shares, in addition to iRobot call options 

(mostly out-of-the money) with expiration dates in August and September 2022.  Grinberg had 

not previously purchased iRobot securities at any point before the Tipping Scheme began. 

119. Similarly, on June 9, 2022, Horowitz began purchasing out-of-the-money iRobot 

call options less than 20 minutes after he spoke by phone with Silverstein.   Horowitz had not 

previously purchased iRobot securities at any point in the Relevant Period.  Horowitz continued 

to purchase iRobot call options throughout June and July 2022, with his last purchase occurring 

on August 4, 2022—the day before the public announcement of Amazon’s acquisition of iRobot.  

In all, Horowitz acquired 479 call options at strike prices between $38 and $56.  

120. Silverstein began tipping certain other Defendants about Amazon’s impending 

acquisition of iRobot on or around June 10, 2022, when he communicated with all three 

Fensterszaub brothers.   

121. Silverstein spoke several times with Brian Fensterszaub by phone on June 10, 

2022, with the last call occurring at 2:53 p.m.  Silverstein tipped Brian Fensterszaub with 

material nonpublic information about the impending acquisition of iRobot while speaking with 

Brian Fensterszaub by phone.  Less than an hour after that last call of the day with Silverstein, 

Brian Fensterszaub began purchasing out-of-the-money iRobot call options.   He also purchased 

and sold iRobot shares beginning on June 16, 2022.  Brian Fensterszaub had not previously 

purchased iRobot securities at any point before the Tipping Scheme began. 

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122. In July 2022, Brian Fensterszaub later tipped his brother-in-law, Joseph Suskind, 

about the impending iRobot acquisition.  Beginning on July 20, 2022, and continuing through 

July 27, 2022, Suskind deposited $160,000 into his brokerage account.  Between July 20 and 

August 1, 2022, Suskind used all of the funds that he had deposited to purchase iRobot stock and 

out-of-the-money call options.  On July 20, 2022, the day that Suskind began purchasing iRobot 

securities, Brian Fensterszaub sent him a message stating “[l]ooks like it might b [sic] time 

����������[thinking face emoji],” to which Suskind replied, “I put in 5k this morning[.]”  Suskind had 

purchased $5,000 worth of iRobot shares that morning.  Suskind and Brian Fensterszaub 

continued discussing Suskind’s trading strategy until the acquisition was announced.  Between 

July 20 and August 1, 2022, Suskind bought 3,669.07 iRobot shares for prices ranging from 

$40.64 and $45.58 per share.  Between July 22 and July 27, 2022, Suskind bought 570 iRobot 

call options with strike prices ranging from $50 to $60 with expiration dates in August and 

September 2022.    

123. The same day that Silverstein tipped Brian Fensterszaub, June 10, 2022, 

Silverstein also tipped Brian’s brother, Mark Fensterszaub about the iRobot acquisition.  At 5:07 

p.m. Silverstein and Mark Fensterszaub spoke by phone for about 14 minutes.  Less than a half 

hour after speaking with Silverstein, Mark Fensterszaub began purchasing iRobot shares.  He 

purchased a total of 1,000 iRobot shares that day.  One week later, Mark Fensterszaub began 

purchasing iRobot call options.  He continued to purchase iRobot call options in June, July, and 

August 2022, with the last purchase occurring on August 4, 2022, the day before the public 

announcement of Amazon’s acquisition of iRobot.  Those options entitled him to purchase 

60,300 iRobot shares at strike prices between $45 to $55 by August and/or September 2022.  He 

also purchased an additional 300 shares of iRobot on August 4, 2022.  He had not previously 

purchased iRobot securities at any point before the Tipping Scheme began.  

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124. The same day that Silverstein tipped Brian and Mark Fensterszaub, he 

communicated with their brother, Simon Fensterszaub, and tipped Simon about the iRobot 

transaction.  At 5:25 p.m., on June 10, 2022, Simon Fenstersnzaub sent a message to Silverstein 

about meeting each other in person that evening and specifically noted that he wanted “to talk 

about our flight” when they met.  About a minute later, Simon Fensterszaub messaged 

Silverstein again:  “There is no way in hell we are missing this one[.]”  Simon Fensterszaub was 

correct—as described below, he and all those that he tipped about the pending acquisition made 

timely purchases of iRobot securities and substantial profits on the basis of material nonpublic 

information that Simon Fensterszaub received from Silverstein.   

125.  As of June 1, 2022, Simon Fensterszaub had a brokerage account with a balance 

of approximately $240.  On June 13, 2022, $50,000 was wired into Simon Fensterszaub’s 

brokerage account, and on June 16, 2022, Simon Fensterszaub purchased 1,000 iRobot shares  in 

his brokerage account, for a total cost of more than $40,000.  At that time,the iRobot shares were 

the only securities Simon Fensterszaub held in that brokerage account. 

126. In addition to trading, Simon Fensterszaub began providing the confidential 

information he received from Silverstein to several other Defendants—Hatanian, Izsak, Eli 

Kavian, Orstrov, and Winslow—intending that these individuals buy iRobot securities based on 

that information.  Eli Kavian, in turn, tipped Alperin and his brother Daniel Kavian, intending 

that these Defendants buy iRobot securities based on that information.   

127. Hatanian.  On June 13, 2022, Simon Fensterszaub messaged Hatanian:  “I hope 

everything is going well. Call me when you have a moment to talk about the flight[.]”  The two 

spoke by phone that afternoon.  Two days later, on June 15, 2022, Hatanian purchased 1,000 

iRobot shares for $42 per share, and bought 200 more shares at $41.10 per share the following 

day, June 16, 2022.  Hatanian also purchased various series of iRobot options (with August 19, 

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2022 expiration dates) between June 16 and August 2, 2022.  He also continued to purchase 

iRobot shares through July 29, 2022 at prices ranging from $42 to $46 per share.  Hatanian had 

not previously purchased iRobot securities before the Tipping Scheme began.   

128. Hatanian and Simon Fensterszaub—who himself began purchasing shares of 

iRobot on June 16, 2022 at $40.70 per share—continued to discuss the timing of the pending 

acquisition.  For example, on June 17, 2022, Simon Fensterszaub messaged Hatanian:  “I am 

running around on errands today. I hope to find out today when the Rabbi’s surgery is going to 

take place[.]”  “Rabbi’s surgery” was a coded reference to the announcement of the Amazon-

iRobot transaction.  Hatanian responded:  “ok please let me know - I am praying!” 

129. Simon Fensterszaub continued to communicate with Silverstein, seeking updates 

about the Amazon-iRobot transaction, the status of which was not fully known to them during 

late June and early July 2022.  For instance, they engaged in a series of messages regarding the 

date “when the rabbi is scheduled for surgery”—referring in coded language to the anticipated 

date of the Amazon-iRobot transaction.  At one point, Simon Fensterszaub noted that he had “a 

friend that would like to donate towards the surgery but he wants to know when the surgery is 

scheduled for[.]”  Fensterszaub was referring to a friend who wanted to participate in the insider 

trading scheme by investing in iRobot securities but wanted to know when the merger was 

supposed to occur.  They continued to discuss the date of the transaction, even questioning 

whether it was going to occur at all.  “Is he still scheduled for surgery?”  Simon Fensterszaub 

asked on June 21, 2022.  “We are still waiting for the Dr. to check if it’s still needed,” Silverstein 

responded.  On June 27, 2022, Fensterszaub and Silverstein discussed whether Silverstein had 

any further information about the Amazon-iRobot transaction—i.e., “how the Rabbi is feeling.”  

Below is an excerpt of their exchange:   

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S. Fensterszaub Any chance you can find out today how the Rabbi is feeling 

S. Fensterszaub ? 

Silverstein Unfortunately nothing 

S. Fensterszaub Dude that’s scary 

Silverstein Yeah 

Silverstein Stagnant. No movement on the situation 

S. Fensterszaub Should I tell ppl to pull out? 

S. Fensterszaub Find out if we should bail 

Silverstein I'll see you soon 

Silverstein Actually not sure if I'm going out 

S. Fensterszaub So what should I advise ppl 

Silverstein Are they even 

S. Fensterszaub I could find out but based on the current price I would assume so 

Silverstein So pull. But we might go back at it shortly 

S. Fensterszaub I have to remember to tell people tomorrow 

 
130. In the exchange above, Silverstein and Simon Fensterszaub were discussing 

whether Silverstein had any updates regarding the Amazon-iRobot transaction, and whether the 

lack of additional information suggested that Simon Fensterszaub should recommend to other 

traders that they exit their positions in iRobot securities (“pull out” or “bail”).  Silverstein 

suggested that if they would not lose money by selling (“Are they even[?]”), they might consider 

selling, but that “we might go back at it shortly.”   

131. Notwithstanding the concerns he expressed in June 2022 about the timing of the 

transaction, Simon Fensterszaub continued to purchase iRobot securities while in possession of 

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material nonpublic information in July 2022.  For example, on July 13, 2022, Simon 

Fensterszaub purchased an additional 100 iRobot shares for $3,840, along with 36 out-of-the-

money iRobot call options with a strike price of $55 and an expiration date of September 16, 

2022.    

132. In addition to purchasing iRobot securities based on the confidential information 

he received from Silverstein, Simon Fensterszaub tipped other defendants, as described below. 

133. Eli Kavian.  On June 12, 2022, Simon Fensterszaub messaged Eli Kavian: “I 

have some more flight information[.[”  Kavian responded, “Yalla…| Yallaaaaaaaa.[[.]”  On July 

14, Eli Kavian purchased 142 out-of-the-money iRobot call options at a strike price of $50.  A 

week later, Eli Kavian purchased 45 more out-of-the-money call options at a strike price of $60.  

All of the call options had an expiration date of September 16, 2022. 

134. Ostrov.  On July 29, 2022, at 1:50 p.m., Simon Fensterszaub called Ostrov; the 

call lasted a little less than three minutes.  They spoke again on July 31, 2022, at 2:36 a.m. for 

close to three and a half minutes.  The next morning, on August 1, 2022, Ostrov and Simon 

Fensterszaub spoke twice for a total of more than 7 minutes.  That same day, a $50,000 transfer 

into Ostrov’s brokerage account cleared, and Ostrov purchased 200 iRobot shares at an average 

price of 45.35 per share.  He also purchased 5 out-of-the-money call options that day, with a 

strike price of $50, that expired on August 19, 2022.  Between August 2 and 4, he purchased 28 

more call options, some of which were out-of-the money, with strike prices ranging from $48 to 

$55.  These call options also expired on August 19, 2022.   

135. Daniel Kavian.  Eli Kavian tipped his brother Daniel Kavian about the 

impending iRobot transaction in the summer of 2022.  On July 19, 2022, Daniel Kavian 

deposited $25,000 into one of his brokerage accounts and began buying out-of-the-money iRobot 

call options that same day.  Daniel Kavian made additional deposits of $54,000 into one of his 

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brokerage account between July 20 and August 3, 2022, and used the funds to purchase iRobot 

shares and additional out-of-the money iRobot call options.  In all, beginning with his first 

purchase on July 19, 2022, and ending with his last purchase on August 3, 2022, Daniel Kavian 

purchased a total of 750 iRobot shares and 315 call options with strike prices ranging from $45 

to $50.   The call options all expired in early or mid-September 2022.   

136. Alperin.  Eli Kavian also tipped Alperin about the impending iRobot transaction.  

On August 1, 2022, Alperin spent $23,050 to purchase 130 iRobot call options with a strike price 

of $55 and an expiration date of September 16, 2022.  That day, iRobot shares traded between 

$44.55 and $47.29 per share.   

137. Winslow.  In the summer of 2022, Simon Fensterszaub tipped Winslow about the 

pending acquisition of iRobot.  On August 1, 2022, after receiving material nonpublic 

information regarding the pending Amazon-iRobot transaction, Winslow purchased 50 out-of-

the-money iRobot call options with a strike price of $52 and an expiration date of September 2, 

2022.   

138.  In addition, in the summer of 2022, Nourafchan also tipped his brother, L. 

Nourafchan about the impending acquisition of iRobot, and L. Nourafchan then tipped the 

confidential information to his hair stylist, Bishay.  Bishay then tipped the confidential 

information about iRobot to his friend, Milik.   

139. On or about July 15, 2022, L. Nourafchan and Bishay attempted to arrange an in-

person meet up to discuss the potential acquisition of iRobot.  Also on July 15, 2022, Milik sent 

Bishay a text message that appeared to be a coded request for a stock symbol.  

140. Milik began buying shares of iRobot as early as July 18, 2022, and continued 

buying on July 19, 2022. 

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141. Early on the morning of July 20, 2022, L. Nourafchan and Bishay were in contact 

to arrange a meeting regarding the potential Amazon-iRobot transaction.  Less than an hour after 

meeting with L. Nourafchan, Bishay sent Milik a text message instructing Milik to call him.  

Bishay then purchased 100 iRobot shares on or about July 21, 2022, and Milik continued to add 

to his position in iRobot securities on July 22, 2022, ultimately buying a total of 5,150 iRobot 

shares and 721 out-of-the-money call options with strike prices between $40 and $55 that 

expired on August 19, 2022.   

142. On July 28, 2022, Brian Fensterszaub forwarded a link to a news article entitled 

“Ex-US congressman among 9 charged in insider trading cases” via WhatsApp to his brother, 

Mark Fensterszaub, who responded by sending Brian Fensterszaub the Google search results for 

the phrase “insider trading definition.” 

143. At 8:00 a.m. on August 5, 2022, iRobot and Amazon announced they had entered 

a merger agreement under which Amazon would acquire iRobot for $61 per share in an all-cash 

transaction valued at approximately $1.7 billion.  As a result of this announcement, iRobot’s 

stock price increased by approximately 19.10%, to a closing price of $59.54, up from a closing 

price of $49.99 on August 4, 2022.  At 8:24 a.m. on August 5, Eli Kavian messaged Simon 

Fensterszaub a link to a CNBC article about the announcement.  At 9:18 a.m., Eli Kavian 

messaged Simon Fensterszaub:  “What happened to aug 12 lol | And $65,” indicating that he 

expected the announcement to be made on August 12, 2022, and that the acquisition price would 

be $65 per share instead of $61.  Simon Fensterszaub responded:  “Last minute closing 

negotiations . . . I guess.”   

144. Also on August 5, 2022, after the iRobot announcement, Milik texted Bishay: 

“You were right[.]”   

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145. Also on August 5, 2022, after the iRobot announcement, Mark Fensterszaub 

messaged Silverstein to tell him that the loan balance Silverstein had accrued with him had been 

forgiven, and delivered this news with an emoji in the shape of a champagne bottle.  Silverstein 

responded with a champagne emoji and fist bump emojis. 

146. Following the announcement and increase in the price of iRobot shares, the 

above-described Defendants closed out their iRobot positions, earning trading profits 

summarized in the chart below:   

Defendant Net Profit 

Alperin $38,135 

Bishay $1,466 

Brian Fensterszaub $23,985 

Mark Fensterszaub $111,496 

Simon Fensterszaub $43,710 

Grinberg $22,968 

Hatanian $96,840 

Horowitz $136,253 

Daniel Kavian $276,448 

Eli Kavian $36,745 

Milik $733,433 

Ostrov $20,521 

Suskind $171,079 

   
147. After the August 5, 2022 iRobot announcement, certain of the defendants began 

paying kickbacks to Nourafchan, Yadgarov, and others (via L. Nourafchan and other defendants) 

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for the tips of confidential information.  For example, Daniel Kavian sent a $2,500 payment to 

Simon Fensterszaub via the online payment system Zelle on August 30, 2022 as a kickback of 

the profits he generated from trading iRobot.  Also in August of 2022, Eli Kavian made a 

payment to Simon Fensterszaub at an in-person meeting that he understood would be routed to 

the attorney who provided the tips of confidential information. Also in August of 2022, Bishay 

collected money from Milik and provided it to L. Nourafchan as a kickback approximately one 

week after the iRobot announcement. 

Example 4:  Momentive Global, Inc.   

148. On March 13, 2023, Momentive Global Inc. (“Momentive”), the maker of the 

survey platform SurveyMonkey, publicly announced that it had entered into a definitive 

agreement to be acquired by a consortium led by Symphony Technology Group for 

approximately $1.5 billion.  Under the announced terms of the agreement, shareholders of 

Momentive, which traded under the ticker symbol MNTV on NASDAQ, would receive $9.46 

per share.  According to a press release announcing the acquisition, the $9.46 per share 

acquisition price represented a premium of approximately 28% to the volume-weighted average 

closing price of Momentive stock for the 10 trading days ending on March 13, 2023. 

149. Law Firm B represented an investment bank that acted as a financial adviser to 

Momentive in connection with the potential acquisition, which was codenamed “Project 

Mercury” to safeguard the confidentiality of the matter. 

150. While working as an associate for Law Firm B, Nourafchan, who was not 

assigned to work on the Momentive transaction, accessed electronic documents relating to the 

transaction at least three times on February 14, 2023, March 3, 2023, and March 8, 2023.  These 

documents—which included a proposed merger agreement, an engagement letter between 

Momentive and an investment bank advising Momentive on the acquisition, and the investment 

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bank’s assessment of the terms of the proposed merger, commonly known as a “fairness 

opinion” —contained material nonpublic information regarding Symphony Technology Group’s 

potential acquisition of Momentive.  The documents Nourafchan accessed were stored on Law 

Firm B’s computer servers located in the District of Massachusetts.   

151. Nourafchan communicated with Silverstein by text message and a phone call late 

in the evening on March 9, 2023.   

152. Silverstein communicated confidential information regarding the acquisition to 

certain defendants, who shared the tips with other trading defendants, resulting in a series of 

purchases of Momentive stock and out-of-the-money call options beginning on March 10, 2023:  

a. Eli Kavian.  At 8:31 a.m., Eli Kavian, who learned of the acquisition from 

Simon Fensterszaub, began purchasing out-of-the-money Momentive call 

options at a strike price of $8.  He sold those call options about 22 minutes 

later, and then began buying both Momentive shares and call options.  

Specifically, he bought 1,000 Momentive shares and 200 call options at a $7 

strike price that expired on April 21, 2023.  At 3:46 p.m., (a few hours after he 

last purchased Momentive securities) Eli Kavian sent Simon Fensterszaub a 

screen capture showing trading data for Momentive, which was depicted as 

trading at $7.74 per share.  Soon thereafter, Eli Kavian messaged Simon 

Fensterszaub “Inshallah,” an expression meaning “God willing.”  Eli Kavian 

subsequently tipped his brother, Daniel Kavian, as well as Alperin and 

Winslow, with the material nonpublic information about the upcoming 

Momentive transaction. 

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b. Alperin.  Also at 8:31 a.m., Alperin, who learned of the pending acquisition 

of Momentive from Eli Kavian, bought 300 out-of-the-money Momentive call 

options at a strike price of $8 with an expiration date of April 21, 2023.   

c. Daniel Kavian.  At 8:34 a.m., Daniel Kavian began purchasing out-of-the-

money Momentive call options and shares in three brokerage accounts.  

Specifically, he bought 19.449 Momentive shares and 1699 call options at 

strike prices of $7 to $9 , all with an expiration date of April 21, 2023.  Daniel 

Kavian learned of the pending acquisition from his brother, Eli Kavian, who 

in turn learned of the pending acquisition from Simon Fensterszaub.   

d. Winslow.  At 8:46 a.m., Winslow purchased 155 out-of-the-money call 

options at a strike price of $8 with an expiration date of April 21, 2023.  Eli 

Kavian tipped Winslow about the pending acquisition, explaining that the tip 

originated with the same lawyer as did previous tips, and that the tip had been 

passed through Simon Fensterszaub to Eli Kavian. 

e. Simon Fensterszaub.  At 9:04 a.m., Simon Fensterszaub bought 5,100 

Momentive shares and 120 out-of-the-money Momentive call options at a 

strike price of $8 with an expiration date of April 21, 2023.   

f. Brian Fensterszaub.  At 11:09 a.m., Brian Fensterszaub  bought 6,800 

Momentive shares and 50 out-of-the-money call options at a strike price of $7 

with an expiration date of June 16, 2023.  

g. Suskind.  At 11:15 a.m., Suskind purchased $1 million of Momentive shares 

and later in the day purchased 1400 out-of-the-money call options at a $7 

strike price with an expiration date of June 16, 2023.   

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h. Horowitz.  Between 2:27 p.m. and 2:28 p.m., Silverstein exchanged six text 

messages with Horowitz.  At 2:56 p.m., Horowitz began buying out-of-the-

money Momentive call options, eventually building a position of 181 

Momentive call options with strike prices of $4 to $7, all with an expiration 

date of April 21, 2023.  On March 13, 2023, Horowitz purchased 20 

additional out-of-the-money call options at a strike price of $3 with an 

expiration date of April 21, 2023.     

i. Mark Fensterszaub.  At 3:25 p.m., Mark Fensterszaub purchased 75 out-of-

the-money Momentive call options at a strike price of $8 with an expiration 

date of April 21, 2023, along with 2587.516 Momentive shares.   

j. Grinberg.  On March 13, 2023, at 3:16 p.m., Grinberg, who learned of the 

pending acquisition from Horowitz, began purchasing Momentive shares and 

out-of-the-money call options.  That afternoon, Grinberg purchased a total of 

12.75 Momentive shares and 113 call options at various strike prices (the 

majority of which were out-of-the-money).  The options all had an expiration 

date of April 21, 2023.  

153. On March 13, 2023, at 5:56 p.m., after the close of the market, Momentive 

announced that it entered into an agreement to be acquired by a consortium led by Symphony 

Technology Group in an all-cash transaction valued at $1.5 billion.  Under the terms of the 

agreement, Momentive shareholders were to receive $9.46 per share, which represented a 

premium of approximately 28% to the volume weighted average closing price of Momentive 

stock for the 10 trading days ending on March 13, 2023.  As a result of this announcement, 

Momentive’s stock price increased by approximately 20.21%, to a closing price of $9.28 on 

March 14, 2023, up from a closing price of $7.72 on March 13, 2023.  

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154. Following the announcement, the above-described Defendants closed out their 

Momentive positions, earning trading profits summarized in the chart below:   

Defendant Net Profit 

Alperin $16,600 

Brian Fensterszaub $5,626 

Mark Fensterszaub $3,151 

Simon Fensterszaub $14,107 

Grinberg $1,302 

Hatanian $30,699 

Horowitz $14,190 

Daniel Kavian $13,322 

Eli Kavian $18,984 

Ostrov $2,843 

Suskind $156,871 

Winslow $2,610 

 

155. After the March 13, 2023 Momentive announcement, certain of the defendants 

began paying kickbacks to Nourafchan, Yadgarov, and others (routed through other defendants) 

for the tips of confidential information. For example, in or around mid-March 2023, Eli Kavian 

provided funds to his brother, Daniel Kavian, including a Zelle transfer of $7,500, for delivery to 

Simon Fensterszaub in Florida.  On or about March 24, 2023, Daniel Kavian messaged Simon 

Fensterszaub to say that he “was told to make a special delivery lol” and Simon Fensterszaub 

responded by providing his address to Daniel Kavian.  Daniel Kavian then paid Simon 

Fensterszaub in person for the tips of confidential information.    

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156. Example 5:  Enstar Group Limited  

157. On July 29, 2024, the global insurance group Enstar Group Limited (“Enstar”) 

announced that it had entered into a definitive merger agreement through which the investment 

firm Sixth Street and other investors would acquire Enstar for $5.1 billion, with shareholders 

receiving $338 per share when the merger closed.  At the time, Enstar stock was listed on 

NASDAQ and traded under the ticker symbol ESGR.  As a result of this announcement, Enstar’s 

stock price decreased by approximately 6.07%, to a closing price of $327.17, down from a 

closing price of $348.31 on July 26, 2024.   

158. Beginning in April 2024, Gershowitz was staffed by his law firm employer (Law 

Firm D) on a potential transaction involving Enstar.  Gershowitz’s employer represented the lead 

purchaser in the eventual Enstar transaction.  Law firm records show that on April 17, 2024, 

Gershowitz drafted a document related to the Enstar transaction entitled “Project Elk- 

Reinsurance Diligence Call Agenda Items.”  Project Elk was the codename used to safeguard the 

confidentiality of the potential Enstar deal. 

159. In May 2024, Gershowitz met Yadgarov at a bookstore in New York and 

provided him with material nonpublic information about the potential Enstar acquisition. 

160. A few days later, Yadgarov and Gershowitz met again, and Yadgarov told 

Gershowitz that he and Nourafchan had purchased between $2 and $3 million in Enstar common 

stock.   

161. Between May 2024 and July 2024, Gershowitz met with Nourafchan and 

Yadgarov in person several times.   

162. On May 7, 2024, Suskind met in person with Brian Fensterszaub.  That afternoon, 

Suskind bought approximately 1,680 Enstar shares at $297.58 per share, for approximately 

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$500,000.  About an hour later, Suskind and Brian Fensterszaub exchanged the following 

messages: 

Suskind:  Señor.  Do you have any new information? 
Fensterszaub:   Hang bruva 
 

163. At 11:17 a.m. the following morning, May 8, 2024, Suskind purchased 

approximately 1,660 Enstar shares at an average price of $301.20 per share, for approximately 

$500,000.   

164. On May 9, 2024 at 6:27 a.m., Brian Fensterszaub sent two text messages to 

Suskind:  ”Joey!!! In [New York] for the day, [G]avy [Silverstein] callin [sic] u[.]”  About a half 

hour later, Silverstein called Suskind via WhatsApp.  Suskind and Silverstein (who are brothers-

in-law) then met at a Starbucks café in Aventura, Florida at 7:15 a.m. the same morning.   

165. Also on May 9, 2024—approximately four hours after the Starbucks meeting with 

Silverstein—Suskind began buying a large volume of Enstar shares.  Within a two-hour window, 

Suskind bought approximately 10,809 Enstar shares at a total cost of $3.29 million.   

166. The following day, May 10, 2024, Suskind added to his Enstar position, buying 

another 3,697 Enstar shares at a total cost of approximately $1.15 million. 

167. Two days later, on May 12, 2024, Suskind and Brian Fensterszaub again 

exchanged text messages, with Suskind asking whether there was “any news regarding that 

situation,” and Fensterszaub responding:  “Nuttn honey.”   

168. Between May 13, 2024 and July 5, 2024, Suskind asked Brian Fensterszaub and 

Silverstein for updates on Enstar, met with Brian Fensterszaub in person multiple times, and 

added an additional 9,970 Enstar shares to his position at a total cost of more than $3 million. 

169. In July 2024, Nourafchan looked at electronic documents related to the potential 

Enstar merger on Gershowitz’s computer while the two of them were in Gershowitz’s apartment.  

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Nourafchan was also able to review printed copies of certain documents related to the Enstar 

transaction while in Gershowitz’s apartment.   

170. Law Firm D records show that on July 11, 2024 at 10:22 a.m., Gershowitz’s 

document management account accessed an electronic document entitled “Elk – Merger 

Agreement” and then a short time later, Gershowitz’s document management account accessed 

an electronic document entitled “Elk – Merger Agreement Issues List.”  

171. On July 26, 2026, Suskind sold a small portion of his position (approximately 

2,924 shares) when the price of Enstar shares rose.  On July 29, 2024, after the transaction was 

announced by Enstar, Suskind sold the majority of his position (approximately 24,711 shares).  

Given that Enstar’s acquisition price ($338 per share) was below the price at which its stock had 

been trading immediately before the announcement, the price of Enstar shares declined after the 

July 29, 2024 announcement.  Because Suskind had purchased his Enstar shares months earlier 

when the stock was trading at lower prices, he was able to sell his Enstar shares at a profit and 

reap ill-gotten gains of approximately $630,000.   

172. After the July 29, 2024 announcement that Enstar had entered into a merger 

agreement, in or about August 2024, Yadgarov and Gershowitz met in midtown Manhattan.  At 

the meeting, Yadgarov gave Gershowitz a cash payment, which Gershowitz was told was a 

portion of the trading profits obtained by Nourafchan and Yadgarov from trading Enstar.  While 

Gershowitz was owed $30,000 from the Enstar trading, he received a smaller amount, because 

Yadgarov kept the majority of the illicit proceeds as repayment for a loan he had previously 

made to Gershowitz for apartment renovations. 

173. In addition, Nourafchan and/or Yadgarov directly or indirectly tipped Defendants 

Bishay, Bratslavsky, Brian Fensterszaub, Simon Fensterszaub, Grinberg, Horowitz, Izsak, Daniel 

Kavian, Eli Kavian, Milik, and Winslow about at least seven other corporate transactions 

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involving Law Firms A, B, C, and/or D in the same or similar manner as described above.  

Specifically, while in possession of and based on material nonpublic information so 

misappropriated from Law Firms A, B, C, and/or D, Bishay, Bratslavsky, Brian Fensterszaub, 

Simon Fensterszaub, Grinberg, Horowitz, Izsak, Daniel Kavian, Eli Kavian, Milik, and Winslow 

placed profitable trades ahead of market-moving transactions in publicly-traded companies as 

summarized in the charts below: 

Summary of Additional Deals Traded by Defendants 

Issuer Name 
(Ticker) 

Announcement 
Date 

Description of News and Defendants’ Trading 

DSP Group, Inc. 
(DSPG) 

August 30, 2021 Synaptics Inc. announced the signing of a definitive agreement to 
acquire DSP Group at $22 per share in an all-cash transaction.  

Defendants Bratslavsky and Grinberg traded profitably in DSPG 
ahead of this announcement. 

Citrix Systems Inc. 
(CTXS) 

January 31, 2022 Citrix entered into a definite agreement under which a consortium 
led by Vista Equity Partners would acquire it for $16.5 billion.  
Defendant Horowitz traded profitably in CTXS ahead of this 

announcement. 
Poshmark, Inc. 

(POSH) 
October 3, 2022 Poshmark entered into a definitive agreement under which Naver 

would acquire it for approximately $1.2 billion.  Defendants 
Simon Fensterszaub, Grinberg, Horowitz, and Suskind traded 

profitably in POSH ahead of this announcement. 
KnowBe4, Inc. 

(KNBE) 
October 12, 2022 KnowBe4 entered into a definitive agreement to be acquired by 

Vista Equity Partners for approximately $4.6 million. Defendants 
Bishay, Brian Fensterszaub, Simon Fensterszaub, Grinberg, 

Horowitz, Milik, and Suskind traded profitably in KNBE ahead of 
this announcement. 

Qualtrics 
International Inc. 

(XM) 

March 13, 2023 Qualtrics entered into a definitive agreement to be acquired by 
Silver Lake for approximately $12.5 billion. Defendants Grinberg, 
Izsak, Daniel Kavian, and Suskind traded profitably in XM ahead 

of this announcement. 
Berkshire Grey, Inc. 

(BGRY) 
March 24, 2023 Berkshire Grey entered into a definitive merger agreement with 

SoftBank Group Corp. where SoftBank would acquire all stock 
not currently owned by SoftBank for $1.40 per share.  Defendants 

Simon Fensterszaub, Horowitz, Eli Kavian, and Suskind traded 
profitably in BGRY ahead of this announcement 

NextGen 
Healthcare, Inc. 

(NXGN) 

September 6, 2023 NextGen agreed to be acquired by Thoma Bravo for $23.95 per 
share.  Defendant Suskind traded profitably in NXGN ahead of 

this announcement. 
 
  

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Overall Approximate Trading Profits for All Deals Traded by Defendants 

 
Trader Tickers Traded Total Approximate 

Profits 
Boruch Hatanian IRBT and MNTV $128,000  
Brian Fensterszaub BGRY, IRBT, KNBE, and MNTV $41,000  
Daniel Kavian IRBT, MNTA, MNTV, and XM $293,000  
David Bratslavsky DSPG and SAIL $329,000  
David Ostrov IRBT and MNTV $23,000  
Eli Kavian BGRY, IRBT, MNTA, and MNTV $67,000  
Fernando Grinberg DSPG, IRBT, KNBE, MNTV, POSH, SAIL, and 

XM 
$87,000  

Joseph Izsak IRBT and XM $62,000  
Joseph Suskind BGRY, IRBT, KNBE, MNTV, NXGN, POSH, 

SAIL, XM, and ESGR 
$3,000,000  

Mark Alperin IRBT, MNTA, and MNTV $76,000  
Mark Fensterszaub IRBT, MNTA, MNTV, and SAIL $163,000  
Miakel Bishay IRBT and KNBE $2,000  
Nowel Milik IRBT and KNBE $1,200,000  
Seth Winslow IRBT and MNTV $21,000  
Simon 
Fensterszaub 

BGRY, IRBT, KNBE, MNTA, MNTV, and 
POSH 

$82,000  

Yisroel Horowitz BGRY, CTXS, IRBT, KNBE, MNTA, MNTV, 
POSH, and SAIL 

$271,000  

 
FIRST CLAIM FOR RELIEF 

Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder 
(Nourafchan and Gershowitz) 

 
174. The Commission re-alleges and incorporates by reference Paragraphs 1 through 

173 above as if they were fully set forth herein. 

175. Nourafchan and Gershowitz provided, or caused to be provided, material 

nonpublic information to one or more tippees, including their co-Defendants, knowing or having 

a reasonable expectation or recklessly disregarding that the tippee(s) would trade and/or tip 

others to trade on the basis of that information.  In each such instance, a reasonable investor 

would have viewed the information as being important to his or her investment decision. 

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176. Nourafchan and Gershowitz had a duty to maintain the confidentiality of the 

material nonpublic information they tipped to others by virtue of their employment with Law 

Firms A and B (Nourafchan), and Law Firms C and D (Gershowitz).  Nourafchan and 

Gershowitz breached those duties by providing such material nonpublic information to others for 

use in connection with securities trading and in exchange for personal benefits or with the 

expectations of receiving a benefit. 

177. By engaging in the conduct described above, Nourafchan and Gershowitz, 

directly or indirectly, in connection with the purchase or sale of securities, by the use of means or 

instrumentalities of interstate commerce, or of the mails, with scienter: 

(a) employed devices, schemes, or artifices to defraud; 
 
(b) made untrue statements of material fact or omitted to state material facts 

necessary in order to make the statements made, in the light of the circumstances 
under which they were made, not misleading; and 

 
(c) engaged in acts, practices, or courses of business which operated or would operate 

as a fraud or deceit upon other persons, including purchasers and sellers of 
securities.  

 
178. By reason of the actions alleged herein, Defendants Nourafchan and Gershowitz 

violated and, unless restrained and enjoined, will continue to violate Section 10(b) of the 

Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].   

SECOND CLAIM FOR RELIEF 

Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder 
 

(Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon 
Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L. 

Nourafchan, Ostrov, Silverstein, Suskind, and Winslow) 
 

179. The Commission re-alleges and incorporates by reference Paragraphs 1 through 

173 above as if they were fully set forth herein. 

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180. Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark 

Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu 

Kavian, Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow traded, and/or tipped 

other individuals to trade, securities while aware, and on the basis, of material nonpublic 

information.  Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark 

Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu 

Kavian, Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow knew, recklessly 

disregarded, or consciously avoided knowing that such information was material and nonpublic.  

Defendants Yadgarov, Alperin, Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, 

Simon Fensterszaub, Grinberg, Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, 

Milik, L. Nourafchan, Ostrov, Silverstein, Suskind, and Winslow also knew, recklessly 

disregarded, or consciously avoided knowing that such material nonpublic information had been 

conveyed and/or obtained in breach of a duty or obligation arising from a similar relationship of 

trust or confidence.  

181. By engaging in the conduct described above, Defendants Yadgarov, Alperin, 

Bishay, Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon Fensterszaub, Grinberg, 

Hatanian, Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L. Nourafchan, Ostrov, 

Silverstein, Suskind, and Winslow, directly or indirectly, in connection with the purchase or sale 

of securities, by the use of means or instrumentalities of interstate commerce, or of the mails, 

with scienter:  (a) employed devices, schemes, or artifices to defraud; (b) made untrue statements 

of material fact or omitted to state material facts necessary in order to make the statements made, 

in the light of the circumstances under which they were made, not misleading; and (c) engaged in 

acts, practices, or courses of business which operated or would operate as a fraud or deceit upon 

other persons, including purchasers or sellers of securities. 

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182. By reason of the actions alleged here, Defendants Yadgarov, Alperin, Bishay, 

Bratslavsky, Brian Fensterszaub, Mark Fensterszaub, Simon Fensterszaub, Grinberg, Hatanian, 

Horowitz, Izsak, Daniel Kavian, Eliyahu Kavian, Milik, L. Nourafchan, Ostrov, Silverstein, 

Suskind, and Winslow violated and, unless restrained and enjoined, will continue to violate 

Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 

240.10b-5].   

THIRD CLAIM FOR RELIEF 
 

Violations of Section 14(e) of the Exchange Act and Rule 14e-3 Thereunder 
(Nourafchan and Silverstein) 

 
183. The Commission re-alleges and incorporates by reference Paragraphs 1 through  

89 above as if they were fully set forth herein.   

184. By engaging in the conduct described above, Nourafchan and Silverstein, prior to 

the public announcement of tender offers by companies including Momenta Pharmaceuticals, 

Inc., and after a substantial step or steps to commence each of the tender offers had been taken, 

while in possession of material information relating to each of the tender offers, which 

information they knew or had reason to know was nonpublic and had been acquired directly or 

indirectly from the offering company, the issuer, or any officer, director, partner, or employee, or 

other person acting on behalf of the offering company or issuer, communicated material 

nonpublic information relating to each of the tender offers under circumstances in which it was 

reasonably foreseeable that the communication was likely to result in the purchase and sale of 

the securities sought or to be sought by such tender offers. 

185. By reason of the actions alleged herein, Nourafchan and Silverstein violated and, 

unless restrained and enjoined, will continue to violate Section 14(e) of the Exchange Act [15 

U.S.C. § 78n(e)] and Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3].   

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FOURTH CLAIM FOR RELIEF 
 

Violations of Section 14(e) of the Exchange Act and Rule 14e-3 Thereunder 
(Alperin, Horowitz, Simon Fensterszaub, Mark Fensterszaub, Daniel Kavian, and Eliyahu 

Kavian) 
 

186. The Commission re-alleges and incorporates by reference Paragraphs 1 through 

89 above as if they were fully set forth herein. 

187. By engaging in the conduct described above, Horowitz, Simon Fensterszaub, 

Mark Fensterszaub, Eli Kavian, Daniel Kavian, and Alperin, prior to the public announcement of 

tender offers, including Momenta Pharmaceuticals, Inc., and after a substantial step or steps to 

commence each of the tender offers had been taken, while in possession of material information 

relating to the tender offers, which information each knew or had reason to know was nonpublic 

and had been acquired directly or indirectly from the offering company, the issuer, or any officer, 

director, partner, or employee, or other person acting on behalf of the offering company or 

issuer, purchased or caused to be purchased or sold or caused to be sold the securities sought or 

to be sought by such tender offers.  

188. By reason of the actions alleged herein, Horowitz, Simon Fensterszaub, Mark 

Fensterszaub, Eli Kavian, Daniel Kavian, and Alperin, violated and, unless restrained and 

enjoined, will continue to violate Section 14(e) of the Exchange Act [15 U.S.C. § 78n(e)] and 

Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3].    

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PRAYER FOR RELIEF 

WHEREFORE, the Commission respectfully requests that this Court enter a judgment: 
 

I. 

Permanently restraining and enjoining the Defendants from violating, directly or 

indirectly, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder 

[17 C.F.R. § 240.10b-5]  

II. 

Permanently restraining and enjoining Defendants Nicolo Nourafchan, Gavryel 

Silverstein, Yisroel Horowitz, Simon Fensterszaub, Mark Fensterszaub, Eliyahu Kavian, Daniel 

Kavian, and Mark Alperin from violating, directly or indirectly, Section 14(e) of the Exchange 

Act [15 U.S.C. § 78n(e)] and Rule 14e-3 thereunder [17 C.F.R. § 240.14e-3] 

III. 

Ordering each Defendant to disgorge all ill-gotten gains they received directly or 

indirectly, with pre-judgment interest thereon, as a result of the violations alleged herein, 

pursuant to Exchange Act Sections 21(d)(3), 21(d)(5), and 21(d)(7) [15 U.S.C. §§ 78u(d)(3), 

78u(d)(5), and 78u(d)(7)]; 

IV. 

Ordering the Defendants to pay civil monetary penalties pursuant to Section 21A of the 

Exchange Act [15 U.S.C. § 78u-l]; 

V. 

Retaining jurisdiction over this action to implement and carry out the terms of all orders 

and decrees that may be entered; and  

VI. 

Granting such further relief as this Court may determine to be just and appropriate. 

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JURY DEMAND 

 The Commission demands a trial by jury.  

 
Dated:  May 6, 2026   By:     

Rua M. Kelly (Mass. Bar No. 643351) 
U.S. Securities and Exchange Commission 
Boston Regional Office 
33 Arch Street, 24th Floor 
Boston, MA  02110 
Kelly direct: (617)-573-8941 
Email:  [email protected] 

 

Case 1:26-cv-12068-PBS     Document 1     Filed 05/06/26     Page 49 of 49

mailto:[email protected]