SEC v. Prosperity Consultants, LLC; and Justin R. Kimbrough, No. 4:22-cv-00558, Eastern District of Texas (Sept. 17, 2025) — Judgment

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UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF TEXAS
SHERMAN DIVISION
:
SECURITIES AND EXCHANGE :
COMMISSION, :
:
Plaintiff, : Case No. 4:22-cv-000558 (SDJ)
:
 v. :
:
JUSTIN R. KIMBROUGH,  :
et al.,    :
:
Defendants. :
:
FINAL JUDGMENT AS TO PROSPERITY CONSULTANTS, LLC

The Securities and Exchange Commission having filed a Complaint and Defendant
Prosperity Consultants, LLC (“Prosperity” or “Defendant”) having entered a general appearance;
consented to the Court’s jurisdiction over Defendant and the subject matter of this action;
consented to entry of this Final Judgment; waived findings of fact and conclusions of law; and
waived any right to appeal from this Final Judgment:
I.
SECTION 10(b) OF THE SECURITIES EXCHANGE ACT OF 1934
IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is
permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the
Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rules 10b-5(a)
and (c) promulgated thereunder [17 C.F.R. § 240.10b-5(a) and (c)], by using any means or
instrumentality of interstate commerce, or of the mails, or of any facility of any national
securities exchange, in connection with the purchase or sale of any security:

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(a)to employ any device, scheme, or artifice to defraud; or
(b)to engage in any act, practice, or course of business which operates or would
operate as a fraud or deceit upon any person
by, directly or indirectly, (i) creating a false appearance or otherwise deceiving any person, or (ii)
disseminating false or misleading documents, materials, or information or making, either orally
or in writing, any false or misleading statement in any communication with any investor or
prospective investor, about:
(A)any investment in or offering of securities;
(B)the prospects for success of any product or company;
(C)the use of investor funds;
(D)compensation to any person; or
(E)the misappropriation of investor funds or investment proceeds.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
II.
SECTION 17(a) OF THE SECURITIES ACT OF 1933
IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that
Defendant is permanently restrained and enjoined from violating Sections 17(a)(1) and (3) of the
Securities Act of 1933 (the “Securities Act”) [15 U.S.C. § 77q(a)(1) and (3)] in the offer or sale
of any security by the use of any means or instruments of transportation or communication in

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interstate commerce or by use of the mails, directly or indirectly:
(a)to employ any device, scheme, or artifice to defraud; or
(b)to engage in any transaction, practice, or course of business which operates or
would operate as a fraud or deceit upon the purchaser
by, directly or indirectly, (i) creating a false appearance or otherwise deceiving any person, or (ii)
disseminating false or misleading documents, materials, or information or making, either orally
or in writing, any false or misleading statement in any communication with any investor or
prospective investor, about:
(A)any investment in or offering of securities;
(B)the prospects for success of any product or company;
(C)the use of investor funds;
(D)compensation to any person; or
(E)the misappropriation of investor funds or investment proceeds.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
III.
DIS
GORGEMENT
IT
  IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant and
defendant Justin R. Kimbrough are jointly and several liable for and shall pay disgorgement of

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ill-gotten gains in the amount of $1,137,437.45, with prejudgment interest in the amount of
$86,882.82.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant’s
obligation to make this payment shall be deemed satisfied by the entry of the forfeiture order in
the related criminal case United States v. Justin Kimbrough, Crim. No. 22-152 (E.D. Tex.).
IV.
INCORPORATION
 OF CONSENT
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is
incorporated herein with the same force and effect as if fully set forth herein, and that Defendant
shall comply with all of the undertakings and agreements set forth therein.
V.
RETENTION
 OF JURISDICTION
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall
retain jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.
VI.
RULE 54(b) CERTIFICATION
There being no just reason for delay, pursuant to Rule 54(b) of the Federal Rules of Civil
Procedure, the Clerk is ordered to enter this Final Judgment forthwith and without further notice.

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UNITED STATES DISTRICT COURT 
EASTERN DISTRICT OF TEXAS 

SHERMAN DIVISION 

: 
SECURITIES AND EXCHANGE : 
COMMISSION, : 

: 
Plaintiff, : Case No. 4:22-cv-000558 (SDJ) 

: 
 v. : 

: 
JUSTIN R. KIMBROUGH,  : 
et al.,  : 

: 
Defendants. : 

: 

FINAL JUDGMENT AS TO PROSPERITY CONSULTANTS, LLC 

The Securities and Exchange Commission having filed a Complaint and Defendant 

Prosperity Consultants, LLC (“Prosperity” or “Defendant”) having entered a general appearance; 

consented to the Court’s jurisdiction over Defendant and the subject matter of this action; 

consented to entry of this Final Judgment; waived findings of fact and conclusions of law; and 

waived any right to appeal from this Final Judgment: 

I. 

SECTION 10(b) OF THE SECURITIES EXCHANGE ACT OF 1934 

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

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

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

and (c) promulgated thereunder [17 C.F.R. § 240.10b-5(a) and (c)], by using any means or 

instrumentality of interstate commerce, or of the mails, or of any facility of any national 

securities exchange, in connection with the purchase or sale of any security: 

Case 4:22-cv-00558-SDJ     Document 62     Filed 08/05/25     Page 1 of 4 PageID #:  308



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

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

operate as a fraud or deceit upon any person

by, directly or indirectly, (i) creating a false appearance or otherwise deceiving any person, or (ii) 

disseminating false or misleading documents, materials, or information or making, either orally 

or in writing, any false or misleading statement in any communication with any investor or 

prospective investor, about:   

(A) any investment in or offering of securities;

(B) the prospects for success of any product or company;

(C) the use of investor funds;

(D) compensation to any person; or

(E) the misappropriation of investor funds or investment proceeds.

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

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

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

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

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

II. 

SECTION 17(a) OF THE SECURITIES ACT OF 1933 

IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that 

Defendant is permanently restrained and enjoined from violating Sections 17(a)(1) and (3) of the 

Securities Act of 1933 (the “Securities Act”) [15 U.S.C. § 77q(a)(1) and (3)] in the offer or sale 

of any security by the use of any means or instruments of transportation or communication in 

Case 4:22-cv-00558-SDJ     Document 62     Filed 08/05/25     Page 2 of 4 PageID #:  309



3 

interstate commerce or by use of the mails, directly or indirectly: 

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

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

would operate as a fraud or deceit upon the purchaser 

by, directly or indirectly, (i) creating a false appearance or otherwise deceiving any person, or (ii) 

disseminating false or misleading documents, materials, or information or making, either orally 

or in writing, any false or misleading statement in any communication with any investor or 

prospective investor, about:   

(A) any investment in or offering of securities;

(B) the prospects for success of any product or company;

(C) the use of investor funds;

(D) compensation to any person; or

(E) the misappropriation of investor funds or investment proceeds.

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

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

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

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

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

III. 

DISGORGEMENT 

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

defendant Justin R. Kimbrough are jointly and several liable for and shall pay disgorgement of 

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4 

ill-gotten gains in the amount of $1,137,437.45, with prejudgment interest in the amount of 

$86,882.82. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant’s 

obligation to make this payment shall be deemed satisfied by the entry of the forfeiture order in 

the related criminal case United States v. Justin Kimbrough, Crim. No. 22-152 (E.D. Tex.). 

IV. 

INCORPORATION OF CONSENT 

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

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

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

V. 

RETENTION OF JURISDICTION 

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

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

VI. 

RULE 54(b) CERTIFICATION 

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

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

Case 4:22-cv-00558-SDJ     Document 62     Filed 08/05/25     Page 4 of 4 PageID #:  311

SeanJordan
Judge Jordan Signature