SEC v. Jay Daniel Seinfeld; Sara Beth Postma; Traditions Capital Management LLC; and Hospice Patient Aid Program Inc., No. 1:19-cv-910, Western District of Texas (Sept. 17, 2019) — Complaint

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UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF TEXAS
 AUSTIN DIVISION

SECURITIES AND EXCHANGE
COMMISSION,

Plaintiff,

 Civil Action No. 1:19-cv-910
v.

JAY DANIEL SEINFELD, SARA BETH
POSTMA, TRADITIONS CAPITAL
MANAGEMENT LLC, and
HOSPICE PATIENT AID PROGRAM INC.

Defendants.

COMPLAINT
Plaintiff United States Securities and Exchange Commission (the “Commission”) alleges
the following against defendants Jay Daniel Seinfeld (“Seinfeld”), Sara Beth Postma (“Postma”),
Traditions Capital Management LLC (“TCM”), and Hospice Patient Aid Program Inc. (“HPAP”)
(collectively, “Defendants”).
SUMMARY
1. This matter concerns conduct by the Defendants violating the antifraud provisions
of the federal securities laws and recklessly directed against terminally ill individuals in
securities transactions, particularly corporate bonds having a “death put” feature providing
payouts to their owner’s designated beneficiary at death.
2. From at least 2010 through 2012 (the timeliness of which is preserved by the
parties’ tolling agreements, described at paragraph 30 below), Seinfeld and Postma operated a
501(c)(3) charity, HPAP, which they used to gain access to Texas hospices, including hospices

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located in this District, and, ultimately, their patients.  Seinfeld and Postma then made materially
misleading statements and omissions to the patients and their family members concerning the
securities they were offering, including that (i) the offerings’ purpose was charitable and (ii) if
the patients signed as purchasers while disclaiming all but a few thousand dollars of the
securities’ anticipated proceeds, they would further the charity’s work, since the proceeds
disclaimed would be used to help others similarly situated.   As a result, over a dozen patients
executed “death put” bond purchases while relinquishing, in advance, most of the profits to come
upon their death.  Meanwhile, Seinfeld and Postma, in a reckless and highly unreasonable
departure of care, did not adequately disclose to patients, that instead of going to any charitable
objectives, most of the profits would be, and were, divided among Seinfeld and wealthy
investors.
3. By engaging in the conduct described herein, the Defendants violated the
antifraud provisions of the Securities Act of 1933 (“Securities Act”)  [15 U.S.C. § 77q(a)] and of
the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78j(b)] and Exchange Act
Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].  Defendants will continue to violate the
aforementioned provisions unless restrained or enjoined by this Court.  Accordingly, the
Commission seeks injunctive relief, disgorgement of ill-gotten gains, prejudgment interest, civil
penalties, and other appropriate and necessary equitable and ancillary relief.
JURISDICTION AND VENUE
4. This Court has jurisdiction over this action pursuant to Securities Act Sections
20(d)(1) and 22(a) [15 U.S.C. §§ 77t(d)(1) and 77v(a)], and Exchange Act Sections 21(d) and
27(a) [15 U.S.C. §§ 78u(d) and 78aa(a)].  Defendants, directly or indirectly, singly or in concert
with others, made use of the means and instrumentalities of interstate commerce, of the mails or

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of the facilities of a national securities exchange, in connection with the acts, practices, and
courses of business alleged herein which violated the federal securities laws.
5. Venue is proper in this district pursuant to Section 22(a) of the Securities Act [15
U.S.C. § 77v(a)], and 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 within the Western District of Texas.  In addition: (a) Postma resides, and
HPAP had its principal place of business in, Round Rock, Texas, which lies within this District;
and (b) the hospice patients who participated in the HPAP program resided in Texas, and much
of Seinfeld and Postma’s HPAP program-related activity was performed within this District.
DEFENDANTS
6. Jay Daniel Seinfeld, 52, resided in New York, New York during the events
described herein.  Seinfeld is the founder, director, president and CEO of HPAP.  He is also the
owner and principal of TCM.  Seinfeld received a Juris Doctor degree from the University of
Miami in 1995, and later an LL.M. in Tax from New York University, but he has never been
admitted to practice law.  Through his role with UYY Capital (defined below), Seinfeld was
associated with an unregistered investment adviser from at least October 2010 through the
remainder of the events described herein.
7. Sara Beth Postma, 45, resides in Round Rock, Texas.  From at least 2009
through 2012, Postma served as Executive Director and Secretary of HPAP.
8. Traditions Capital Management, LLC, is a privately-held Delaware limited
liability company having its principal place of business in New York, New York at all relevant
times.  Seinfeld formed TCM in 2006 and was at all relevant times its owner and principal.
9. Hospice Patient Aid Program, Inc., is a privately-held Delaware corporation

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having its principal place of business in Round Rock, Texas at all relevant times.  Seinfeld
formed HPAP in 2009.  The IRS granted HPAP 501(c)(3) charitable status in January 2010 and,
after Seinfeld allowed the status to lapse, revoked that status in May 2016.
OTHER RELEVANT ENTITIES
10. UYY Capital Fund LP (“UYY Fund”) is a limited partnership formed in
October 2010 under the Delaware Revised Uniform Limited Partnership Act.  Seinfeld
established UYY Fund for the purpose of investing in the “death put” bonds discussed herein,
which were the sole investments the UYY Fund made.
11. UYY Capital LLC (“UYY Capital”) is a privately-held limited Delaware
liability corporation established in October 2010.  Seinfeld formed UYY Capital to be UYY
Fund’s manager and sole general partner.  At all relevant times, UYY Capital was an
unregistered investment adviser, and Seinfeld was its managing member.
FACTS
12. By 2008, Seinfeld had learned through an acquaintance that certain classes of
securities made payouts upon death but, unlike traditional life insurance, required neither a
physical examination of, nor the beneficiary’s having an insurable interest in, the person whose
death would trigger the payout.
13. Although the common purpose of the death-benefit features of these securities –
including, specifically, corporate “death put” bonds – was to offer liquidity to investors’ families
and estates at death, Seinfeld saw an opportunity to profit from a steady stream of virtually
guaranteed short-term gains – provided he could identify persons whose deaths were known to
be imminent and persuade those persons to sign on as purchasers of these securities while

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designating himself or an entity he controlled as their joint owner or beneficiary.  Because
hospice patients faced imminent death, Seinfeld set about gaining access to them.
14. Understanding that hospices would be unlikely to provide a for-profit entity
access to their patients, Seinfeld in 2008 formed an entity to which he gave the name, “Hospice
Patient Aid Program, LLC” (hereinafter “HPAP 1.0”) and hired a former hospice counselor,
Postma, as its Executive Director.  Although HPAP 1.0 lacked 501(c)(3) status, Seinfeld and
Postma characterized it to hospices as oriented toward the charitable aim of providing financial
assistance to terminally ill patients in need of financial assistance.  But their efforts led only to
limited hospice access and, thus, very few transactions.
15. By October 2009, Seinfeld had come to see 501(c)(3) status as essential to gaining
the greater access to hospices needed to close more transactions.  He replaced HPAP 1.0 with a
corporation with the same name, HPAP Inc., and applied to the IRS for 501(c)(3) status.
16. In an October 19, 2009 letter to the IRS applying for 501(c)(3) status, Seinfeld
wrote:
[U]ntil we demonstrate nonprofit status, hospices (e.g., Angel Heart Hospice and Texas
Home Health Hospice in Austin, TX and St. Michael’s Hospice in Dallas, TX) and
nonprofit hospice organizations do not want to refer patients to us for financial aid.  They
are hesitant to “trust us” with patient information and are concerned about being
“attached to us” as a community resource until we receive nonprofit status.

(Quotation marks in original.)  Seinfeld, however, applied for 501(c)(3) status by falsely
disavowing any relationship or affiliation between HPAP and any other entity under common
ownership (which included TCM).  When asked in the application whether HPAP has “a close
connection with any organizations,” Seinfeld answered no, failing to acknowledge the closeness
between HPAP and TCM, reflected, for instance, in their both having just taken part (via
documents Seinfeld had supplied) in the transactions referenced in paragraph 14 above.

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17. In his same October 19, 2009 letter to the IRS, Seinfeld requested expedited
treatment for HPAP’s application on the ground that HPAP was “currently waiting to receive a
$2,000 grant from [TCM]” which it would receive only “once we are awarded 501(c)(3) status.”
This, too, was misleading, because it implied that TCM was an unrelated third party when, in
fact, Seinfeld (i) owned both TCM and HPAP, and (ii) TCM had already been providing funding
to HPAP despite the latter’s lack of 501(c)(3) status.  The IRS promptly approved HPAP’s
application, effective January 1, 2010, conditioned on HPAP’s assisting only individuals who are
“poor or distressed”; Seinfeld agreed to this condition.
18. In October 2010, one wealthy individual did elect to participate in Seinfeld’s
death-put bonds scheme, on a 50/50 basis with Seinfeld.  He did so through the UYY vehicles
that Seinfeld helped establish, including UYY Fund, of whose investment manager and general
partner, UYY Capital, Seinfeld was managing member.
19.  Between January 2010 and June 2012, the Defendants sold 25 tranches of
corporate “death put” bonds to at least fourteen hospice patients, each of whom signed
transaction documents as the bonds’ purchaser.  These transactions were funded, over time, by
varying combinations of Seinfeld, TCM and the outside investor referenced above.
20. Postma visited each patient-purchaser in hospice, introducing herself as
representing HPAP.  She described HPAP as a charitable organization dedicated to assisting
hospice patients in need of financial assistance and their families.  Postma offered each roughly
$200 on average as charitable aid in the form of an HPAP check, gift card, or cash, and asked
that they furnish their names, social security numbers, dates of birth and signatures on documents
she provided them.

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21. Postma and Seinfeld operated the HPAP program in two stages, which they called
Phase I and Phase II.  Phase I commenced with Postma’s patient visits, conferral of charitable
aid, and obtaining executed forms that included HIPAA releases.  Seinfeld then performed
certain follow up steps.  These steps included using the HIPAA releases to obtain detailed
medical records and then to consult with a physician, with whom Seinfeld was close, concerning
how imminent the patient’s death appeared to be.  (HPAP’s medical records request form stated
in a misleading manner that the records would be used “to assure that qualifying patients are able
to receive financial assistance from our program in a timely fashion.”)  The Phase I steps also
included running credit and background checks on the patients so as to, among other things,
identify any unsatisfied judgments against patients.
22.   In Phase II, Seinfeld dispatched Postma to revisit those patients whose deaths he
had determined to be most imminent and whose credit and background checks had yielded no
potential encumbrances.  In these Phase II visits, Postma sought to procure the patients’
signatures as securities purchasers as well as their waivers of the large majority of the securities’
anticipated proceeds, ostensibly in order to assist other terminally ill hospice patients.
23. Postma did disclose (and the documents themselves reflected) that the patients’
execution of the tendered documents would result in the opening of securities accounts in which
purchases of securities would be made.  But Postma’s statements to the patients indicated that
this was all part of HPAP’s charitable program, and that the documents she was presenting to
them for signature would ensure that the securities’ proceeds—other than the $2,000 to $2,500
the documents reserved for them—would be applied to help others similarly situated.
24. Postma obtained the hospice patients’ consent, information and signatures on the
transactions’ documents in an environment atypical for the execution of such material.  The

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hospice patients were generally confined to a hospital bed, typically (for those receiving in-home
hospice care) set up in their living rooms by the hospice and sometimes under heavy pain
medication, and lucid only sporadically.  While family members and/or other witnesses were
present and documentation indicates that Postma performed a mental capacity examination if a
hospice patient appeared sleepy, disengaged, or mentally incapacitated, patients did not take the
time to read the documents closely and instead relied on Postma’s characterization of what the
documents effected.
25. Although the “death put” bonds’ transaction documents included a “Disclosure
and Consent” form which, among other things, stated that the disclaimed portion of the
investment’s anticipated proceeds would be distributed to “investors,” this language was
ambiguous at best, since, among other things, the other forms Postma tendered also defined
“investor” as “HPAP’s nominee,” characterized the hospice patients themselves as investors and
purchasers, and stated that the disclaimed securities proceeds “will pass to HPAP,” a charity
having 501(c)(3) status.
26. Seinfeld and Postma never expected the large portions of investment proceeds
disclaimed by the patient-purchasers to be paid to other similarly-situated patients or their
families, and these sums never were so paid.  In an extreme and reckless departure from ordinary
care, their conduct and statements (and thereby the conduct and statements of HPAP and TCM),
misled patients and their family members to a false understanding that the offerings’ purposes
were charitable and that if the patients signed as purchasers while disclaiming all but a few
thousand dollars of the securities’ anticipated proceeds, the patients would further the charity’s
work by helping others similarly situated.

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27. Seinfeld and Postma did, at some points in time, discuss the importance of full
disclosure to the patient-purchasers.  Nevertheless, each was confronted, beginning in 2010 and
at various points in time during the HPAP program, with “red flags” indicating that patient-
purchasers had emerged from their interactions with Postma with the understanding that the
disclaimed portions of their investments’ proceeds would be applied to help other dying poor,
and that this purported fact was important to them.  Despite the red flags that patients were being
misled, Seinfeld and Postma did not, until the Spring of 2012, implement any of the various
methods to ensure more fulsome disclosure that they had been considering since 2010.
28. For her role in the HPAP program, Postma was paid a salary that was not based
on the number or size of securities transactions entered into.  She remained employed by HPAP,
however, for only so long as the program continued to generate transactions.  Over the time in
which the “death put” bonds transactions took place, Postma’s compensation totaled $163,590.
29. For his part, Seinfeld, by and through TCM, obtained together with his outside
investors, $362,573.80 in net profits from the death put bond transactions described above.
TOLLING AGREEMENTS
30. Between November 2014 and September 2019, Defendants each entered into
twelve separate tolling agreements with the SEC.  Each tolling agreement specifies a period of
time (a “tolling period”) in which “the running of any statute of limitations applicable to any
action or proceeding against [Defendants] authorized, instituted, or brought by ... the
Commission... arising out of the [Commission’s investigation of Defendants’ conduct],
including any sanctions or relief that may be imposed therein, is tolled and suspended....”  Each
tolling agreement further provides that the Defendants “shall not include the tolling period in the
calculation of the running of any statute of limitations or for any other time-related defense

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applicable to any proceeding, including any sanctions or relief that may be imposed therein, in
asserting or relying upon any such time-related defenses.”  Collectively, these agreements tolled
the running of any limitations period or any other time-related defenses available to each of the
Defendants for a period of approximately four years and eleven months, thereby preserving the
timeliness of the Commission’s claims as to all the January 2010 through June 2012 conduct
alleged herein.
FIRST CLAIM
Violations of Securities Act Section 17(a)
[Against All Defendants]
31. The Commission realleges and incorporates paragraphs 1 through 30 above.
32. By engaging in the conduct described above, from at least January 2010 through
at least June 2012, Defendants Seinfeld, Postma, TCM and HPAP each, in the offer or sale of
securities, and by the use of means or instruments of transportation or communication in
interstate commerce or by use of the mails, directly or indirectly:  (a) employed devices,
schemes, or artifices to defraud; (b) obtained money or property by means of untrue statements
of a material fact or by omitting to state a material fact necessary in order to make the statements
made, in light of the circumstances under which they were made, not misleading; and (c)
engaged in transactions, practices, or courses of business which operated or would operate as a
fraud or deceit upon the purchasers of corporate “death put” bonds.

33.
By engaging in the foregoing conduct, Defendants Seinfeld, Postma, TCM and
HPAP each violated, and unless restrained and enjoined are reasonably likely to continue to
violate, Sections 17(a) of the Securities Act [15 U.S.C. §§ 77q(a)].

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SECOND CLAIM
Violations of Exchange Act Section 10(b) and Rule 10b-5 Thereunder
[Against All Defendants]

34. The Commission realleges and incorporates paragraphs 1 through 30 above.
35. By engaging in the foregoing conduct, from at least January 2010 through at least
June 2012, Defendants Seinfeld, Postma, TCM and HPAP each, directly or indirectly, in
connection with the purchase or sale of a security, by the use of means or instrumentalities or
interstate commerce, of the mails, or of the facilities of a national securities exchange, with
scienter: (a) employed devices, schemes, or artifices to defraud; (b) made untrue statements of a
material fact or omitted to state a material fact necessary in order to make the statements made,
in the light of the circumstances under which they were made, not misleading; and (c) engaged in
acts, practices or courses of business which operated or would operate as a fraud or deceit upon
the purchasers of corporate “death put” bonds and other persons.
36. By engaging in the foregoing conduct, Defendants Seinfeld, Postma, TCM and
HPAP each violated, and unless restrained and enjoined are reasonably likely to 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]  .
 PRAYER FOR RELIEF
 WHEREFORE, the Commission requests that this Court enter a Final Judgment:
A. Finding that Defendants violated Section 17(a) of the Securities Act and Section
10(b) of the Exchange Act and Rule 10b-5 thereunder and permanently restraining and enjoining
Defendants and all persons in active concert or participation with them from violating the
foregoing statutes and rules;

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B. Ordering Seinfeld and Postma to disgorge all ill-gotten gains (or losses avoided)
as a result of the acts or courses of conduct alleged in this Complaint, plus prejudgment interest;
C. Ordering Defendants to pay civil money penalties pursuant to Section 20(d) of the
Securities Act, 15 U.S.C. § 77t(d), and Section 21(d) of the Exchange Act, 15 U.S.C. § 78u(d);
D. Barring Seinfeld and Postma, for a period of three (3) years and two (2) years,
respectively, pursuant to the Court’s authority under Section 21(d)(2) of the Exchange Act [15
U.S.C. § 78u(d)(5)], from acting as an officer or director of any issuer that has a class of
securities registered pursuant to Section 12 of the Exchange Act [15 U.S.C. § 78l] and that is
required to file reports under Section 15(d) of the Exchange Act [15 U.S.C. § 78o(d)] pursuant to
Section 20(d) of the Securities Act [15 U.S.C. § 78t(e)] and Section 21(d)(2) of the Exchange
Act [15 U.S.C. § 78u(d)(2)];
E. Permanently restraining and enjoining Defendants from directly or indirectly,
including but not limited to, through any entity Defendants own or control, engaging in any
activity for the purpose of:
(a) inducing or attempting to induce the purchase or sale of any variable
annuity, death-put bond, or other security structured to generate proceeds upon the death of
any hospice patient or other terminally ill person,
(b) causing any person or entity to engage in any activity for the purpose of
inducing or attempting to induce the purchase or sale of any such security,
(c) deriving compensation from any activity engaged in for the purpose of
inducing or attempting to induce the purchase or sale of any such security, or
(d) purchasing or otherwise acquiring an ownership interest in any such
security;

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provided, however, that this shall not prohibit Seinfeld and Postma (collectively, “Individual
Defendants”) from purchasing, otherwise acquiring an ownership interest in, or being a named
beneficiary of any such security as to which the person upon whose death proceeds are generated
is an Individual Defendant or an Individual Defendant’s spouse, parent, child, sibling or in-law;
F. Retaining jurisdiction over this action to implement and carry out the terms of all
orders and decrees that may hereby be entered, or to entertain any suitable application or motion
by the Commission for additional relief within the jurisdiction of this Court; and
G. Granting such other and further relief as the Court deems just and appropriate or
necessary for the benefit of investors.

Dated: September 16, 2019 Respectfully submitted,

Of Counsel:

J. Lee Buck, II
James J. Bresnicky
Benjamin D. Brutlag
By: /s/Matthew J. Gulde___________________
 Matthew J. Gulde
Illinois Bar No. 6272325
 Kenneth W. Donnelly
            DC Bar No. 462996
 U.S. Securities and Exchange Commission
 100 F Street, N.E.
 Washington, D.C. 20549
 Telephone:  (202) 551-4946
 Facsimile:  (202) 772-9292
 Email:  [email protected]

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U.S. Securities and Exchange Commission
Matthew J. Gulde, US Securities and Exchange Commission
801 Cherry Street, Suite 1900Fort Worth, TX 76102 (817) 978-1410
Jay Daniel Seinfeld, Sara Beth Postma, Traditions Capital
Management LLC, and Hospice Patient Aid Program Inc.
Miami-Dade County, FL
Baruch Weiss
Arnold & Porter Kaye Scholer LLP
601 Massachusetts Ave., NW, Washington, D.C. 20001-3743
15 U.S.C § 77q(a); 15 U.S.C. § 78j(b), 17 C.F.R. § 240.10b-5
9/16/2019
/s/ Matthew J. Gulde

JS 44 Reverse  (Rev. 06/17)
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1 
 

UNITED STATES DISTRICT COURT 
WESTERN DISTRICT OF TEXAS 

 AUSTIN DIVISION  
 
  
SECURITIES AND EXCHANGE 
COMMISSION, 

 

  
Plaintiff,  

 Civil Action No. 1:19-cv-910 
v.  

  
JAY DANIEL SEINFELD, SARA BETH 
POSTMA, TRADITIONS CAPITAL 
MANAGEMENT LLC, and 
HOSPICE PATIENT AID PROGRAM INC. 

 

  
Defendants.  

  
 

COMPLAINT 

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

the following against defendants Jay Daniel Seinfeld (“Seinfeld”), Sara Beth Postma (“Postma”), 

Traditions Capital Management LLC (“TCM”), and Hospice Patient Aid Program Inc. (“HPAP”) 

(collectively, “Defendants”). 

SUMMARY 

1. This matter concerns conduct by the Defendants violating the antifraud provisions 

of the federal securities laws and recklessly directed against terminally ill individuals in 

securities transactions, particularly corporate bonds having a “death put” feature providing 

payouts to their owner’s designated beneficiary at death. 

2. From at least 2010 through 2012 (the timeliness of which is preserved by the 

parties’ tolling agreements, described at paragraph 30 below), Seinfeld and Postma operated a 

501(c)(3) charity, HPAP, which they used to gain access to Texas hospices, including hospices 

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located in this District, and, ultimately, their patients.  Seinfeld and Postma then made materially 

misleading statements and omissions to the patients and their family members concerning the 

securities they were offering, including that (i) the offerings’ purpose was charitable and (ii) if 

the patients signed as purchasers while disclaiming all but a few thousand dollars of the 

securities’ anticipated proceeds, they would further the charity’s work, since the proceeds 

disclaimed would be used to help others similarly situated.   As a result, over a dozen patients 

executed “death put” bond purchases while relinquishing, in advance, most of the profits to come 

upon their death.  Meanwhile, Seinfeld and Postma, in a reckless and highly unreasonable 

departure of care, did not adequately disclose to patients, that instead of going to any charitable 

objectives, most of the profits would be, and were, divided among Seinfeld and wealthy 

investors. 

3. By engaging in the conduct described herein, the Defendants violated the 

antifraud provisions of the Securities Act of 1933 (“Securities Act”)  [15 U.S.C. § 77q(a)] and of 

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

Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].  Defendants will continue to violate the 

aforementioned provisions unless restrained or enjoined by this Court.  Accordingly, the 

Commission seeks injunctive relief, disgorgement of ill-gotten gains, prejudgment interest, civil 

penalties, and other appropriate and necessary equitable and ancillary relief. 

JURISDICTION AND VENUE 

4. This Court has jurisdiction over this action pursuant to Securities Act Sections 

20(d)(1) and 22(a) [15 U.S.C. §§ 77t(d)(1) and 77v(a)], and Exchange Act Sections 21(d) and 

27(a) [15 U.S.C. §§ 78u(d) and 78aa(a)].  Defendants, directly or indirectly, singly or in concert 

with others, made use of the means and instrumentalities of interstate commerce, of the mails or 

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of the facilities of a national securities exchange, in connection with the acts, practices, and 

courses of business alleged herein which violated the federal securities laws.   

5. Venue is proper in this district pursuant to Section 22(a) of the Securities Act [15 

U.S.C. § 77v(a)], and 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 within the Western District of Texas.  In addition: (a) Postma resides, and 

HPAP had its principal place of business in, Round Rock, Texas, which lies within this District; 

and (b) the hospice patients who participated in the HPAP program resided in Texas, and much 

of Seinfeld and Postma’s HPAP program-related activity was performed within this District. 

DEFENDANTS  

6. Jay Daniel Seinfeld, 52, resided in New York, New York during the events 

described herein.  Seinfeld is the founder, director, president and CEO of HPAP.  He is also the 

owner and principal of TCM.  Seinfeld received a Juris Doctor degree from the University of 

Miami in 1995, and later an LL.M. in Tax from New York University, but he has never been 

admitted to practice law.  Through his role with UYY Capital (defined below), Seinfeld was 

associated with an unregistered investment adviser from at least October 2010 through the 

remainder of the events described herein. 

7. Sara Beth Postma, 45, resides in Round Rock, Texas.  From at least 2009 

through 2012, Postma served as Executive Director and Secretary of HPAP.   

8. Traditions Capital Management, LLC, is a privately-held Delaware limited 

liability company having its principal place of business in New York, New York at all relevant 

times.  Seinfeld formed TCM in 2006 and was at all relevant times its owner and principal.   

9. Hospice Patient Aid Program, Inc., is a privately-held Delaware corporation 

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having its principal place of business in Round Rock, Texas at all relevant times.  Seinfeld 

formed HPAP in 2009.  The IRS granted HPAP 501(c)(3) charitable status in January 2010 and, 

after Seinfeld allowed the status to lapse, revoked that status in May 2016. 

OTHER RELEVANT ENTITIES 

10. UYY Capital Fund LP (“UYY Fund”) is a limited partnership formed in 

October 2010 under the Delaware Revised Uniform Limited Partnership Act.  Seinfeld 

established UYY Fund for the purpose of investing in the “death put” bonds discussed herein, 

which were the sole investments the UYY Fund made. 

11. UYY Capital LLC (“UYY Capital”) is a privately-held limited Delaware 

liability corporation established in October 2010.  Seinfeld formed UYY Capital to be UYY 

Fund’s manager and sole general partner.  At all relevant times, UYY Capital was an 

unregistered investment adviser, and Seinfeld was its managing member. 

FACTS 

12. By 2008, Seinfeld had learned through an acquaintance that certain classes of 

securities made payouts upon death but, unlike traditional life insurance, required neither a 

physical examination of, nor the beneficiary’s having an insurable interest in, the person whose 

death would trigger the payout.   

13. Although the common purpose of the death-benefit features of these securities – 

including, specifically, corporate “death put” bonds – was to offer liquidity to investors’ families 

and estates at death, Seinfeld saw an opportunity to profit from a steady stream of virtually 

guaranteed short-term gains – provided he could identify persons whose deaths were known to 

be imminent and persuade those persons to sign on as purchasers of these securities while 

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designating himself or an entity he controlled as their joint owner or beneficiary.  Because 

hospice patients faced imminent death, Seinfeld set about gaining access to them. 

14. Understanding that hospices would be unlikely to provide a for-profit entity 

access to their patients, Seinfeld in 2008 formed an entity to which he gave the name, “Hospice 

Patient Aid Program, LLC” (hereinafter “HPAP 1.0”) and hired a former hospice counselor, 

Postma, as its Executive Director.  Although HPAP 1.0 lacked 501(c)(3) status, Seinfeld and 

Postma characterized it to hospices as oriented toward the charitable aim of providing financial 

assistance to terminally ill patients in need of financial assistance.  But their efforts led only to 

limited hospice access and, thus, very few transactions.   

15. By October 2009, Seinfeld had come to see 501(c)(3) status as essential to gaining 

the greater access to hospices needed to close more transactions.  He replaced HPAP 1.0 with a 

corporation with the same name, HPAP Inc., and applied to the IRS for 501(c)(3) status. 

16. In an October 19, 2009 letter to the IRS applying for 501(c)(3) status, Seinfeld 

wrote:  

[U]ntil we demonstrate nonprofit status, hospices (e.g., Angel Heart Hospice and Texas 
Home Health Hospice in Austin, TX and St. Michael’s Hospice in Dallas, TX) and 
nonprofit hospice organizations do not want to refer patients to us for financial aid.  They 
are hesitant to “trust us” with patient information and are concerned about being 
“attached to us” as a community resource until we receive nonprofit status. 
 

(Quotation marks in original.)  Seinfeld, however, applied for 501(c)(3) status by falsely 

disavowing any relationship or affiliation between HPAP and any other entity under common 

ownership (which included TCM).  When asked in the application whether HPAP has “a close 

connection with any organizations,” Seinfeld answered no, failing to acknowledge the closeness 

between HPAP and TCM, reflected, for instance, in their both having just taken part (via 

documents Seinfeld had supplied) in the transactions referenced in paragraph 14 above. 

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17. In his same October 19, 2009 letter to the IRS, Seinfeld requested expedited 

treatment for HPAP’s application on the ground that HPAP was “currently waiting to receive a 

$2,000 grant from [TCM]” which it would receive only “once we are awarded 501(c)(3) status.”  

This, too, was misleading, because it implied that TCM was an unrelated third party when, in 

fact, Seinfeld (i) owned both TCM and HPAP, and (ii) TCM had already been providing funding 

to HPAP despite the latter’s lack of 501(c)(3) status.  The IRS promptly approved HPAP’s 

application, effective January 1, 2010, conditioned on HPAP’s assisting only individuals who are 

“poor or distressed”; Seinfeld agreed to this condition. 

18. In October 2010, one wealthy individual did elect to participate in Seinfeld’s 

death-put bonds scheme, on a 50/50 basis with Seinfeld.  He did so through the UYY vehicles 

that Seinfeld helped establish, including UYY Fund, of whose investment manager and general 

partner, UYY Capital, Seinfeld was managing member. 

19.  Between January 2010 and June 2012, the Defendants sold 25 tranches of 

corporate “death put” bonds to at least fourteen hospice patients, each of whom signed 

transaction documents as the bonds’ purchaser.  These transactions were funded, over time, by 

varying combinations of Seinfeld, TCM and the outside investor referenced above. 

20. Postma visited each patient-purchaser in hospice, introducing herself as 

representing HPAP.  She described HPAP as a charitable organization dedicated to assisting 

hospice patients in need of financial assistance and their families.  Postma offered each roughly 

$200 on average as charitable aid in the form of an HPAP check, gift card, or cash, and asked 

that they furnish their names, social security numbers, dates of birth and signatures on documents 

she provided them. 

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21. Postma and Seinfeld operated the HPAP program in two stages, which they called 

Phase I and Phase II.  Phase I commenced with Postma’s patient visits, conferral of charitable 

aid, and obtaining executed forms that included HIPAA releases.  Seinfeld then performed 

certain follow up steps.  These steps included using the HIPAA releases to obtain detailed 

medical records and then to consult with a physician, with whom Seinfeld was close, concerning 

how imminent the patient’s death appeared to be.  (HPAP’s medical records request form stated 

in a misleading manner that the records would be used “to assure that qualifying patients are able 

to receive financial assistance from our program in a timely fashion.”)  The Phase I steps also 

included running credit and background checks on the patients so as to, among other things, 

identify any unsatisfied judgments against patients. 

22.   In Phase II, Seinfeld dispatched Postma to revisit those patients whose deaths he 

had determined to be most imminent and whose credit and background checks had yielded no 

potential encumbrances.  In these Phase II visits, Postma sought to procure the patients’ 

signatures as securities purchasers as well as their waivers of the large majority of the securities’ 

anticipated proceeds, ostensibly in order to assist other terminally ill hospice patients. 

23. Postma did disclose (and the documents themselves reflected) that the patients’ 

execution of the tendered documents would result in the opening of securities accounts in which 

purchases of securities would be made.  But Postma’s statements to the patients indicated that 

this was all part of HPAP’s charitable program, and that the documents she was presenting to 

them for signature would ensure that the securities’ proceeds—other than the $2,000 to $2,500 

the documents reserved for them—would be applied to help others similarly situated. 

24. Postma obtained the hospice patients’ consent, information and signatures on the 

transactions’ documents in an environment atypical for the execution of such material.  The 

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hospice patients were generally confined to a hospital bed, typically (for those receiving in-home 

hospice care) set up in their living rooms by the hospice and sometimes under heavy pain 

medication, and lucid only sporadically.  While family members and/or other witnesses were 

present and documentation indicates that Postma performed a mental capacity examination if a 

hospice patient appeared sleepy, disengaged, or mentally incapacitated, patients did not take the 

time to read the documents closely and instead relied on Postma’s characterization of what the 

documents effected.  

25. Although the “death put” bonds’ transaction documents included a “Disclosure 

and Consent” form which, among other things, stated that the disclaimed portion of the 

investment’s anticipated proceeds would be distributed to “investors,” this language was 

ambiguous at best, since, among other things, the other forms Postma tendered also defined 

“investor” as “HPAP’s nominee,” characterized the hospice patients themselves as investors and 

purchasers, and stated that the disclaimed securities proceeds “will pass to HPAP,” a charity 

having 501(c)(3) status. 

26. Seinfeld and Postma never expected the large portions of investment proceeds 

disclaimed by the patient-purchasers to be paid to other similarly-situated patients or their 

families, and these sums never were so paid.  In an extreme and reckless departure from ordinary 

care, their conduct and statements (and thereby the conduct and statements of HPAP and TCM), 

misled patients and their family members to a false understanding that the offerings’ purposes 

were charitable and that if the patients signed as purchasers while disclaiming all but a few 

thousand dollars of the securities’ anticipated proceeds, the patients would further the charity’s 

work by helping others similarly situated. 

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27. Seinfeld and Postma did, at some points in time, discuss the importance of full 

disclosure to the patient-purchasers.  Nevertheless, each was confronted, beginning in 2010 and 

at various points in time during the HPAP program, with “red flags” indicating that patient-

purchasers had emerged from their interactions with Postma with the understanding that the 

disclaimed portions of their investments’ proceeds would be applied to help other dying poor, 

and that this purported fact was important to them.  Despite the red flags that patients were being 

misled, Seinfeld and Postma did not, until the Spring of 2012, implement any of the various 

methods to ensure more fulsome disclosure that they had been considering since 2010. 

28. For her role in the HPAP program, Postma was paid a salary that was not based 

on the number or size of securities transactions entered into.  She remained employed by HPAP, 

however, for only so long as the program continued to generate transactions.  Over the time in 

which the “death put” bonds transactions took place, Postma’s compensation totaled $163,590.   

29. For his part, Seinfeld, by and through TCM, obtained together with his outside 

investors, $362,573.80 in net profits from the death put bond transactions described above. 

TOLLING AGREEMENTS 

30. Between November 2014 and September 2019, Defendants each entered into 

twelve separate tolling agreements with the SEC.  Each tolling agreement specifies a period of 

time (a “tolling period”) in which “the running of any statute of limitations applicable to any 

action or proceeding against [Defendants] authorized, instituted, or brought by … the 

Commission… arising out of the [Commission’s investigation of Defendants’ conduct], 

including any sanctions or relief that may be imposed therein, is tolled and suspended….”  Each 

tolling agreement further provides that the Defendants “shall not include the tolling period in the 

calculation of the running of any statute of limitations or for any other time-related defense 

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applicable to any proceeding, including any sanctions or relief that may be imposed therein, in 

asserting or relying upon any such time-related defenses.”  Collectively, these agreements tolled 

the running of any limitations period or any other time-related defenses available to each of the 

Defendants for a period of approximately four years and eleven months, thereby preserving the 

timeliness of the Commission’s claims as to all the January 2010 through June 2012 conduct 

alleged herein.   

FIRST CLAIM 
Violations of Securities Act Section 17(a) 

[Against All Defendants] 

31. The Commission realleges and incorporates paragraphs 1 through 30 above. 

32. By engaging in the conduct described above, from at least January 2010 through 

at least June 2012, Defendants Seinfeld, Postma, TCM and HPAP each, in the offer or sale of 

securities, and by the use of means or instruments of transportation or communication in 

interstate commerce or by use of the mails, directly or indirectly:  (a) employed devices, 

schemes, or artifices to defraud; (b) obtained money or property by means of untrue statements 

of a material fact or by omitting to state a material fact necessary in order to make the statements 

made, in light of the circumstances under which they were made, not misleading; and (c) 

engaged in transactions, practices, or courses of business which operated or would operate as a 

fraud or deceit upon the purchasers of corporate “death put” bonds. 

33. By engaging in the foregoing conduct, Defendants Seinfeld, Postma, TCM and 

HPAP each violated, and unless restrained and enjoined are reasonably likely to continue to 

violate, Sections 17(a) of the Securities Act [15 U.S.C. §§ 77q(a)]. 

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11 
 

SECOND CLAIM 
Violations of Exchange Act Section 10(b) and Rule 10b-5 Thereunder 

[Against All Defendants] 
 

34. The Commission realleges and incorporates paragraphs 1 through 30 above. 

35. By engaging in the foregoing conduct, from at least January 2010 through at least 

June 2012, Defendants Seinfeld, Postma, TCM and HPAP each, directly or indirectly, in 

connection with the purchase or sale of a security, by the use of means or instrumentalities or 

interstate commerce, of the mails, or of the facilities of a national securities exchange, with 

scienter: (a) employed devices, schemes, or artifices to defraud; (b) made untrue statements of a 

material fact or omitted to state a material fact necessary in order to make the statements made, 

in the light of the circumstances under which they were made, not misleading; and (c) engaged in 

acts, practices or courses of business which operated or would operate as a fraud or deceit upon 

the purchasers of corporate “death put” bonds and other persons. 

36. By engaging in the foregoing conduct, Defendants Seinfeld, Postma, TCM and 

HPAP each violated, and unless restrained and enjoined are reasonably likely to 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]. 

 PRAYER FOR RELIEF 

 WHEREFORE, the Commission requests that this Court enter a Final Judgment: 

A. Finding that Defendants violated Section 17(a) of the Securities Act and Section 

10(b) of the Exchange Act and Rule 10b-5 thereunder and permanently restraining and enjoining 

Defendants and all persons in active concert or participation with them from violating the 

foregoing statutes and rules; 

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B. Ordering Seinfeld and Postma to disgorge all ill-gotten gains (or losses avoided) 

as a result of the acts or courses of conduct alleged in this Complaint, plus prejudgment interest; 

C. Ordering Defendants to pay civil money penalties pursuant to Section 20(d) of the 

Securities Act, 15 U.S.C. § 77t(d), and Section 21(d) of the Exchange Act, 15 U.S.C. § 78u(d);  

D. Barring Seinfeld and Postma, for a period of three (3) years and two (2) years, 

respectively, pursuant to the Court’s authority under Section 21(d)(2) of the Exchange Act [15 

U.S.C. § 78u(d)(5)], from acting as an officer or director of any issuer that has a class of 

securities registered pursuant to Section 12 of the Exchange Act [15 U.S.C. § 78l] and that is 

required to file reports under Section 15(d) of the Exchange Act [15 U.S.C. § 78o(d)] pursuant to 

Section 20(d) of the Securities Act [15 U.S.C. § 78t(e)] and Section 21(d)(2) of the Exchange 

Act [15 U.S.C. § 78u(d)(2)];  

E. Permanently restraining and enjoining Defendants from directly or indirectly, 

including but not limited to, through any entity Defendants own or control, engaging in any 

activity for the purpose of:  

(a) inducing or attempting to induce the purchase or sale of any variable 

annuity, death-put bond, or other security structured to generate proceeds upon the death of 

any hospice patient or other terminally ill person, 

(b) causing any person or entity to engage in any activity for the purpose of 

inducing or attempting to induce the purchase or sale of any such security, 

(c) deriving compensation from any activity engaged in for the purpose of 

inducing or attempting to induce the purchase or sale of any such security, or 

(d) purchasing or otherwise acquiring an ownership interest in any such 

security; 

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13 
 

provided, however, that this shall not prohibit Seinfeld and Postma (collectively, “Individual 

Defendants”) from purchasing, otherwise acquiring an ownership interest in, or being a named 

beneficiary of any such security as to which the person upon whose death proceeds are generated 

is an Individual Defendant or an Individual Defendant’s spouse, parent, child, sibling or in-law; 

F. Retaining jurisdiction over this action to implement and carry out the terms of all 

orders and decrees that may hereby be entered, or to entertain any suitable application or motion 

by the Commission for additional relief within the jurisdiction of this Court; and 

G. Granting such other and further relief as the Court deems just and appropriate or 

necessary for the benefit of investors. 

 

Dated: September 16, 2019 Respectfully submitted, 
 
 

 
 
 
 
Of Counsel: 
 
J. Lee Buck, II 
James J. Bresnicky 
Benjamin D. Brutlag 

By: /s/Matthew J. Gulde___________________ 
 Matthew J. Gulde 

Illinois Bar No. 6272325 
 Kenneth W. Donnelly  
            DC Bar No. 462996 
 U.S. Securities and Exchange Commission 
 100 F Street, N.E. 
 Washington, D.C. 20549 
 Telephone:  (202) 551-4946 
 Facsimile:  (202) 772-9292 
 Email:  [email protected]   

       
 

Case 1:19-cv-00910   Document 1   Filed 09/16/19   Page 13 of 13

mailto:[email protected]


JS 44   (Rev. 06/17) CIVIL COVER SHEET
The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law,  except as
provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the
purpose of initiating the civil docket sheet. (SEE INSTRUCTIONS ON NEXT PAGE OF THIS FORM.)

I. (a) PLAINTIFFS DEFENDANTS

(b) County of Residence of First Listed Plaintiff County of Residence of First Listed Defendant
(EXCEPT IN U.S. PLAINTIFF CASES) (IN U.S. PLAINTIFF CASES ONLY)

NOTE: IN LAND CONDEMNATION CASES, USE THE LOCATION OF 
THE TRACT OF LAND INVOLVED.

(c) Attorneys (Firm Name, Address, and Telephone Number)  Attorneys (If Known)

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(For Diversity Cases Only) and One Box for Defendant) 

1   U.S. Government 3  Federal Question PTF    DEF PTF    DEF
Plaintiff (U.S. Government Not a Party) Citizen of This State 1  1 Incorporated or Principal Place 4 4

    of Business In This State

2   U.S. Government 4  Diversity Citizen of Another State 2  2 Incorporated and Principal Place 5 5
Defendant (Indicate Citizenship of Parties in Item III) of Business In Another State

Citizen or Subject of a 3  3 Foreign Nation 6 6
    Foreign Country

IV. NATURE OF SUIT (Place an “X” in One Box Only) Click here for: Nature of Suit Code Descriptions.
CONTRACT TORTS FORFEITURE/PENALTY BANKRUPTCY OTHER STATUTES

110 Insurance  PERSONAL INJURY PERSONAL INJURY 625 Drug Related Seizure 422 Appeal 28 USC 158 375 False Claims Act
120 Marine 310 Airplane 365 Personal Injury  -   of Property 21 USC 881 423 Withdrawal 376 Qui Tam (31 USC 
130 Miller Act 315 Airplane Product   Product Liability 690 Other   28 USC 157   3729(a))
140 Negotiable Instrument   Liability 367 Health Care/ 400 State Reapportionment
150 Recovery of Overpayment 320 Assault, Libel &  Pharmaceutical PROPERTY RIGHTS 410 Antitrust

 & Enforcement of Judgment   Slander  Personal Injury 820 Copyrights 430 Banks and Banking
151 Medicare Act 330 Federal Employers’  Product Liability 830 Patent 450 Commerce
152 Recovery of Defaulted   Liability 368 Asbestos Personal 835 Patent - Abbreviated 460 Deportation

 Student Loans 340 Marine   Injury Product     New Drug Application 470 Racketeer Influenced and
 (Excludes Veterans) 345 Marine Product   Liability 840 Trademark  Corrupt Organizations

153 Recovery of Overpayment   Liability  PERSONAL PROPERTY LABOR SOCIAL SECURITY 480 Consumer Credit
 of Veteran’s Benefits 350 Motor Vehicle 370 Other Fraud 710 Fair Labor Standards 861 HIA (1395ff) 490 Cable/Sat TV

160 Stockholders’ Suits 355 Motor Vehicle 371 Truth in Lending   Act 862 Black Lung (923) 850 Securities/Commodities/
190 Other Contract  Product Liability 380 Other Personal 720 Labor/Management 863 DIWC/DIWW (405(g))   Exchange
195 Contract Product Liability 360 Other Personal  Property Damage   Relations 864 SSID Title XVI 890 Other Statutory Actions
196 Franchise  Injury 385 Property Damage 740 Railway Labor Act 865 RSI (405(g)) 891 Agricultural Acts

362 Personal Injury -  Product Liability 751 Family and Medical 893 Environmental Matters
 Medical Malpractice   Leave Act 895 Freedom of Information

 REAL PROPERTY    CIVIL RIGHTS   PRISONER PETITIONS 790 Other Labor Litigation FEDERAL TAX SUITS   Act
210 Land Condemnation 440 Other Civil Rights Habeas Corpus: 791 Employee Retirement 870 Taxes (U.S. Plaintiff 896 Arbitration
220 Foreclosure 441 Voting 463 Alien Detainee  Income Security Act   or Defendant) 899 Administrative Procedure
230 Rent Lease & Ejectment 442 Employment 510 Motions to Vacate 871 IRS—Third Party  Act/Review or Appeal of
240 Torts to Land 443 Housing/  Sentence   26 USC 7609  Agency Decision
245 Tort Product Liability  Accommodations 530 General 950 Constitutionality of
290 All Other Real Property 445 Amer. w/Disabilities - 535 Death Penalty IMMIGRATION  State Statutes

 Employment Other: 462 Naturalization Application
446 Amer. w/Disabilities - 540 Mandamus & Other 465 Other Immigration

 Other 550 Civil Rights        Actions
448 Education 555 Prison Condition

560 Civil Detainee -
 Conditions of 
 Confinement

V. ORIGIN (Place an “X” in One Box Only)
1 Original

Proceeding
2 Removed from

State Court
 3 Remanded from

Appellate Court
4 Reinstated or

Reopened
 5 Transferred from

Another District
(specify)

 6 Multidistrict
Litigation -
Transfer

8  Multidistrict
    Litigation -
   Direct File

VI. CAUSE OF ACTION
Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity):

Brief description of cause:

VII. REQUESTED IN
COMPLAINT:

CHECK IF THIS IS A CLASS ACTION
UNDER RULE 23, F.R.Cv.P.

DEMAND $ CHECK YES only if demanded in complaint:
JURY DEMAND: Yes No

VIII. RELATED CASE(S)
IF ANY (See instructions):

JUDGE DOCKET NUMBER
DATE SIGNATURE OF ATTORNEY OF RECORD

FOR OFFICE USE ONLY

RECEIPT # AMOUNT APPLYING IFP JUDGE MAG. JUDGE

U.S. Securities and Exchange Commission

Matthew J. Gulde, US Securities and Exchange Commission
801 Cherry Street, Suite 1900Fort Worth, TX 76102 (817) 978-1410

Jay Daniel Seinfeld, Sara Beth Postma, Traditions Capital
Management LLC, and Hospice Patient Aid Program Inc.

Miami-Dade County, FL

Baruch Weiss
Arnold & Porter Kaye Scholer LLP
601 Massachusetts Ave., NW, Washington, D.C. 20001-3743

15 U.S.C § 77q(a); 15 U.S.C. § 78j(b), 17 C.F.R. § 240.10b-5

9/16/2019 /s/ Matthew J. Gulde

Case 1:19-cv-00910   Document 1-1   Filed 09/16/19   Page 1 of 2



JS 44 Reverse  (Rev. 06/17)

INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44
Authority For Civil Cover Sheet

The JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other papers as
required by law, except as provided by local rules of court.  This form, approved by the Judicial Conference of the United States in September 1974, is
required for the use of the Clerk of Court for the purpose of initiating the civil docket sheet.  Consequently, a civil cover sheet is submitted to the Clerk of
Court for each civil complaint filed.  The attorney filing a case should complete the form as follows:

I.(a) Plaintiffs-Defendants.  Enter names (last, first, middle initial) of plaintiff and defendant.  If the plaintiff or defendant is a government agency, use
only the full name or standard abbreviations.  If the plaintiff or defendant is an official within a government agency, identify first the agency and 
then the official, giving both name and title.

   (b) County of Residence.  For each civil case filed, except U.S. plaintiff cases, enter the name of the county where the first listed plaintiff resides at the 
time of filing.  In U.S. plaintiff cases, enter the name of the county in which the first listed defendant resides at the time of filing.  (NOTE: In land 
condemnation cases, the county of residence of the "defendant" is the location of the tract of land involved.)

   (c) Attorneys.  Enter the firm name, address, telephone number, and attorney of record.  If there are several attorneys, list them on an attachment, noting
in this section "(see attachment)".

II.  Jurisdiction.  The basis of jurisdiction is set forth under Rule 8(a), F.R.Cv.P., which requires that jurisdictions be shown in pleadings. Place an "X" 
in one of the boxes.  If there is more than one basis of jurisdiction, precedence is given in the order shown below.
United States plaintiff.  (1) Jurisdiction based on 28 U.S.C. 1345 and 1348.  Suits by agencies and officers of the United States are included here.
United States defendant.  (2) When the plaintiff is suing the United States, its officers or agencies, place an "X" in this box.
Federal question.  (3) This refers to suits under 28 U.S.C. 1331, where jurisdiction arises under the Constitution of the United States, an amendment 
to the Constitution, an act of Congress or a treaty of the United States.  In cases where the U.S. is a party, the U.S. plaintiff or defendant code takes 
precedence, and box 1 or 2 should be marked.
Diversity of citizenship.  (4) This refers to suits under 28 U.S.C. 1332, where parties are citizens of different states.  When Box 4 is checked, the 
citizenship of the different parties must be checked. (See Section III below; NOTE: federal question actions take precedence over diversity 
cases.)

III.  Residence (citizenship) of Principal Parties.  This section of the JS 44 is to be completed if diversity of citizenship was indicated above.  Mark this
section for each principal party.

IV. Nature of Suit.  Place an "X" in the appropriate box.  If there are multiple nature of suit codes associated with the case, pick the nature of suit code 
that is most applicable.  Click here for: Nature of Suit Code Descriptions.

V. Origin.  Place an "X" in one of the seven boxes.
Original Proceedings.  (1) Cases which originate in the United States district courts.
Removed from State Court.  (2) Proceedings initiated in state courts may be removed to the district courts under Title 28 U.S.C., Section 1441.
When the petition for removal is granted, check this box.
Remanded from Appellate Court.  (3) Check this box for cases remanded to the district court for further action.  Use the date of remand as the filing 
date.
Reinstated or Reopened.  (4) Check this box for cases reinstated or reopened in the district court.  Use the reopening date as the filing date.
Transferred from Another District.  (5) For cases transferred under Title 28 U.S.C. Section 1404(a).  Do not use this for within district transfers or 
multidistrict litigation transfers.
Multidistrict Litigation – Transfer.  (6) Check this box when a multidistrict case is transferred into the district under authority of Title 28 U.S.C. 
Section 1407. 
Multidistrict Litigation – Direct File.  (8) Check this box when a multidistrict case is filed in the same district as the Master MDL docket. 
PLEASE NOTE THAT THERE IS NOT AN ORIGIN CODE 7.  Origin Code 7 was used for historical records and is no longer relevant due to 
changes in statue.

VI. Cause of Action.  Report the civil statute directly related to the cause of action and give a brief description of the cause. Do not cite jurisdictional 
statutes unless diversity.  Example: U.S. Civil Statute: 47 USC 553  Brief Description: Unauthorized reception of cable service

VII. Requested in Complaint.  Class Action.  Place an "X" in this box if you are filing a class action under Rule 23, F.R.Cv.P.
Demand.  In this space enter the actual dollar amount being demanded or indicate other demand, such as a preliminary injunction.
Jury Demand.  Check the appropriate box to indicate whether or not a jury is being demanded.

VIII. Related Cases.  This section of the JS 44 is used to reference related pending cases, if any.  If there are related pending cases, insert the docket 
numbers and the corresponding judge names for such cases.

Date and Attorney Signature.  Date and sign the civil cover sheet.

Case 1:19-cv-00910   Document 1-1   Filed 09/16/19   Page 2 of 2