SEC v. Shuang Chen; Wenwen Du; Lirong Gao; Jing Guan; Tonghui Jia; Xuejie Jia, et al., No. 1:19-cv-12127, District of Massachusetts (Feb. 11, 2025) — Complaint

UNITED STATES DISTRICT COURT
DISTRICT OF MASSACHUSETTS

        )
SECURITIES AND EXCHANGE COMMISSION,  )
        )
    Plaintiff,   )
 v.       )        Civil Action No. 19-CV-12127-WGY
        )                JURY TRIAL DEMANDED
SHUANG CHEN, WENWEN DU, LIRONG GAO,  )
JING GUAN, TONGHUI JIA, XUEJIE JIA,   )
VICKY LIU, HONGLEI SHI, SHUN SUI,     )
LUJUN            SUN,            HUAILONG            WANG,            JIADONG            WANG,            )
JIAFENG WANG, JIALI WANG, XIAOSONG WANG,    )
LINLIN WU, LIN XING,            YONG            YANG,                                    )
JIANCHENG            ZHAO,            and                                                            )
FORREST (HK) CO., LIMITED    )
        )
    Defendants.   )
        )
WEIGUO GUAN, SONG GENG, JINGQUAN LIU, )
RISHAN LIU, QINGHUA REN, JIXIANG TENG,   )
CUIHUA WANG, LUPING WANG, WEIGANG YANG,  )
XIANGJIA YANG, XIUCHUN ZHANG, JINGRU ZHAI,  )
WANNIAN INVESTMENT, INC., and   )
WV FORREST INVESTMENTS, LLC   )
        )
                                                Relief            Defendants.                        )
        )
AMENDED COMPLAINT
Plaintiff Securities and Exchange Commission (the “Commission”) alleges the following
against defendants Shuang Chen, Wenwen Du, Lirong Gao, Jing Guan, Tonghui Jia, Xuejie Jia,
Vicky Liu, Honglei Shi, Shun Sui, Lujun Sun, Huailong Wang, Jiadong Wang, Jiafeng Wang,
Jiali Wang, Xiaosong Wang, Linlin Wu, Lin Xing, Yong Yang, Jiancheng Zhao, and Forrest
(HK) Co., Limited (collectively, the “Defendants”), and Song Geng, Weiguo Guan, Jingquan
Liu, Rishan Liu, Qinghua Ren, Jixiang Teng, Cuihua Wang, Luping Wang, Weigang Yang,
Xiangjia Yang, Xiuchun Zhang, Jingru Zhai, Wannian Investment, Inc., and WV Forrest
Investments, LLC (collectively, the “Relief Defendants”).

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SUMMARY
1. From at least August 2013 through the present (the “Relevant Period”), the
Defendants engaged in a market manipulation scheme, using dozens of accounts at several
different brokerage firms to artificially influence the prices of many publicly traded securities.
The design and intent of the Defendants’ scheme was to create the false appearance of trading
interest and activity in particular stocks, thereby enabling them to reap illicit profits by
artificially boosting or depressing stock prices.
2. The Defendants generally used at least two brokerage accounts when
manipulating the price of a particular publicly traded stock.  The Defendants first typically used
at least one account to place multiple small purchase or sale orders to create upward or
downward pressure on the stock price (hereinafter referred to as a “helper” account).  Then, the
Defendants typically used at least one other account (hereinafter referred to as a “winner”
account) to purchase or sell larger quantities of stock at prices that had been affected by the
manipulative orders placed by the helper account(s).  The Defendants often held the winner and
helper accounts at different brokerage firms to conceal from each brokerage firm the
coordination between the two types of accounts.
3.  In addition to the manipulative trading itself, the Defendants engaged in other
deceptive conduct designed to avoid detection, such as Xiaosong Wang and Jiali Wang using
nominee accounts held in the names of individuals and entities other than themselves, and
misrepresenting the nature of their trading to brokerage firms.
4. The Defendants’ scheme was successful.  During the Relevant Period, the
Defendants collectively generated millions in illegally obtained proceeds.
5. By virtue of the foregoing conduct and as alleged further herein, the Defendants
violated, and aided and abetted each other’s violations of, Sections 17(a)(1) and 17(a)(3) of the

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Securities Act of 1933 (“Securities Act”), 15 U.S.C. § 77q(a)(1), (3), and Sections 9(a)(2) and
10(b) of the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78i(a)(2), 78j(b),
and Rules 10b-5(a) and (c) thereunder, 17 C.F.R. §§ 240.10b-5(a), (c).
NATURE OF THE PROCEEDING AND RELIEF SOUGHT
6. The Commission brings this action pursuant to Sections 20(b) and 20(d) of the
Securities Act [15 U.S.C. § 77t(b), (d)] and Section 21(d) of the Exchange Act [15 U.S.C. § 78u(d)].
7. On October 28, 2019, the Court entered a preliminary injunction enjoining the
defendants named in the original complaint filed by the Commission on October 15, 2019 from
engaging in further violations of the federal securities laws and ordering as to the defendants and
relief defendants named in the original complaint:  an asset freeze, accounting, repatriation of assets,
prohibition against the destruction of evidence, confirmation of address and contact information,
and an authorization of service by alternative means pursuant to Rules 4(f) and 5 of the Federal
Rules of Civil Procedure.
8. The Commission now seeks to modify the preliminary injunction entered by the
Court on October 28, 2019 to add the newly named defendants Wenwen Du and Honglei Shi and
the newly named relief defendants Song Geng, Qinghua Ren, Jixiang Teng, Cuihua Wang,
Xiangjia Yang, Xiuchun Zhang, Wannian Investment, Inc. (“Wannian”), and WV Forrest
Investments, LLC (“WV Forrest”).
9. The Commission further seeks: (1) the entry of a permanent injunction against the
Defendants, enjoining them from engaging in the transactions, acts, practices, and courses of
business alleged in this Complaint; (2) disgorgement of ill-gotten gains, together with prejudgment
interest from the Defendants and Relief Defendants; (3) imposition of civil monetary penalties
against the Defendants; and (4) such other and further relief as the Court deems just and proper.

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JURISDICTION AND VENUE
10. The Court has jurisdiction over this action pursuant to Securities Act Sections
20(b) and 22(a) [15 U.S.C. §§ 77t(b), 77v(a)] and Exchange Act Sections 21(d), 21(e), and 27
[15 U.S.C. §§ 78u(d), 78u(e), and 78aa].
11. Venue is proper in this district pursuant to Sections 20(b) and 22 of the Securities
Act [15 U.S.C. §§ 77t(b) and 77v] and Section 27 of the Exchange Act [15 U.S.C. § 78aa].
Certain Defendants reside and transact business in the District of Massachusetts for at least part
of the calendar year, and certain acts, practices, transactions, and courses of business constituting
violations occurred within the District of Massachusetts.
12. The Defendants have, directly or indirectly, made use of the means or
instrumentalities of interstate commerce, of the mails, or of the facilities of a national securities
exchange in connection with the transactions, acts, practices and courses of business alleged in
this complaint.
DEFENDANTS
A. Defendants With Massachusetts Residences
13. Jiali Wang, 41, resides in Weifang, China, and also owns a residence in
Weymouth, Massachusetts.  According to brokerage account application documents, Jiali Wang
is married to Jing Guan and he is an at-home trader.  Jiali Wang’s Massachusetts residence is
next door to Vicky Liu.
14. Jing Guan, 38, resides in Weifang, China, and formerly shared a residence with
Jiali Wang in Marlborough, Massachusetts.  According to brokerage account application
documents, Guan is married to Jiali Wang and is the director and owner of Forrest (HK) Co.,
Limited.

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15. Vicky Liu, 47, resides in Weymouth, Massachusetts.  Liu lives next door to Jiali
Wang and was the sole listed officer of WV Forrest Investments, LLC, a company formed and
funded by Jiali Wang.
16. Xiaosong Wang, 32, resides in Qingdao, China, and also owns a residence in
Upton, Massachusetts.  According to brokerage account application documents, Xiaosong Wang
is employed at Qingdao Huayi Textile and Clothing Co., Ltd.
B. Corporate Defendant
17. Forrest (HK) Co., Limited is a Hong Kong corporation that purportedly
provides market information consultation services (according to brokerage account application
documents).  Jing Guan is listed as the director and owner of Forrest (HK) Co., Limited.
C. Defendants With Chinese Addresses
18. Shuang Chen, 33, resides in Huimin, China.  According to brokerage account
application documents, Chen is employed at RuiZhi Computer Technology.
19. Wenwen Du, 37, resides in Shanghai, China.  According to brokerage account
application documents, Du is employed at Shanghai Baolin Sancun Kindergarten.
20. Lirong Gao, 29, resides in Taian, China.  According to brokerage account
application documents, Gao is employed at Taian Tailian Xin Nengyuan Co. Ltd.  Gao is also
listed as a shareholder of Wannian Investment, Inc.
21. Tonghui Jia, 33, resides in Shanghai, China.  According to brokerage account
application documents, Tonghui Jia is employed at Ya Lan Advertising Co.
22. Xuejie Jia, 31, resides in Taian, China.  According to brokerage account
application documents, Jia is employed at Taian Huasheng Communication Technology Co. Ltd.

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23. Honglei Shi, 39, resides in Binzhou, China.  According to brokerage account
application documents, Shi is employed at Huimin Kaisheng Computer Co. Ltd.  Shi is also
listed as a shareholder of Wannian Investment, Inc.
24. Shun Sui, 56, resides in Qingdao, China.  According to brokerage account
application documents, Sui is retired.
25. Lujun Sun, 33, resides in Shanghai, China.  According to brokerage account
application documents, Sun is employed at Shanghai Fulin Anzhuang Gongcheng Co. Ltd.
26. Huailong Wang, 37, resides in Shanghai, China.  According to brokerage
account application documents, Huailong Wang is employed at Baosteel Group Corporation.
27. Jiadong Wang, 30, resides in Taian, China.  According to brokerage account
application documents, Jiadong Wang is employed at Taian Jiankong Shebei Anzhuang Co. Ltd.
Wang is also listed as a shareholder of Wannian Investment, Inc.
28. Jiafeng Wang, 45, resides in Feicheng, China.  According to brokerage account
application documents, Jiafeng Wang is employed at Yiyang Zhongxin Elementary School.
29. Linlin Wu, 33, resides in Taian, China.  According to brokerage account
application documents, Wu is employed at Taian Honghuanglan Parent-Child Paradise.  Wu is
also listed as a shareholder of Wannian Investment, Inc.
30. Lin Xing, 32, resides in Weifang, China.  According to brokerage account
application documents, Xing is employed at Weichai Power Co., Ltd.
31. Yong Yang, 28, resides in Shanghai, China.  According to brokerage account
application documents, Yang is employed at Shanghai Yilian Digital Technology Ltd.
32. Jiancheng Zhao, 37, resides in Shanghai, China.  According to brokerage
account application documents, Zhao is employed at Shanghai Baolaite Gas Co., Ltd.

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RELIEF DEFENDANTS

33. Song Geng, 50, resides in Qingdao, China.  According to brokerage account
application documents, Geng is employed at Qingdao Huayi Textile and Clothing Co., Ltd.
Xiaosong Wang operated at least one brokerage account in Song Geng’s name.
34. Weiguo Guan, 66, resides in Weifang, China.  According to brokerage account
application documents, Guan is retired.  Jiali Wang opened and traded in a brokerage account in
Weiguo Guan’s name and traded in at least one other brokerage account in Guan’s name.
35. Jingquan Liu, 61, resides in Qingdao, China.  According to brokerage account
application documents, Liu is employed at Qingdao Sean Group Limited By Share
Ltd.  Xiaosong Wang traded in at least one brokerage account in Jingquan Liu’s name.
36. Rishan Liu, 32, resides in Qingdao, China.  According to brokerage account
application documents, Liu is employed at Qingdao Qi Yuan Engineering Technology Co., Ltd.
Xiaosong Wang traded in at least one brokerage account in Rishan Liu’s name.
37. Qinghua Ren, 48, resides in Beijing, China.  According to brokerage account
application documents, Ren is retired.  Xiaosong Wang operated at least one brokerage account
in Qinghua Ren’s name.
38. Jixiang Teng, 60, resides in Qingdao, China.  According to brokerage account
application documents, Teng is retired.  Xiaosong Wang operated at least one brokerage account
in Jixiang Teng’s name.
39. Cuihua Wang, 56, resides in Qingdao, China.  According to brokerage account
application documents, Wang is retired.  Xiaosong Wang operated at least one brokerage account
in Cuihua Wang’s name.

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40. Luping Wang, 60, resides in Qingdao, China.  According to brokerage account
application documents, Wang is retired.  Xiaosong Wang traded in at least one brokerage
account in Luping Wang’s name.
41. Weigang Yang, 27, resides in Qingdao, China.  According to brokerage account
application documents, Yang is employed at Qingdao Qiyuan Gongchengjishu.  Xiaosong Wang
traded in at least one brokerage account in Weigang Yang’s name.
42. Xiangjia Yang, 61, resides in Qingdao, China.  According to brokerage account
application documents, Yang is retired.  Xiaosong Wang operated at least one brokerage account
in Xiangjia Yang’s name.
43. Jingru Zhai, 32, resides in Weifang, China.  According to brokerage account
application documents, Zhai is employed at Weifang Jianhe Medical Devices Co. Ltd.  Xiaosong
Wang opened and traded in at least one brokerage account in Jingru Zhai’s name.
44. Xiuchun Zhang, 58, resides in Qingdao, China.  According to brokerage account
application documents, Zhang is retired.  Xiaosong Wang operated at least one brokerage
account in Xiuchun Zhang’s name.
45. Wannian Investment, Inc. is a Massachusetts corporation created for the
purported purpose of real estate investment activities and services.  Jiali Wang paid for
Wannian’s incorporation, and according to the company’s bylaws, Wannian’s four shareholders
are Linlin Wu, Lirong Gao, Jiadong Wang, and Honglei Shi.  Defendants transferred proceeds
from the market manipulation scheme to one or more of Wannian’s accounts.
46. WV Forrest Investments, LLC is a Massachusetts limited liability company
created for the purported purpose of real estate investment.  Jiali Wang paid for WV Forrest’s
incorporation, and Vicky Liu is listed as WV Forrest’s manager in the company’s certificate of

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organization.  Defendants transferred proceeds from the market manipulation scheme to one or
more of WV Forrest’s accounts.
STATEMENT OF FACTS
Background: The Defendants’ Relationships

47. In or about early 2012, Jiali Wang began opening brokerage accounts, directly or
indirectly, in his own name at various brokerage firms in the United States.  However, by early
2013, at least four of those accounts had been closed for compliance reasons.  Although Jiali
Wang continued to maintain other brokerage accounts, he began working in concert with other
individuals to open accounts in those other individuals’ names and in the name of an entity,
Forrest (HK) Co., Limited (“Forrest (HK)”), to disguise his trading.
48. For example, in or about April 2013, Jiali Wang, directly or indirectly, opened a
brokerage account in the name of Relief Defendant Weiguo Guan at a United States-based
brokerage firm (the “Weiguo Guan Account”).  To open the Weiguo Guan Account, Jiali Wang
sent a financial account statement and utility bill in the name of Weiguo Guan to the brokerage
firm from the following email address: [email protected].  After the Weiguo Guan
Account was opened, Jiali Wang traded through this account as well as another account in
Weiguo Guan’s name.
49. Jiali Wang also traded through various accounts in the name of Forrest (HK), an
entity that was owned by his wife, Defendant Jing Guan, according to brokerage account opening
documents.

10

50. For example, on several dates during the Relevant Period, Forrest (HK) placed
orders to buy and/or sell stock from the same internet protocol (“IP”) address
1
 from which Jiali
Wang accessed brokerage accounts in his own name.  Jiali Wang also communicated on Forrest
(HK)’s behalf with one of Forrest (HK)’s brokerage firms, and he paid for Forrest (HK)’s use of
a trading platform.
51. Xiaosong Wang similarly operated, directly or indirectly, brokerage accounts held
in the names of other individuals to disguise his trading.  For example, in or about early 2018,
Xiaosong Wang opened, directly or indirectly, an account at a United States-based brokerage
firm in the name of Relief Defendant Jingru Zhai.  To do so, Xiaosong Wang sent altered bank
statements to the brokerage firm.
52. Specifically, on or about April 30, 2018, Xiaosong Wang removed, or caused to
be removed, his name and address from his own bank statement for the period December 15,
2017 through January 17, 2018, and replaced it with Jingru Zhai’s name and purported address.
Xiaosong Wang also altered, or caused the alteration of, his bank statement by changing the last
four digits of his bank account number.  Xiaosong Wang sent, or caused to be sent, the fictitious
bank account statement to the brokerage firm.
53. After the brokerage firm rejected the bank statement because it was too old,
Xiaosong Wang responded by altering, or causing to be altered, another one of his own bank
statements; this time for the period February 14, 2018 through March 16, 2018.  On or about
May 2, 2018, Xiaosong Wang sent, or caused to be sent, the new fictitious bank account
statement to the brokerage firm, which subsequently opened an account in Jingru Zhai’s name.

1
 An IP address is a value made up of assigned numbers that identify how a particular computer or device accesses a
computer network, such as the Internet.  Every computer or device attached to a computer network requires an IP
address to connect to other networked computers.

11

54. Xiaosong Wang subsequently traded during the Relevant Period, directly or
indirectly, in publicly traded stock through Jingru Zhai’s account.
55. During the Relevant Period, Xiaosong Wang also accessed and traded through
brokerage accounts held in the following Relief Defendants’ names despite not being an
authorized trader on those accounts: Cuihua Wang, Weigang Yang, Luping Wang, Jingquan Liu,
and Rishan Liu.  Xiaosong Wang accessed the accounts through one or more IP addresses
associated with a condominium he owns in Massachusetts while he was visiting Massachusetts
from China.  Relief Defendants Jingru Zhai, Cuihua Wang, Weigang Yang, Luping Wang,
Jingquan Liu, and Rishan Liu were not in the United States when these trades were placed.
56. Furthermore, as the table below illustrates, IP addresses, computer identifiers, and
banking transfers demonstrate that Jiali Wang, Xiaosong Wang, and the other individual
Defendants are working in concert.  In particular, accounts held in the name of each of the
Defendants listed in the chart below were accessed electronically using an IP address or MAC
address that also accessed accounts held in the names of Jiali Wang and Xiaosong Wang.  In
several instances, accounts held in the names of these Defendants also sent money to or received
money from accounts held in the names of Jiali Wang or Xiaosong Wang.
 Jiali Wang Connection Xiaosong Wang Connection

Shuang Chen Accounts accessed from same
IP address

Accounts accessed from same IP address
Wenwen Du Accounts accessed from same
IP address
Accounts accessed from same
MAC address
2

Accounts accessed from same IP address
Accounts accessed from same MAC
address

2
 A MAC address is a unique value associated with a network adapter inside a computer or other device, which
allows for the identification of the computer/device on a computer network.

12

 Jiali Wang Connection Xiaosong Wang Connection

Lirong Gao Accounts accessed from same
IP address
Accounts accessed from same IP address
Accounts accessed from same MAC
address
Transfer of funds
3

Jing Guan Accounts accessed from same
IP address
Transfer of funds
Spouse of Jiali Wang

Accounts accessed from same IP address
Transfer of funds
Tonghui Jia Accounts accessed from same
IP address
Transfer of funds
Accounts accessed from same IP address
Accounts accessed from same MAC
address

Xuejie Jia Accounts accessed from same
IP address
Accounts accessed from same IP address
Accounts accessed from same MAC
address

Vicky Liu Accounts accessed from same
IP address
Transfer of funds
Lives next door to Jiali Wang
Manager of company founded
and funded by Jiali Wang

Accounts accessed from same IP address
Honglei Shi Accounts accessed from same
IP address
Accounts accessed from same
MAC address

Accounts accessed from same IP address

Shun Sui Accounts accessed from same
MAC address
Accounts accessed from same IP address
Transfer of funds

Lujun Sun Accounts accessed from same
IP address

Accounts accessed from same IP address
Huailong Wang    Accounts accessed from same
IP address
Accounts accessed from same
MAC address

Accounts accessed from same IP address
Accounts accessed from same MAC
address

3
 Transfers in the table are transfers to and/or from the Defendant denoted in the relevant column.

13

 Jiali Wang Connection Xiaosong Wang Connection

Jiadong Wang Accounts accessed from same
IP address
Accounts accessed from same IP address
Accounts accessed from same MAC
address

Jiafeng Wang Accounts accessed from same
IP address

Accounts accessed from same IP address
Accounts accessed from same MAC
address

Linlin Wu Accounts accessed from same
IP address
Transfer of funds
Accounts accessed from same IP address
Accounts accessed from same MAC
address

Lin Xing Accounts accessed from same
IP address

Accounts accessed from same IP address

Yong Yang Accounts accessed from same
IP address

Accounts accessed from same IP address

Jiancheng Zhao     Accounts accessed from same
IP address
Accounts accessed from same IP address
Accounts accessed from same MAC
address

The Market Manipulation Scheme

57. During the Relevant Period, the Defendants, working alone or in concert with
others, schemed to manipulate the market prices of more than 3,900 securities through
coordinated trading designed to artificially affect the prices of those securities, and to induce
others to buy and sell those securities at the resulting artificially high or low prices.
58. The Defendants, acting in concert, typically manipulated the price of a security as
follows:

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a. One or more helper accounts placed orders on stock exchanges
4
 to sell a thinly
traded security at prices below the prevailing national best bid or offer
(“NBBO”).  These orders had two related functions:  (1) sell orders placed at
prices at or below the prevailing national best bid (“NBB”) were used to lower
the NBB by removing buying interest at that price level, and (2) sell orders
placed at prices above the prevailing NBB and below the prevailing national
best offer (“NBO”) were used to set new, lower NBOs.
b. After the NBBO had been artificially depressed, one or more winner accounts
placed large buy orders on non-exchange venues.
5
  The operator(s) of the
winner accounts typically placed the orders from accounts at different
brokerage firms and/or in different names than the helper accounts.  These
winner account orders were often placed while there were outstanding sell
orders from helper accounts that should have at least partially filled them.
However, because the operator(s) of the winner accounts caused their orders
to be sent to non-exchange venues, the winner and helper account orders
rarely crossed.  Instead, the winner account orders were usually filled at
artificially high or low prices within the manipulated NBBO at non-exchange
venues.
c. Once the winner accounts had accumulated enough shares at the artificially
depressed prices, the helper accounts canceled their outstanding sell orders

4
 As used herein, “exchange” means a national registered exchange that provides public information on security
order prices.
5
 As used herein, non-exchange venues refer to venues other than exchanges on or in which trades can be executed.

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because those orders were non-bona fide and designed to influence the price
of the security, and the operators of those accounts started placing buy orders
at prices above the prevailing NBBO.  As before, the orders had two related
functions:  (1) buy orders priced at or above the prevailing NBO were used to
increase the NBO by removing selling interest at that price level, and (2) buy
orders priced above the prevailing NBB, but below the prevailing NBO, were
used to set new, higher NBBs.
d. After the NBBO had been artificially inflated, the operator(s) of one or more
winner accounts placed large sell orders on non-exchange venues.  As before,
the operator(s) of the winner accounts typically placed the orders from
accounts at different brokerage firms and/or in different names than the helper
accounts, and also when outstanding buy orders from helper accounts should
have at least partially filled the winner accounts’ sell orders.  However,
because the operator(s) of the winner accounts sent the orders to non-
exchange venues, the winner and helper account orders rarely met.  Instead,
the winner account orders were usually filled within the manipulated NBBO
at non-exchange venues.
e. Once the operator(s) of the winner accounts sold their shares at the artificially
inflated prices, the operator(s) of the helper accounts canceled their
outstanding buy orders because those orders were non-bona fide and designed
to influence the price of the security, and the process often began again.
59. The Defendants also varied the format of their manipulative activity during the
Relevant Period.  For example, at times one or more of the Defendants purchased shares of a

16

stock at its prevailing market price (essentially skipping Paragraphs 58.a. and 58.b.), and then
manipulated the price upward and sold that stock at artificially inflated prices, as described in
Paragraphs 58.c. to 58.e.  At other times, the Defendants sold large amounts of stock short before
manipulating the price of the stock downward, as outlined in Paragraphs 58.a. and 58.b., so they
could then cover their short sales by purchasing the stock at artificially low prices.
6
  While the
Defendants varied the format of their manipulative activity in other ways as well, one consistent
thread in their manipulations was the use of helper accounts to influence the NBBO or prices for
securities so that winner accounts could buy or sell these securities at artificially depressed or
inflated prices.
60. Specific examples of some of the thousands of instances of manipulative trading
by the Defendants designed to induce the purchase and sale of securities by other market
participants at artificially high and/or low prices are summarized below.
Example 1: CSSE (July 16 - 17, 2018; Xiaosong Wang. Shun Sui, Relief Defendant)

61. On or about July 16 and 17, 2018, Xiaosong Wang and Shun Sui used, directly or
indirectly, multiple accounts to manipulate the stock price of Chicken Soup for the Soul
Entertainment Inc. (“CSSE”), which is listed on NASDAQ.  Over this two day period, they
generated approximately $6,233 in illegal profits.  What follows is a closer look at the trading
during a few distinct periods.
On July 16, 2018:

a. At about 12:33:04 PM, the NBBO for CSSE was $9.12 by $9.43 per share.

6
 A “short sale” is a sale of stock that an investor does not own, and a “cover” in this context means purchasing
stock in order to return the borrowed stock that had been sold short to the lender.

17

b. Between about 12:33:04 PM and 12:37:29 PM, Xiaosong Wang and Shun Sui
placed, directly or indirectly, numerous sell orders through two accounts in the
name of Rishan Liu and one in the name of Shun Sui. These sell orders were
generally sent at progressively lower prices from $9.41 to $9.12 per share, they
ranged in size from 1 share to 500 shares, and they were sent to exchanges.
c. By approximately 12:37:29 PM, the NBBO for CSSE had fallen to $9.05 by $9.14
per share because of, at least in part, Xiaosong Wang’s and Shun Sui’s sell orders.
d. At about 12:37:30 PM, Shun Sui placed, directly or indirectly, an order on an
exchange to sell 200 shares of CSSE at $9.13 per share. At the same time,
Xiaosong Wang placed, directly or indirectly, an order to buy 6,000 shares of
CSSE with a limit price of $9.20 per share through an account in his own name.
The 6,000 share order was immediately filled by another market participant at a
price of $9.127 per share, and the 200 share sell order (along with twenty other
sell orders priced from $9.14 to $9.41) was canceled at about 12:37:32 PM.
On July 17, 2018:
e. At about 12:34:20 PM, the NBBO for CSSE was $9.22 by $9.46 per share.
f. Between about 12:34:20 PM and 12:37:02 PM, Xiaosong Wang and Shun Sui
placed, directly or indirectly, numerous buy orders through accounts in the names
of Rishan Liu and Shun Sui. These buy orders were generally sent at
progressively higher prices from $9.27 to $9.41 per share, they ranged in size
from 100 to 1,300 shares, and they were sent to exchanges.
g. By approximately 12:37:02 PM, the NBBO had risen to $9.41 by $9.46 per share
because of, at least in part, Xiaosong Wang’s and Shun Sui’s buy orders.

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h. At about 12:37:03 PM, Shun Sui placed, directly or indirectly, an order on an
exchange to buy 100 shares of CSSE at $9.42 per share; then, at about 12:37:04
PM, Wang placed, directly or indirectly, an order on an exchange to buy 400
shares of CSSE at $9.42 per share through Liu’s account.  At about the same time,
Wang placed, directly or indirectly, an order to sell 6,000 shares of CSSE with a
limit price of $9.39 per share through an account in his own name. The 6,000
share order was immediately filled by another market participant at a price of
$9.442 per share. Following the fill of the 6,000 share order, the 100-share and
400-share buy orders (along with nine other buy orders priced from $9.31 to
$9.41) were canceled at approximately 12:37:06 PM.
i. Through this coordinated trading from July 16, 2018 through July 17, 2018,
Xiaosong Wang was able to buy 6,000 shares of CSSE at a price of $9.127 per
share and then sell 6,000 shares of CSSE at a price of $9.442 per share.
Example 2: HELE (May 30, 2018; Tonghui Jia, Huailong Wang, Jiadong Wang, Xiaosong
Wang, and Jiancheng Zhao)

62. On or about May 30, 2018, Tonghui Jia, Huailong Wang, Jiadong Wang,
Xiaosong Wang, and Jiancheng Zhao used, directly or indirectly, multiple accounts to
manipulate the stock price of Helen of Troy Limited (“HELE”), which is listed on NASDAQ.
Over the course of the day, they generated approximately $10,103 in illegal profits.  What
follows is a closer look at the trading during a few distinct periods.
a. At about 9:32:49 AM, the NBBO for HELE was $91.65 by $92.45 per share.
b. Between approximately 9:32:49 AM and 9:34:44 AM, Jiancheng Zhao sent,
directly or indirectly, eighteen 100-share sell orders for HELE to exchanges at
progressively lower prices from $92.50 to $90.90 per share.

19

c. By about 9:34:44 AM, the NBBO for HELE had fallen to $90.90 by $91.20
per share because of, at least in part, Jiancheng Zhao’s sell orders.
d. Then, at approximately 9:34:47 AM, Jiadong Wang sent, directly or
indirectly, a buy order to a non-exchange venue for 6,986 shares of HELE
with a limit price of $91.30.  At or about this time, Jiancheng Zhao had
several outstanding orders to sell 100-share blocks of HELE, including two
100-share orders to sell HELE at a limit price of $91.20 per share and two
100-share orders to sell HELE at a limit price of $91.25 per share.  Jiadong
Wang’s 6,986-share buy order was filled by another market participant at a
price of approximately $91.15 per share, and Jiancheng Zhao subsequently
canceled, directly or indirectly, all of his unfilled sell orders.
e. As a result of his direct or indirect sales, Jiancheng Zhao was short 1,600
shares of HELE stock by about 9:34:49 AM.
f. At about 10:16:11 AM, the NBBO for HELE was $92.40 by $92.55 per share,
and Tonghui Jia placed, directly or indirectly, an order to sell 1,600 shares of
HELE stock with a limit price of $92.50 per share.  Two seconds later, at
approximately 10:16:13 AM, Jiancheng Zhao placed, directly or indirectly, an
order to buy 1,600 shares of HELE stock with a limit price of $92.50 per
share, and 1,600 shares of HELE stock effectively moved from Tonghui Jia’s
account to Jiancheng Zhao’s account, thereby covering Jiancheng Zhao’s
short position.
g. At about 11:23:13 AM, the NBBO for HELE was $92.35 by $92.55 per share.

20

h. Between approximately 11:23:13 AM and 11:23:59 AM, Huailong Wang,
Xiaosong Wang, and Jiancheng Zhao sent, directly or indirectly, nineteen
100-share buy orders for HELE to exchanges at progressively higher prices
from $92.45 to $93.05 per share.
i. By approximately 11:23:59 AM, the NBBO for HELE had risen to $92.75 by
$92.85 per share because of, at least in part, Huailong Wang’s, Xiaosong
Wang’s, and Jiancheng Zhao’s buy orders.
j. At approximately 11:23:59 AM, Jiadong Wang sent, directly or indirectly, a
sell order to a non-exchange venue for 6,986 shares of HELE with a limit
price of $92.70 per share.  This was the same number of shares that he had
purchased, directly or indirectly, earlier that day, and his order was partially
filled by another market participant at prices between $92.70 and $92.75 per
share, leaving him with 5,611 shares of HELE.  However, by the time Jiadong
Wang canceled, directly or indirectly, the remainder of his order at about
11:24:45 AM, the NBBO for HELE had fallen to $92.55 by $92.65 per share.
k. Between approximately 11:25:00 AM and 11:25:57 AM, Xiaosong Wang and
Jiancheng Zhao sent, directly or indirectly, at least thirteen buy orders to
exchanges.  The buy orders ranged in size from 4 shares to 102 shares and
ranged in price from $92.55 to $92.80 per share.
l. By approximately 11:25:57 AM, the NBBO for HELE had risen again to
$92.65 by $92.80 per share because of, at least in part, Xiaosong Wang’s and
Jiancheng Zhao’s buy orders.

21

m. At approximately 11:25:57 AM, Jiadong Wang sent, directly or indirectly, a
sell order to a non-exchange venue for his remaining 5,611 shares of HELE
with a limit price of $92.60 per share.  At this time, Xiaosong Wang and
Jiancheng Zhao had three outstanding 100-share orders to buy HELE with
limit prices of $92.65 per share.  Jiadong Wang’s 5,611 sell order was filled
by another market participant at a price of approximately $92.66 per share.
n. Through this coordinated and manipulative trading, Jiadong Wang was able to
buy, directly or indirectly, 6,986 shares of HELE at $91.15 per share and then
sell 6,986 shares of HELE at prices between $92.66 and $92.75 per share.
Example 3: RARE (May 1, 2018; Lirong Gao, Lujun Sun, and Lin Xing)

63. On or about May 1, 2018, Lirong Gao, Lujun Sun, and Lin Xing used, directly or
indirectly, multiple accounts to manipulate the stock price of Ultragenyx Pharmaceutical Inc.
(“RARE”), which is listed on NASDAQ.  Over the course of the day, they generated
approximately $13,434 in illegal profits.  What follows is a closer look at the trading during a
few distinct periods.
a. At about 1:16:25 PM, the NBBO for RARE was $50.64 by $50.75 per share.
b. Between approximately 1:16:25 PM and 1:24:43 PM, Lirong Gao and Lin
Xing sent, directly or indirectly, 48 sell orders for RARE to exchanges.  The
orders ranged in size from 30 shares to 500 shares (but were typically for 100
shares), and Lirong Gao and Lin Xing placed them, directly or indirectly, at
progressively lower prices from $50.75 to $50.42 per share.
c. By about 1:25:23 PM, the NBBO for RARE had fallen to $50.42 by $50.48
per share because of, at least in part, Gao’s and Xing’s sell orders.

22

d. At approximately 1:25:23 PM, Lujun Sun sent, directly or indirectly, a buy
order to a non-exchange venue for 9,500 shares of RARE with a limit price of
$50.50, and received an immediate partial fill from another market participant
at about $50.47 per share.  Seconds later, between approximately 1:25:27 PM
and 1:25:37, Lin Xing and Lirong Gao sent, directly or indirectly, at least
seven sell orders to exchanges for RARE shares.  The orders ranged in size
from 100 shares to 600 shares and ranged in price from $50.50 to $50.59 per
share.  Following the orders, at 1:25:38 PM, another market participant sold,
directly or indirectly, Lujun Sun the remaining shares of RARE on his order at
$50.50 per share.
e. At about 2:04:11 PM, the NBBO for RARE was $51.70 by $51.84 per share.
f. Between approximately 2:04:11 PM and 2:04:29 PM, Lirong Gao sent,
directly or indirectly, six 100-share buy orders for RARE to exchanges at
prices ranging from $51.70 to $51.88 per share.
g. By approximately 2:04:32 PM, the NBBO for RARE had risen to $51.78 by
$51.89 per share because of, at least in part, Lirong Gao’s buy orders.
h. At approximately 2:04:32 PM, Lujun Sun sent, directly or indirectly, a sell
order to a non-exchange venue for 9,500 shares of RARE with a limit price of
$51.75 per share.  This was the same number of shares that he had purchased,
directly or indirectly, earlier that day, and his order was filled by another
market participant at a price of $51.797 per share.  Seconds later, Lirong Gao
canceled, directly or indirectly, his two outstanding 100-share sell orders for
RARE with limit prices of $51.75 per share.

23

i. Through this coordinated and manipulative trading, Lujun Sun was able to
buy, directly or indirectly, 9,500 shares of RARE at prices between $50.458
and $50.50 per share and later sell, directly or indirectly, 9,500 shares of
RARE at a price of $51.797 per share.
Example 4: DWSN (January 27, 2017; Xuejie Jia, Yong Yang, and Forrest (HK))

64. On January 27, 2017, Xuejie Jia, Yong Yang, and Forrest (HK) used, directly or
indirectly, multiple accounts to manipulate the stock price of Dawson Geophysical Co.
(“DWSN”), which is listed on NASDAQ.  Over the course of the day, they generated
approximately $2,246 in illegal profits.  What follows is a closer look at the trading during a few
distinct periods.
a. At about 10:45:18 AM, the NBBO for DWSN was $8.18 by $8.27 per share.
b. Between approximately 10:45:18 AM and 10:45:52 AM, a Forrest (HK)
brokerage account sent eight 100-share sell orders for DWSN to exchanges at
progressively lower prices from $8.27 to $8.09 per share.
c. By approximately 10:45:52 AM, the NBBO for DWSN had fallen to $8.09 by
$8.16 per share because of, at least in part, Forrest (HK)’s sell orders.
d. At approximately 10:47:11 AM, Xuejie Jia sent, directly or indirectly, a buy
order to a non-exchange venue for 3,900 shares of DWSN with a limit price of
$8.16 per share.  Three of the Forrest (HK) account’s orders remained
outstanding at this time, including an order to sell 100 shares of DWSN with a
limit price of $8.16 per share.  Xuejie Jia’s order was filled by another market
participant at $8.15 per share.  Following this fill, at approximately 10:47:18
AM, the Forrest (HK) account sent, directly or indirectly, another 100-share

24

sell order for DWSN with a limit price of $8.17 per share.  Approximately one
second later, at 10:47:19 AM, Xuejie Jia sent, directly or indirectly, another
buy order to a non-exchange venue for 3,000 shares of DWSN with a limit
price of $8.17 per share, which was filled approximately one second later a
price of $8.15 per share.
e. At about 12:53:59 PM, the NBBO for DWSN was $8.35 by $8.39 per share.
f. Between approximately 12:53:59 PM and 1:03:27 PM, three Forrest (HK)
accounts sent a total of 30 buy orders to exchanges for DWSN.  The orders
ranged in size from 100 to 600 shares, though most were for 100 shares, and
ranged in price from $8.30 to $8.54, and were typically entered at
progressively higher prices.
g. By approximately 1:03:27 PM, the NBBO for DWSN had risen to $8.46 by
$8.54 per share because of, at least in part, Forrest (HK)’s buy orders.
h. At approximately 1:03:29 PM, Yong Yang sent, directly or indirectly, a sell
order to a non-exchange venue for 3,000 shares of DWSN with a limit price of
$8.45 per share.  Several Forrest (HK) orders remained outstanding at this
time, including five orders to buy 100 shares of DWSN with a limit price of
$8.45 per share.  Yang’s sell order was not immediately filled, and between
1:03:30 PM and 1:03:39 PM, a Forrest (HK) account entered three more 100-
share buy orders with limit prices ranging from $8.54 to $8.57 per share.  At
approximately 1:03:40 PM, Yang’s order was filled by another market
participant at prices from $8.45 to $8.47 per share.  Following the fill,
between 1:03:46 PM and 1:03:55 PM, two Forrest (HK) accounts sent six

25

more 100-share buy orders for DWSN at prices ranging from $8.45 to $8.56
per share.  While one of the 100-share buy orders priced at $8.45 per share
was outstanding, Yong Yang sent, directly or indirectly, a 3,000-share sell
order to a non-exchange venue with a limit price of $8.45 per share, which
was then filled by another market participant.
i. Seconds later, between 1:04:04 PM and 1:04:54 PM, a Forrest (HK) account
sent, directly or indirectly, three more 100-share buy orders for DWSN with
limit prices from $8.55 to $8.56.  Then, at about 1:04:56 PM, Xuejie Jia sent,
directly or indirectly, a sell order for 3,900 shares to a non-exchange venue
with a limit price of $8.42 per share.  Between 1:04:57 PM and 1:05:01 PM,
this order was partially filled by another market participant at prices between
$8.42 and $8.45 per share.  At about 1:05:02 PM, the NBBO for DWSN had
fallen to $8.36 by $8.42 per share, and a Forrest (HK) account sent, directly or
indirectly, a 400-share buy order to an exchange with a limit price of $8.55
per share.  Then, between approximately 1:05:02 PM and 1:05:03 PM, another
600 shares of Xuejie Jia’s order was filled by another market participant at
$8.42 per share before the remainder of the order was canceled.
j. At about 1:05:21 PM, the NBBO for DWSN was $8.36 by $8.50 per share.
k. Between approximately 1:05:21 PM and 1:30:05 PM, two Forrest (HK)
accounts sent eighteen 100-300 share buy orders to exchanges for DWSN at
prices ranging from $8.39 to $8.51 per share, and by 1:30:16 PM, the NBBO
for DWSN was $8.42 by $8.49 per share.

26

l. At approximately 1:30:16 PM, Xuejie Jia sent, directly or indirectly, a sell
order to a non-exchange venue for 3,393 shares of DWSN with a limit price of
$8.39 per share.  Between approximately 1:30:16 PM and 1:30:19 PM, this
order was partially filled by another market participant at prices from $8.39 to
$8.42 per share.  However, by 1:30:26 PM, the NBBO for DWSN had fallen
to $8.36 by $8.39 per share.  A Forrest (HK) account then sent a 200-share
buy order at a price of $8.39 per share to an exchange for DWSN, and the
other market participant filled the remainder of Jia’s order at $8.39 per share.
m. At about 2:04:03 PM, the NBBO for DWSN was $8.36 by $8.42 per share.
n. Between about 2:04:03 PM and 2:04:31 PM, a Forrest (HK) account sent,
directly or indirectly, three 100-200 share buy orders to exchanges for DWSN
with limit prices from $8.33 to $8.42 per share.  At approximately 2:04:34
PM, Xuejie Jia sent, directly or indirectly, a sell order to a non-exchange
venue for 2,000 shares of DWSN with a limit price of $8.33 per share, which
was filled by another market participant at prices between $8.33 and $8.37.
o. Through this coordinated and manipulative trading, Xuejie Jia was able to
buy, directly or indirectly, 6,900 shares of DWSN at a price of $8.15 per share
and then sell, directly or indirectly, 6,900 shares of DWSN at prices between
$8.33 and $8.45 per share.
Example 5: HELE (April 9, 2018; Huailong Wang, Linlin Wu, and Yong Yang)

65. On or about April 9, 2018, Huailong Wang, Linlin Wu, and Yong Yang used,
directly or indirectly, multiple accounts to manipulate the stock price of Helen of Troy Limited
(“HELE”), which is listed on NASDAQ.  Over the course of the day, they generated

27

approximately $12,015 in illegal profits.  What follows is a closer look at the trading during a
few distinct periods.
a. At about 10:41:47 AM, the NBBO for HELE was $84.60 by $84.80 per share.
b. Between about 10:41:47 AM and 10:42:39 AM, Huailong Wang sent, directly
or indirectly, ten 100-share and one 200-share sell orders for HELE to
exchanges at progressively lower prices from $84.70 to $84.35 per share.
c. By approximately 10:42:39 AM, the NBBO for HELE had fallen to $84.45 by
$84.55 per share because of, at least in part, Huailong Wang’s sell orders.
d. At approximately 10:42:41 AM, Yong Yang sent, directly or indirectly, a buy
order to a non-exchange venue for 5,500 shares of HELE with a limit price of
$84.60 per share.  Yong Yang’s order did not receive an immediate fill.
Between approximately 10:42:42 AM and 10:42:47 AM, Huailong Wang
sent, directly or indirectly, four more 100-200 share sell orders to exchanges
with limit prices ranging from $84.60 to $84.40 per share.  At approximately
10:42:55 AM, Yong Yang received a partial fill (800 shares) from another
market participant at price of $84.581 and then canceled the remainder of his
order two seconds later.
e. At about 10:43:07 AM, the NBBO for HELE was $84.55 by $84.70 per share.
f. Between approximately 10:43:07 AM and 10:43:20 AM, Huailong Wang
sent, directly or indirectly, four 100-share sell orders for HELE to exchanges
with progressively lower limit prices from $84.65 to $84.40 per share.
g. By approximately 10:43:20 AM, the NBBO for HELE had fallen to $84.40 by
$84.60 per share because of, at least in part, Huailong Wang’s sell orders.

28

h. At approximately 10:43:27 AM, Yong Yang sent, directly or indirectly, a buy
order to a non-exchange venue for 3,900 shares of HELE with a limit price of
$84.60 per share. Yong Yang’s order did not receive an immediate fill.
Between approximately 10:43:34 AM and 10:43:41 AM, Huailong Wang
sent, directly or indirectly, three 100-share sell orders for HELE to exchanges
with limit prices of $84.60 per share and one 100-share sell order for HELE to
an exchange with a limit price of $84.65 per share.  At approximately
10:43:41 AM, Yong Yang’s order was filled by another market participant at
$84.599 per share.
i. By about 10:45:57 AM, the NBBO for HELE was $84.75 by $85.05 per share.
j. Between approximately 10:45:57 AM and 10:47:09 AM, Huailong Wang and
Linlin Wu sent, directly or indirectly, six 100-120 share sell orders for HELE
to exchanges at prices ranging from $85.00 to $84.75 per share.
k. By approximately 10:47:09 AM, the NBBO for HELE had fallen to $84.65 by
$84.85 per share because of, at least in part, Huailong Wang’s and Linlin
Wu’s sell orders.
l. At approximately 10:47:10 AM, Yong Yang sent, directly or indirectly, a buy
order to a non-exchange venue for 3,700 shares of HELE with a limit price of
$84.85.  At this time, Linlin Wu had two outstanding orders to sell 100 shares
of HELE with a limit price of $84.85, and at approximately 10:47:12 AM, Wu
sent, directly or indirectly, another 100-share sell order for HELE to an
exchange with a limit price of $84.85 per share.  At approximately 10:47:14
AM, Yang’s order was filled by another market participant at a price of

29

$84.75 per share, and seconds later, Wu canceled, directly or indirectly, her
three 100-share orders to sell HELE at $84.85 per share.
m. At about 12:28:21 PM, the NBBO for HELE was $85.85 by $85.95 per share.
n. Between approximately 12:28:21 PM and 12:28:32 PM, Huailong Wang sent,
directly or indirectly, three 100-200 share buy orders for HELE to exchanges
at prices ranging from $85.90 to $85.95 per share, and by approximately
12:28:58 PM, the NBBO for HELE had risen to $85.95 by $86.05 per share
because of, at least in part, Huailong Wang’s buy orders.
o. At approximately 12:29:40 PM, Yong Yang sent, directly or indirectly, a sell
order to a non-exchange venue for 6,400 shares of HELE with a limit price of
$86.25 per share.  Yang’s order was not immediately filled, and between
approximately 12:39:27 PM and 12:40:09 PM, Huailong Wang sent, directly
or indirectly, fifteen 100-300 share buy orders for HELE to exchanges at
progressively higher prices from $85.90 to $86.25 per share.  At
approximately 12:40:09 PM, Yang’s order was filled by another market
participant at $86.25 per share, and, seconds later, all of Huailong Wang’s
outstanding buy orders were canceled.
p. At about 12:41:56 PM, the NBBO for HELE was $86.05 by $86.20 per share.
q. Between approximately 12:41:56 PM and 12:42:23 PM, Huailong Wang sent,
directly or indirectly, four 100-200 share buy orders for HELE to exchanges at
prices ranging from $86.10 to $86.20 per share, and by approximately
12:42:23, the NBBO for HELE had risen to $86.10 to $86.25 per share
because of, at least in part, Huailong Wang’s buy orders.

30

r. At 12:42:26 PM, Yong Yang sent, directly or indirectly, a sell order to a non-
exchange venue for 2,000 shares of HELE with a limit price of $86.10 per
share.  Yang’s order was not immediately filled, and at approximately
12:42:31 PM, Huailong Wang sent, directly or indirectly, another 200-share
buy order for HELE to an exchange at $86.10.  Yang’s order was then filled
by another market participant at 12:42:31 PM at a price of $86.101.
s. Through this coordinated and manipulative trading, Yong Yang was able to
buy, directly or indirectly, 8,400 shares of HELE at an average price of
$84.664 per share and then sell, directly or indirectly, 8,400 shares of HELE
at an average price of $86.214 per share.
Example 6: AEMD (September 17, 2015; Shuang Chen, Lin Xing, and Forrest (HK))

66. On or about September 17, 2015, Shuang Chen, Lin Xing, and Forrest (HK) used,
directly or indirectly, multiple accounts to manipulate the stock price of Aethlon Medical, Inc.
(“AEMD”), which is listed on NASDAQ.  That day, the operator(s) of the Shuang Chen
brokerage account and one of the Forrest (HK) brokerage accounts accessed those accounts from
the same IP address, while the operator(s) of the Lin Xing brokerage account and another Forrest
(HK) brokerage account accessed those accounts from the same IP address.  Over the course of
the day, they generated approximately $2,855 in illegal profits.  What follows is a closer look at
the trading during a few distinct periods.
a. At approximately 10:24:07 AM, the NBBO for AEMD was $8.42 by $8.60
per share, and a Forrest (HK) account sent an order to an exchange to buy
10,000 shares of AEMD with a limit price of $8.43 per share.  A few seconds
later, between approximately 10:24:17 AM and 10:24:19 AM, Shuang Chen

31

sent, directly or indirectly, two orders—for 100 shares and 3,500 shares—to
the same exchange to sell AEMD at a limit price of $8.43.  The 100-share
order and 3,400 shares of Chen’s 3,500-share order were filled by the Forrest
(HK) order, and a few seconds later, at 10:24:35 AM, the Forrest (HK)
account canceled, directly or indirectly, the remainder of its order.
b. Having just acquired 3,500 shares of AEMD at $8.43 per share, the Forrest
(HK) account began selling, directly or indirectly, 100-share blocks of AEMD
at prices below $8.42 per share.  Between approximately 10:24:45 AM and
10:25:23 AM, the Forrest (HK) account sent, directly or indirectly, ten 100-
share sell orders for AEMD at prices ranging from $8.41 to $8.17 per share.
c. Between approximately 10:24:42 AM and 10:25:25 AM, Shuang Chen also
sent, directly or indirectly, numerous 100-share sell orders for AEMD, all
priced with limits of $8.45 per share.
d. By approximately 10:25:26 AM, the NBBO for AEMD had fallen to $8.36 by
$8.45 per share because of, at least in part, Forrest (HK)’s and Shuang Chen’s
sell orders.
e. At approximately 10:25:26 AM, Lin Xing sent, directly or indirectly, a buy
order to a non-exchange venue for 4,800 shares of AEMD with a limit price of
$8.45 per share.  At the same time, Shuang Chen sent, directly or indirectly,
five 100-share sell orders to an exchange for AEMD with limit prices of $8.45
per share.  Xing’s order received a fill from another market participant at
$8.45 per share, and between approximately 10:25:27 AM and 10:25:28 AM,
Xing sent, directly or indirectly, four more buy orders to a non-exchange

32

venue, each for 4,800 shares of AEMD with a limit price of $8.45 per share.
Xing’s orders received fills at prices between $8.449 and $8.45 per share, and
following these fills, at approximately 10:25:30 AM, Shuang Chen canceled,
directly or indirectly, all of her outstanding sell orders for AEMD.
f. At about 10:36:48 AM, the NBBO for AEMD was $8.60 by $8.70 per share.
g. At approximately 10:36:48 AM, the Forrest (HK) account sent, directly or
indirectly, an order to sell 2,600 shares of AEMD with a limit price of $8.64
per share, and, a few seconds later, at approximately 10:36:58 AM, Shuang
Chen sent, directly or indirectly, an order to sell 1,700 shares of AEMD with a
limit price of $8.64 per share.  Then, at approximately 10:37:41 AM, Lin Xing
sent, directly or indirectly, an order to buy 4,189 shares of AEMD with a limit
price of $8.64 per share.  Xing’s order filled the Forrest (HK) order, and filled
1,589 shares of the Chen order, the remainder of which was then canceled.
h. At approximately 12:53:15 PM, the NBBO for AEMD was $8.61 by $8.62 per
share.
i. Between approximately 12:53:15 PM and 1:25:45 PM, the aforementioned
Forrest (HK) account along with two other Forrest (HK) accounts and Shuang
Chen placed, directly or indirectly, 46 buy orders for AEMD at progressively
higher prices from $8.62 to $8.75 per share.  While the orders ranged in size
from 100 to 300 shares, the majority were 100-share orders.
j. By approximately 1:25:45 PM, the NBBO for AEMD had risen to $8.69 by
$8.75 per share because of, at least in part, Forrest (HK)’s and Shuang Chen’s
buy orders.

33

k. At approximately 1:25:46 PM, Lin Xing sent, directly or indirectly, a sell
order to a non-exchange venue for 4,899 shares of AEMD with a limit price of
$8.68 per share.  The order was not immediately filled, and between
approximately 1:25:46 PM and 1:25:47 PM, one of the Forrest (HK) accounts
sent, directly or indirectly, two 100-share orders to buy AEMD with limit
prices of $8.75 per share.  Then, at approximately 1:25:48 PM, Ling Xing
sent, directly or indirectly, two more sell orders to non-exchange venues, each
for 4,899 shares of AEMD with limit prices of $8.68 per share.  One was
filled at $8.69 per share by another market participant, but the other was not.
At approximately 1:25:49 PM, the Forrest (HK) account sent, directly or
indirectly, three more 100-share orders to buy AEMD with limit prices of
$8.75 per share, and another market participant then filled 400 shares of
Xing’s outstanding orders, the remainder of which were canceled.
l. After Xing’s sales, at 1:26:09 PM, the NBBO for AEMD had fallen to $8.30
by $8.75 per share.
m. Between approximately 1:26:09 PM and 1:27:35 PM, three Forrest (HK)
accounts sent twenty-three 100-share buy orders for AEMD at prices ranging
from $8.33 to $8.73 per share.
n. By about 1:27:39 PM, the NBBO for AEMD was $8.60 by $8.65 per share.
o. At approximately 1:27:39 PM, Lin Xing sent, directly or indirectly, a sell
order to a non-exchange venue for 3,000 shares of AEMD with a limit price of
$8.60 per share.  Seconds earlier, between approximately 1:27:14 PM and
1:27:35 PM, one of the Forrest (HK) accounts had sent, directly or indirectly,

34

four 100-share buy orders for AEMD with limit prices of $8.60 per share and
the orders remained outstanding.  Xing’s order was filled by another market
participant at prices between $8.60 and $8.61 per share, and, following the
fill, Xing sent, directly or indirectly, another sell order to a non-exchange
venue for 3,000 shares of AEMD with a limit price of $8.60 per share.  This
order was again filled by another market participant at a price of $8.60 per
share.  Xing sold, directly or indirectly, the other shares she had acquired in a
similar manner.
Example 7: ASRVP (September 26, 2014; Defendants Jiali Wang and Forrest (HK))

67. On or about September 26, 2014, Jiali Wang and Forrest (HK) used, directly or
indirectly, multiple accounts to manipulate the stock price of Ameriserv Financial Capital Trust I
PFD A GTD 8.45 (“ASRVP”), which is listed on NASDAQ.  The operator of several Forrest
(HK) accounts and Jiali Wang accessed the accounts from the same IP address that day.  Over
the course of the day, they generated approximately $1,514 in illegal profits.  What follows is a
closer look at the trading during a few distinct periods.
a. At approximately 9:47:17 AM, the NBBO for ASRVP was $26.61 by $28.17
per share, and a Forrest (HK) account sent, directly or indirectly, a 100-share
sell order for ASRVP to an exchange with a limit price of $27.30 per share.
At the same time, Jiali Wang placed a 99-share buy order for ASRVP with a
limit price of $27.30 per share.  While the Forrest (HK) order was
immediately canceled, Jiali Wang’s order was filled off-exchange by another
market participant at approximately 9:47:17 AM at a price of $27.30 per
share.  By trading in coordination with the Forrest (HK) account in this

35

manner, Jiali Wang acquired, directly or indirectly, 495 shares of ASRVP
between approximately 9:47:17 AM and 11:01:50 AM at an average price of
about $27.49 per share.
b. At approximately 11:24:16 AM, the NBBO for ASRVP was at $27.60 by
$28.17 per share, and Jiali Wang sent, directly or indirectly, a buy order to an
exchange for 1 share of ASRVP at $28.09 per share.  He then canceled,
directly or indirectly, the order a second later, and then sent, directly or
indirectly, a sell order to the same exchange for 1,600 shares of ASRVP with
a limit price of $28.09 per share.  One second later, at 11:24:27 AM, the
Forrest (HK) account sent, directly or indirectly, a buy order to the same
exchange for 1,600 shares with a limit price of $28.09 per share, which was
then filled by Jiali Wang’s sell order.
c. At approximately 11:25:00 AM, the coordinated trading resumed as the
Forrest (HK) account sent, directly or indirectly, another 100-share sell order
for ASRVP to an exchange, this time with a limit price of $27.79 per share.
Between approximately 11:25:00 AM and 11:25:01 AM, Jiali Wang placed,
directly or indirectly, seven 99-share buy orders for ASRVP with limit prices
of $27.79 per share, but only one of them was filled by another market
participant, and at approximately 11:25:01 AM, the Forrest (HK) account
canceled, directly or indirectly, its 100-share sell order.  This coordinated
trading continued for several minutes, and, between approximately 11:25:00
AM and 11:26:11, Jiali Wang acquired, directly or indirectly, an additional

36

396 shares of ASRVP at an average price of about $27.80 per share in this
manner.
d. At approximately 11:29:42 AM, the Forrest (HK) account sent, directly or
indirectly, a 1,700-share sell order for ASRVP to an exchange with a limit
price of $27.91 per share, which was between the NBBO of $27.60 by $28.17
per share.  Within one second, Jiali Wang placed, directly or indirectly, five
300-share buy orders for ASRVP with limit prices of $27.91 per share.  One
of Jiali Wang’s orders was partially filled by another market participant, and
the Forrest (HK) order for 1,700 shares was then canceled at 11:29:43 AM.
Between approximately 11:29:42 AM and 11:30:05 AM, Jiali Wang acquired,
directly or indirectly, 199 shares of ASRVP at an average price of $27.915 per
share in this manner.
e. At approximately 11:40:03 AM, Jiali Wang began placing, directly or
indirectly, smaller sell orders for ASRVP, while the Forrest (HK) account
began sending, directly or indirectly, 100-share buy orders for ASRVP.  For
instance, at approximately 11:44:29 AM, the Forrest (HK) account sent,
directly or indirectly, a 100-share order to buy ASRVP to an exchange with a
limit price of $28.76 per share, and at approximately 11:44:29 AM, Jiali
Wang placed, directly or indirectly, six 40-share sell orders with limit prices
of $28.70 per share.  Five of Jiali Wang’s sell orders executed off-exchange
by approximately 11:44:30 AM, at which time the Forrest (HK) account
canceled its 100-share buy order.  By trading in coordination with the Forrest
(HK) account in this manner, Jiali Wang sold, directly or indirectly, 900

37

shares of ASRVP between approximately 11:41:57 AM and 11:46:24 AM at
prices between $28.70 and $28.76 per share.
f. Between approximately 12:14:02 PM and 12:14:03 PM, the Forrest (HK)
account sent, directly or indirectly, two 2,200-share buy orders for ASRVP to
an exchange with limit prices of $28.10 per share.  Then between
approximately 12:14:03 PM and 12:14:05 PM, Jiali Wang placed, directly or
indirectly, six 99-share sell orders for ASRVP.  Two of Jiali Wang’s orders
were filled by another market participant off-exchange, and Forrest (HK) then
canceled, directly or indirectly, its buy orders between approximately
12:14:05 PM and 12:14:06 PM.  By trading in coordination with the Forrest
(HK) account in this manner, Jiali Wang sold, directly or indirectly, another
396 shares of ASRVP between approximately 12:14:03 PM and 12:15:40 PM
at prices between $28.08 and $28.13 per share.
Example 8: GLDX (January 4, 2016; Defendants Jiafeng Wang and Forrest (HK))

68. On or about January 4, 2016, Jiafeng Wang and Forrest (HK) used, directly or
indirectly, multiple accounts to manipulate the price of Global X Gold Explorers ETF
(“GLDX”), which was listed on NYSE Arca.  Over the course of the day, they generated
approximately $3,548 in illegal profits.  What follows is a closer look at the trading during a few
distinct periods.
a. At approximately 9:31:08 AM, the NBBO for GLDX was $16.43 by $16.63
per share, and Jiafeng Wang sent, directly or indirectly, a buy order to a non-
exchange venue for 8,998 shares of GLDX with a limit price of $16.65 per

38

share.  This order was filled by another market participant at prices between
$16.61 and $16.65 per share.
b. At approximately 10:26:29 AM, the NBBO for GLDX was $16.96 by $17.03
per share.
c. Between approximately 10:26:29 AM and 10:29:10 AM, two Forrest (HK)
accounts sent, directly or indirectly, seven 100-share buy orders for GLDX to
exchanges at progressively higher prices between $16.98 and $17.14 per
share.
d. By approximately 10:30:52 AM, the NBBO for GLDX had risen to $17.06 by
$17.14 per share because of, at least in part, Forrest (HK)’s buy orders.
e. At approximately 10:30:52 AM, Jiafeng Wang sent, directly or indirectly, a
sell order to a non-exchange venue for 8,998 shares of GLDX with a limit
price of $17.06 per share.  Another market participant filled 900 shares of this
order at prices ranging from $17.06 to $17.07 per share before it was canceled
at approximately 10:31:06 AM.  At approximately 10:31:26 AM, Jiafeng
Wang sent, directly or indirectly, a sell order to a non-exchange venue for
8,098 shares of GLDX with a limit price of $17.02 per share.  This order was
partially filled by another market participant between approximately 10:31:27
AM and 10:31:49 AM at prices from $17.03 to $17.02 share.  At
approximately 10:32:00 AM, a Forrest (HK) account sent, directly or
indirectly, a 100-share buy order for GLDX to an exchange with a limit price
of $17.02 per share, and another 100 shares of Jiafeng Wang’s order were
filled by the other market participant.  Forrest (HK) accounts sent, directly or

39

indirectly, two more 100-share buy orders at approximately 10:32:01 AM and
10:32:04 AM, and following each Forrest (HK) order, the other market
participant filled the remaining blocks of Jiafeng Wang’s order.
f. Through this coordinated trading, Jiafeng Wang was able to buy, directly or
indirectly, 8,998 shares of GLDX at prices between $16.61 and $16.65 per
share and then sell 8,998 shares of GLDX at prices between $17.02 and
$17.07 per share.
Example 9: CHSCP (January 21, 2016; Jing Guan and Forrest (HK))

69.   On or about January 21, 2016, Jing Guan and Forrest (HK) used, directly or
indirectly, multiple accounts to manipulate the stock price of CHS Inc. 8% Preferred Shares
(“CHSCP”), which is listed on NASDAQ.  Over the course of the day, they generated
approximately $26,017 in illegal profits.  What follows is a closer look at the trading during a
few distinct periods.
a. Between approximately 1:45:32 PM and 3:13:32 PM, Jing Guan sent, directly
or indirectly, several 3,200 to 4,800-share orders to buy CHSCP to non-
exchange venues.  The orders were filled by other market participants at
prices ranging from $29.315 to $30.04 per share, and by approximately
3:13:32 PM, Jing Guan had acquired 32,691 shares of CHSCP.
b. At about 3:22:41 PM, the NBBO for CHSCP was $30.08 by $30.41 per share.
c. Between approximately 3:22:41 PM and 3:25:11 PM, a Forrest (HK) account
sent, directly or indirectly, four 100-share buy orders for CHSCP at
progressively higher prices from $30.11 to $30.30 per share.
d. By approximately 3:25:13 PM, the NBBO for CHSCP had risen to $30.30 by
$30.50 per share because of, at least in part, Forrest (HK)’s buy orders.

40

e. At 3:25:13 PM, Jing Guan sent, directly or indirectly, a sell order for 4,800
shares of CHSCP to a non-exchange venue with a limit price of $30.20 per
share.  Several Forrest (HK) buy orders were outstanding at this time,
including two 100-share buy orders with limit prices of $30.24 and $30.30 per
share.  Jing Guan’s order was filled by another market participant at prices
ranging from $30.30 to $30.32 per share.  Also, at about 3:25:13 PM, Jing
Guan sent, directly or indirectly, another 4,800-share sell order for CHSCP to
a non-exchange venue with a limit price of $30.20 per share, and this order
was partially filled by another market participant at $30.28 per share.
f. By about 3:37:45 PM, the NBBO for CHSCP was $30.09 by $30.38 per share.
g. Between approximately 3:37:45 PM and 3:47:10 PM, two Forrest (HK)
accounts sent, directly or indirectly, forty-five 100-share buy orders to
exchanges for CHSCP, typically at progressively higher prices from $30.13 to
$30.58 per share.
h. By approximately 3:47:21 PM, the NBBO for CHSCP had risen to $30.40 by
$30.60 per share because of, at least in part, Forrest (HK)’s buy orders.
i. Between approximately 3:47:21 PM and 3:51:24 PM, Jing Guan sent, directly
or indirectly, several large sell orders ranging in size from 631 to 3,800 shares
to non-exchange venues for CHSCP, with limit prices between $30.15 and
$30.30 per share.  Many were sent while there were outstanding Forrest (HK)
buy orders on exchanges with equivalent or higher limit prices.  Guan’s orders
were filled or partially filled by other market participants at prices between
$30.15 and $30.42 per share.

41

j. Through this coordinated trading, Jing Guan was able to sell, directly or
indirectly, 32,691 shares of GLDX at prices between $30.15 and $30.42 per
share, after acquiring these shares at prices between $29.135 and $30.04 per
share.
Example 10: SGRP (February 14, 2017; Vicky Liu, Tonghui Jia, and Forrest (HK))

70. On or about February 14, 2017, Vicky Liu, Tonghui Jia and Forrest (HK) used,
directly or indirectly, multiple accounts to manipulate the stock price of SPAR Group Inc.
(“SGRP”), which is listed on NASDAQ.  The operator(s) of the Vicky Liu and Tonghiu Jia
accounts on that day accessed the accounts using the same IP address.  Over the course of the
day, they generated approximately $5,410 in illegal profits.  What follows is a closer look at the
trading during a few distinct periods.
a. At approximately 10:30:23 AM, the NBBO for SGRP was $1.04 by $1.10 per
share, and a Forrest (HK) account sent, directly or indirectly, an order to an
exchange to buy 7,500 shares with a limit price of $1.04.  This order went
unfilled until about 10:30:46 AM when Tonghui Jia sent an order, directly or
indirectly, to the same exchange to sell 600 shares of SGRP with a limit price
of $1.04 per share, thereby filling 600 shares of the Forrest (HK) order.
Between approximately 10:30:50 AM and 10:31:04 AM, Tonghui Jia sent,
directly or indirectly, another four sell orders to the same exchange with limit
prices of $1.04 for a total of 6,900 shares, thereby filling the remainder of the
Forrest (HK) order.

42

b. Then, between approximately 10:31:37 AM and 10:48:10 AM, the Forrest
(HK) account then sent, directly or indirectly, a number of 100-share sell
orders for SGRP to exchanges at prices from $1.08 to $1.01 per share.
c. By approximately 10:48:16 AM, the NBBO for SGRP had fallen to $1.01 by
$1.04 per share because of, at least in part, Forrest (HK)’s sell orders.
d. Between approximately 10:48:16 AM and 10:48:23 AM, Tonghui Jia and
Vicky Liu sent, directly or indirectly, three large buy orders (5,900 to 18,600
shares) for SGRP with limit prices of $1.04 per share.  Several Forrest (HK)
sell orders were outstanding at this time, including four 100-share sell orders
with limit prices of $1.04 per share.  The Tonghui Jia and Vicky Liu orders
were filled at prices between $1.04 and $1.035 per share by approximately
10:48:24 AM.
e. Between approximately 10:48:23 AM and 10:48:26 AM, a Forrest (HK)
account sent three more 100-share sell orders to exchanges for SGRP with
limit prices of $1.01 per share.  Then, at approximately 10:48:27 AM, Vicky
Liu sent, directly or indirectly, a 5,900-share buy order for SGRP with a limit
price of $1.04 per share, which was filled at $1.034 per share.
f. By trading in this coordinated manner with the Forrest (HK) account, Vicky
Liu and Tonghui Jia acquired, directly or indirectly, 46,000 shares of SGRP at
prices ranging from $1.028 to $1.04 per share.
g. By about 11:54:27 AM, the NBBO for SGRP was $1.10 by $1.15 per share.

43

h. Between about 11:54:27 AM and 11:56:34 AM, two Forrest (HK) accounts
sent, directly or indirectly, twenty-one 100-share and one 1-share buy orders
to exchanges for SGRP with limit prices from $1.11 to $1.18 per share.
i. By approximately 11:56:34 AM, the NBBO for SGRP had risen to $1.15 by
$1.19 per share because of, at least in part, Forrest (HK)’s buy orders.
j. At approximately 11:56:38 AM, Tonghui Jia sent, directly or indirectly, a sell
order for 15,600 shares of SGRP with a limit price of $1.15 per share.  At this
time, Forrest (HK) accounts had three outstanding 100-share buy orders for
SGRP with limit prices between $1.15 and $1.17 per share, and between
approximately 11:56:38 AM and 11:56:50 AM, a Forrest (HK) account sent,
directly or indirectly, four more buy orders (ranging from 100-600 shares) for
SGRP with limit prices of $1.15 per share.  At approximately 11:56:51 AM,
Tonghui Jia’s order to sell 15,600 shares of SGRP was filled by another
market participant at $1.15 per share.
k. By trading in this coordinated and manipulative manner with Forrest (HK)
accounts between approximately 11:56:38 AM and 12:44:15 PM, Vicky Liu
and Tonghui Jia were able to sell 42,200 shares of SGRP at prices between
$1.15 and $1.174 per share.
Example 11: BREW (September 27, 2018; Xiaosong Wang, Shun Sui, and Relief
Defendants)

71. On September 27, 2018, Xiaosong Wang and Shun Sui used, directly or indirectly,
multiple accounts to manipulate the stock price of Craft Brew Alliance (“BREW”), which is
listed on NASDAQ.  Over the course of the day, they orchestrated several manipulations

44

involving BREW, thereby generating about $6,003 in illegal profits.  What follows is a closer
look at the trading during a few distinct periods.
a. At about 3:01:49 PM, the NBBO for BREW was $16.05 by $16.10 per share.
b. Between approximately 3:01:49 PM and 3:04:26 PM, two accounts in the
name of Rishan Liu placed 21 buy orders for BREW stock.  These buy orders
were sent at prices ranging from $16.10 to $16.15 per share, ranged in size
from 100 to 300 shares, and were sent to exchanges.
c. Xiaosong Wang logged into at least one of the Rishan Liu accounts from an IP
address linked to Xiaosong Wang’s condominium in Upton, Massachusetts on
this day.
d. By approximately 3:04:29 PM, the NBBO for BREW had risen to $16.15 by
$16.20 per share because of, at least in part, the Rishan Liu accounts’ buy
orders.
e. At about 3:04:29 PM, an account in the name of Jingru Zhai placed an order
to short sell 8,000 shares of BREW with a limit price of $16.15 per share,
which was sent directly or indirectly to a non-exchange venue.  Xiaosong
Wang logged into the Jingru Zhai account from his Upton, Massachusetts
condominium on this day.  At this time, each of the Rishan Liu accounts had
an outstanding order to buy 100 shares of BREW, one priced at $16.10 and
the other priced at $16.15 per share.  By approximately 3:04:39 PM, only 300
shares of the Jingru Zhai account order had been filled by another market
participant.  Then, between approximately 3:04:41 PM and 3:04:53 PM, the
Rishan Liu accounts placed seven more orders to buy BREW at $16.15 per

45

share, and by about 3:04:53 PM, the remainder of the Jingru Zhai account’s
order was filled by another market participant at a price of $16.15 per share.
f. At about 3:05:06 PM, the NBBO for BREW was $16.10 by $16.15 per share.
g. Between approximately 3:05:06 PM and 3:05:43 PM, the Rishan Liu accounts
placed seven more orders to buy BREW stock.  These orders were priced at
$16.15 per share, ranged in size from 1 share to 100 shares, and were sent to
exchanges.
h. By approximately 3:05:43 PM, the NBBO for BREW had risen to $16.15 by
$16.20 per share because of, at least in part, the Rishan Liu accounts’ buy
orders.
i. At about 3:05:43 PM, the Jingru Zhai account placed another order to short
sell 8,000 shares of BREW with a limit price of $16.15 per share, which was
sent directly or indirectly to a non-exchange venue.  At this time, there was an
outstanding Rishan Liu account order to buy 100 shares of BREW at $16.15
per share.  By about 3:05:46 PM, only 234 shares of the Jingru Zhai account
order had been filled by another market participant.  Then, between about
3:05:48 PM and 3:05:54 PM, one of the Rishan Liu accounts placed seven
more orders to buy BREW at $16.15 per share, and by about 3:05:53 PM, the
remainder of the Jingru Zhai account order had been filled by another market
participant at a price of $16.15 per share.
j. At about 3:18:07 PM, the NBBO for BREW was $16.15 by $16.25 per share.
k. Between approximately 3:18:07 PM and 3:28:42 PM, the Rishan Liu accounts
and an account in the name of Shun Sui placed 70 orders to sell BREW stock.

46

These orders were generally placed at progressively lower prices from $16.20
to $16.00 per share, they ranged in size from 2 to 1,000 shares, and they were
generally sent to exchanges.
l. By about 3:28:43 PM, the NBBO for BREW had fallen to $16.00 by $16.05
per share because of, at least in part, the Liu and Sui accounts’ sell orders.
m. At approximately 3:28:43 PM, the Jingru Zhai account placed an order to buy
8,000 shares of BREW with a limit price of $16.05 per share, which was sent
directly or indirectly to a non-exchange venue.  At this time, one of the Rishan
Liu accounts had an outstanding order to sell 100 shares of BREW at $16.05
per share.  By about 3:28:43 PM, only 300 shares of Jingru Zhai’s order had
been filled by another market participant.  Then, between about 3:28:48 PM
and 3:28:56 PM, one of the Rishan Liu accounts sent another eight orders to
sell BREW at $16.05 per share, and by about 3:28:56 PM, the remainder of
the Jingru Zhai account order had been filled by another market participant at
a price of $16.05 per share.
n. At about 3:29:03 PM, the NBBO for BREW was $16.05 by $16.10 per share.
o. Between about 3:29:03 PM and 3:30:51 PM, the Rishan Liu accounts and the
Shun Sui account sent 25 more orders to sell BREW stock.  The prices for
these orders ranged from $16.10 to $16.05 per share (with most being priced
at $16.05), they ranged in size from 2 to 500 shares, and they were sent to
exchanges.

47

p. By about 3:30:52 PM, the NBBO for BREW had fallen to $16.00 by $16.10
per share because of, at least in part, the Rishan Liu and Shun Sui accounts’
sell orders.
q. At about 3:30:52 PM, the Jingru Zhai account placed another order to buy
8,000 shares of BREW with a limit price of $16.05 per share, which was sent
directly or indirectly to a non-exchange venue.  One second later, at about
3:30:53 PM, a Rishan Liu account sent an order to an exchange to sell 100
shares of BREW with a limit price of $16.05 per share.  By about 3:31:00 PM,
only 1,031 shares of the Jingru Zhai account order had been filled by another
market participant and the NBBO for BREW had reverted to $16.05 by
$16.10 per share, so the remainder of the Jingru Zhai account order for 6,969
shares was canceled.
r. Between about 3:31:02 PM and 3:32:04 PM, the Rishan Liu accounts sent
another 18 orders to sell BREW stock at $16.05 per share, and by about
3:32:08 PM, the NBBO for BREW had fallen again to $16.00 by $16.05 per
share because of, at least in part, the Rishan Liu accounts’ sell orders.
s. At about 3:32:09 PM, the Jingru Zhai account placed an order to buy 6,969
shares of BREW with a limit price of $16.05, which was sent directly or
indirectly to a non-exchange venue.  Only 100 shares of the Jingru Zhai
account order were immediately filled by another market participant.  Then,
between about 3:32:12 PM and 3:32:22 PM, a Rishan Liu account sent
another 11 orders to sell BREW at $16.05 per share, and by approximately

48

3:32:22 PM, the remainder of the Jingru Zhai account order had been filled by
another market participant at $16.05 per share.
t. Through this coordinated trading, the Jingru Zhai account was able to short
sell 16,000 shares of BREW at a price of $16.15 per share and then buy
16,000 shares of BREW to cover the short sales at a price of $16.05 per share.
 Example 12: IFMI (June 16, 2014; Jiali Wang, Forrest (HK), and Relief Defendant)

72. On June 16, 2014, Jiali Wang and Forrest (HK) used, directly or indirectly,
multiple accounts to manipulate the stock price of Institutional Financial Markets Inc. (“IFMI”),
which was listed on NYSE.  Over the course of the day, they orchestrated several manipulations
involving IFMI, thereby generating about $941 in profits.  What follows is a closer look at the
trading during a few distinct periods.
a. At about 11:12:03 AM, the NBBO for IFMI was $2.00 by $2.05 per share.
b. At about 11:12:03 AM, an account in the name of Forrest (HK) placed an order to
sell 100 shares of IFMI at $2.02 per share, which was sent, directly or indirectly,
to an exchange. The Forrest (HK) account was logged into from a computer with
the PC User name “wangjiali” and MAC address d4:be:d9:98:03:c4, and from the
U.S.-based IP address 73.186.85.150.  That same day, on June 16, 2014, Jiali
Wang logged into his bank account from the same IP address (73.186.85.150),
and, prior to June 16, 2014, Wang had logged into a brokerage account in his
name from a computer with the same MAC address (d4:be:d9:98:03:c4).
c. Three seconds later, at about 11:12:06 AM, an account in the name of Weiguo
Guan placed an order to buy 3,000 shares of IFMI at $2.02 per share, which was
sent, directly or indirectly, to a non-exchange venue and immediately filled by
another market participant.  Like the Forrest (HK) account, the Weiguo Guan

49

account was logged into from a computer with the PC User name “wangjiali” and
MAC address d4:be:d9:98:03:c4, and from the U.S.-based IP address
73.186.85.150.  Jiali Wang was in the United States at this time, while Weiguo
Guan was not.
d. Then, at approximately 11:12:09 AM, after the Weiguo Guan account’s order was
filled, the Forrest (HK) account canceled its order to sell 100 shares of IFMI at
$2.02 per share.
e. At about 11:28:49 AM, the NBBO for IFMI was $1.97 by $2.00 per share.
f. Between about 11:28:49 AM and 11:29:19 AM, the aforementioned Forrest (HK)
account and another account in the name of Forrest (HK) placed nine orders to
sell IFMI. These orders ranged in size from 100 to 500 shares, they were placed at
progressively lower prices from $1.97 to $1.92 per share, and they were sent,
directly or indirectly, to exchanges.
g. By about 11:29:20 AM, the NBBO for IFMI had fallen to $1.90 by $1.92 per
share because of, at least in part, the Forrest (HK) accounts’ sell orders.
h. At about 11:29:20 AM, the Weiguo Guan account placed an order to buy 3,000
shares of IFMI with a limit price of $1.92 per share, which was sent, directly or
indirectly, to a non-exchange venue and immediately filled by another market
participant at $1.92 per share.  Seconds later, the two Forrest (HK) accounts
canceled all of their outstanding orders to sell IFMI, including an order to sell 200
shares at $1.92 per share.
i. At about 3:47:08 PM, the NBBO for IFMI was $2.07 by $2.10 per share.

50

j. Between approximately 3:47:08 PM and 3:47:32 PM, one of the Forrest (HK)
accounts placed seven 100-share orders to buy IFMI stock.  These orders were
placed at progressively higher prices from $2.08 to $2.16 per share, and they were
sent, directly or indirectly, to exchanges.
k. By about 3:47:41 PM, the NBBO for IFMI had risen to $2.16 by $2.19 per share
because of, at least in part, the Forrest (HK) account’s buy orders.
l. At about 3:47:41 PM, the Weiguo Guan account placed an order to sell 9,000
shares of IFMI with a limit price of $2.16 per share, which was sent, directly or
indirectly, to a non-exchange venue.  At the time, the Forrest (HK) account had an
outstanding order to buy 100 shares of IFMI at $2.16 per share.  Only 200 shares
of the Weiguo Guan account’s order was filled by another market participant at
$2.16 per share and the remainder was canceled at about 3:47:43 PM.
m. At about 3:47:49 PM, the Forrest (HK) account placed an order to buy 200 shares
of IFMI at $2.16 per share, which was sent, directly or indirectly, to an exchange.
While that order was still outstanding, at about 3:47:55 PM, the Weiguo Guan
account placed an order to sell 5,000 shares of IFMI with a limit price of $2.16
per share, which was sent, directly or indirectly, to a non-exchange venue.  Only
200 shares of the Weiguo Guan account’s order was filled by another market
participant at $2.16 per share and the remainder was canceled at approximately
3:47:57 PM.
n. Between about 3:48:02 PM and 3:48:10 PM, the Forrest (HK) account placed two
200-share orders to buy IFMI at $2.15 per share, which were sent, directly or
indirectly, to exchanges.  While those orders were still outstanding, at about

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3:48:18 PM, the Weiguo Guan account placed an order to sell 5,000 shares of
IFMI with a limit price of $2.15 per share, which was sent, directly or indirectly,
to a non-exchange venue.  None of the Weiguo Guan account’s order was filled,
and it was canceled at about 3:48:21 PM.  A few seconds later, at about 3:48:26
PM, the Weiguo Guan account placed a smaller order to sell 3,000 shares of IFMI
with a limit price of $2.15 per share, which was sent, directly or indirectly, to a
non-exchange venue and immediately filled by another market participant at
$2.15 per share.  Shortly thereafter, the Forrest (HK) account canceled its two
200-share orders to buy IFMI at $2.15 per share.
o. In a similar manner, between approximately 3:48:52 PM and 3:52:31 PM, the
Weiguo Guan account sold another 3,520 shares of IFMI at prices ranging from
$2.15 to $2.08 per share.
Defendants’ Efforts to Conceal Their Fraudulent Scheme

73. The Defendants knew, or were reckless in not knowing, that they were engaging
in a securities fraud scheme.  The Defendants received numerous warnings about their
manipulative trading.
74. For example, on or about March 11, 2014, a United States-based brokerage firm
sent Jiali Wang an email stating, in relevant part: “[w]e have been notified that certain recent
trading activity in your account(s) is of a type that may draw scrutiny from exchanges and/or
regulators.  Specifically, where accounts with a single beneficial owner, or accounts under
common control, or otherwise related accounts, are on both the buy side and the sell side of a
transaction (often referred to as a “cross” or “wash trade”), this activity may – depending on the

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intent of the trader(s) – be a violation of exchange rules or of the Securities Exchange Act of
1934 or of the Commodity Exchange Act or other applicable rules and laws.”
75. Shortly thereafter, Jiali Wang responded by stating: “All listed stocks were
researched by my stock screener software. I bought the stock when I found it has a large volume
of stocks traded, and sold it when the price went to be profitable. But sometime, the stock went
out of my pre-judgment, and I chose to stop losses by according to the trading volume and price
direction.  Meantime, symbol HSKA was one of the long-term stocks that I held, and I continued
to buy more around $7.20, and sold it in profit. Another symbol FLML took a short position at
$7.54, but I closed the position by suffering the losses because it did not go to my expected
trend. And other stocks accumulated by based on the direction of the market trading volume.”
76. Jiali Wang’s response was false or materially misleading because, in actuality, he
was engaging in a market manipulation scheme to artificially affect the price of certain stocks,
including the securities of Heska Corporation (“HSKA”) and Flamel Technologies SA
(“FLML”).
77. As another example, on or about February 29, 2016, a United States-based
brokerage firm sent Xiaosong Wang an email stating, in relevant part: “Our records indicate that
you had orders rejected for possible cross trades violations at our firm in February.  Some of the
trades are noted below as follows: . . . Cross/wash trade rejects occur when a client enters an
order to buy and sell a specific security simultaneously, near or at the same price.  Our review is
done to ensure customer protection and market integrity.  Cross/wash trades can be viewed as a
form of market manipulation and could result in a significant federal violation. . . Please respond
in writing as to the economic rationale and/or trading strategy used when you placed the above
reference trades.”

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78. As Xiaosong Wang knew, several of the trades flagged by this United States-
based broker were, in fact, part of the fraudulent market manipulation scheme set forth herein.
But, Xiaosong Wang provided the following false and materially misleading response:  “I found
that when I want to sell these positions, I used the wrong hot key, and the buy orders may be
placed, so the sell orders were rejected, I have changed the setting of hot keys for Sell orders, so
I think I will be ok. I apologize for any inconvenience caused the mistake.”
79. Other than Vicky Liu, who is closely connected to Jiali Wang, each of the
Defendants received warnings about their trading and/or notice that at least one of their accounts
was being closed.  In fact, a large number of the Defendants’ brokerage accounts were closed by
brokerage firms during the Relevant Period as a result of the trading activity therein.
Disposition of Manipulation Proceeds

80. After the Defendants received notice that an account of theirs was being closed,
they often transferred their manipulation proceeds from the closed account to another of their
brokerage accounts or to one of their foreign bank accounts.
81. While funds sent by the Defendants to other brokerage accounts were frequently
used to perpetrate further securities manipulations, some of the funds wired overseas were later
wired back to other Defendants.  For example, between about June 12, 2018 and July 3, 2018,
Linlin Wu transferred approximately $1,200,000 from one of her domestic brokerage accounts to
a foreign bank account in her name, and then on about July 17, 2018, she wired approximately
$200,000 from this foreign bank account to a domestic bank account in the name of Jiali Wang.
Relief Defendants

82. Wannian is an entity created by Jiali Wang through which he, directly or
indirectly, used proceeds generated from the market manipulation scheme to invest in real estate.

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Jiali Wang paid to incorporate Wannian, directed Wannian’s business, and approved the
investment of Wannian’s funds.  According to the company’s bylaws, Wannian’s shareholders
are Linlin Wu, Lirong Gao, Jiadong Wang, and Honglei Shi.  During the Relevant Period,
proceeds from the Defendants’ market manipulation scheme were sent to one or more of
Wannian’s accounts.  Wannian has no legitimate interest in, or right to, the funds it received,
directly or indirectly, from the Defendants’ fraudulent scheme.
83. WV Forrest is another entity created by Jiali Wang through which he, directly or
indirectly, used proceeds generated from the market manipulation scheme to invest in real estate.
Jiali Wang paid to incorporate WV Forrest, directed WV Forrest’s business, and approved the
investment of WV Forrest’s funds.  According the company’s certificate of organization, Vicky
Liu is WV Forrest’s manager.  During the Relevant Period, proceeds from the Defendants’
market manipulation scheme were sent to one or more of WV Forrest’s accounts.  WV Forrest
has no legitimate interest in, or right to, the funds it received, directly or indirectly, from the
Defendants’ fraudulent scheme.
84. Jiali Wang operated one or more Weiguo Guan brokerage accounts.  During the
Relevant Period, Jiali Wang generated, directly or indirectly, proceeds from manipulative trading
in one or more Weiguo Guan brokerage accounts.  Weiguo Guan has no legitimate interest in, or
right to, the funds he received, directly or indirectly, from the Defendants’ fraudulent scheme.
85. Xiaosong Wang operated one or more Song Geng brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Song Geng brokerage accounts.  Song Geng has no
legitimate interest in, or right to, the funds she received, directly or indirectly, from the
Defendants’ fraudulent scheme.

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86. Xiaosong Wang operated one or more Jingquan Liu brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Jingquan Liu brokerage accounts.  Jingquan Liu has no
legitimate interest in, or right to, the funds he received, directly or indirectly, from the
Defendants’ fraudulent scheme.
87. Xiaosong Wang operated one or more Rishan Liu brokerage accounts.  During the
Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from manipulative
trading in one or more Rishan Liu brokerage accounts.  Rishan Liu has no legitimate interest in,
or right to, the funds he received, directly or indirectly, from the Defendants’ fraudulent scheme.
88. Xiaosong Wang operated one or more Qinghua Ren brokerage accounts.
Qinghua Ren has no legitimate interest in, or right to, the funds she received, directly or
indirectly, from the Defendants’ fraudulent scheme.
89. Xiaosong Wang operated one or more Jixiang Teng brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Jixiang Teng brokerage accounts.  Jixiang Teng has no
legitimate interest in, or right to, the funds he received, directly or indirectly, from the
Defendants’ fraudulent scheme.
90. Xiaosong Wang operated one or more Cuihua Wang brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Cuihua Wang brokerage accounts.  Cuihua Wang has no
legitimate interest in, or right to, the funds she received, directly or indirectly, from the
Defendants’ fraudulent scheme.

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91. Xiaosong Wang operated one or more Luping Wang brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Luping Wang brokerage accounts.  Luping Wang has no
legitimate interest in, or right to, the funds he received, directly or indirectly, from the
Defendants’ fraudulent scheme.
92. Xiaosong Wang operated one or more Weigang Yang brokerage accounts.
During the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Weigang Yang brokerage accounts.  Weigang Yang has no
legitimate interest in, or right to, the funds he received, directly or indirectly, from the
Defendants’ fraudulent scheme.
93. Xiaosong Wang operated one or more Xiangjia Yang brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Xiangjia Yang brokerage accounts.  Xiangjia Yang has no
legitimate interest in, or right to, the funds he received, directly or indirectly, from the
Defendants’ fraudulent scheme.
94. Xiaosong Wang operated one or more Jingru Zhai brokerage accounts.  During
the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Jingru Zhai brokerage accounts.  Jingru Zhai has no
legitimate interest in, or right to, the funds she received, directly or indirectly, from the
Defendants’ fraudulent scheme.
95. Xiaosong Wang operated one or more Xiuchun Zhang brokerage accounts.
During the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from
manipulative trading in one or more Xiuchun Zhang brokerage accounts.  Xiuchun Zhang has no

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legitimate interest in, or right to, the funds she received, directly or indirectly, from the
Defendants’ fraudulent scheme.
96. Also during the Relevant, Xiaosong Wang transferred money to one or more of
the Relief Defendants to fund, at least in part, brokerage accounts in the Relief Defendants’
names, which brokerage accounts Xioasong Wang used in furtherance of the manipulative
scheme described herein.  The Relief Defendants have no legitimate claim to the funds
transferred by Xioasong Wang, or by any other Defendant.
FIRST CLAIM FOR RELIEF
FRAUD IN CONNECTION WITH THE PURCHASE OR SALE OF SECURITIES
Violation of Section 10(b) of the Exchange Act and Rule 10b-5(a) and (c) thereunder
(All Defendants)

97. The Commission realleges and incorporates by reference the allegations in
paragraphs 1 through 96 above.
98. By reason of the conduct described above, the Defendants, directly or indirectly,
alone or in concert with others, acting intentionally, knowingly or recklessly, in connection with
the purchase or sale of securities, by use of the means or instrumentalities of interstate commerce
or the facilities of a national securities exchange or the mail:  (a) employed devices, schemes, or
artifices to defraud; and (b) engaged in acts, practices, or courses of business which operated or
would operate as a fraud or deceit upon other persons.
99. The Defendants acted knowingly or recklessly.
100. By reason of the foregoing, the Defendants violated and, unless enjoined, will
again violate, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R.
§ 240.10b-5] thereunder.
101. By reason of the conduct described above, the Defendants, acting knowingly or
recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s

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violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R.
§ 240.10b-5] thereunder.
102. Accordingly, pursuant to Section 20(e) of the Exchange Act [15 U.S.C. § 78t(e)],
the Defendants are liable for each other’s violations of Section 10(b) of the Exchange Act [15
U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. § 240.10b-5] thereunder.
SECOND CLAIM FOR RELIEF
FRAUD IN THE OFFER OR SALE OF SECURITIES
Violation of Securities Act Section 17(a)(1) and (3)
(All Defendants)

103. The Commission realleges and incorporates by reference the allegations in
paragraphs 1 through 96 above.
104. By engaging in the conduct described above, the Defendants, in the offer or sale
of securities, acting with the requisite degree of scienter, by the use of means or instruments of
transportation or communication in interstate commerce or by the use of the mails, directly or
indirectly, alone or in concert with others:  (a) knowingly or recklessly, employed devices,
schemes or artifices to defraud; and (b) with negligence, engaged in transactions, practices or
courses of business which operated or would have operated as a fraud or deceit upon purchasers.
105. The Defendants acted knowingly, recklessly, or negligently.
106. By reason of the foregoing, the Defendants have violated and, unless enjoined,
will continue to violate Section 17(a) of the Securities Act [15 U.S.C. §77q(a)].
107. By reason of the conduct described above, the Defendants, acting knowingly or
recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s
violations of Section 17(a) of the Securities Act [15 U.S.C. §77q(a)].

59

108. Accordingly, pursuant to Section 15(b) of the Securities Act [15 U.S.C. § 77o(b)],
the Defendants are liable for each other’s violations of Section 17(a) of the Securities Act [15
U.S.C. §77q(a)].

THIRD CLAIM FOR RELIEF
MARKET MANIPULATION
Violation of Exchange Act Section 9(a)(2)
(All Defendants)

109. The Commission realleges and incorporates by reference the allegations in
paragraphs 1 through 96 above.
110. By engaging in the conduct described above, the Defendants, directly or
indirectly, by use of the means or instrumentalities of interstate commerce or the facilities of a
national securities exchange or the mail, effected, alone or with one or more other persons, a
series of transactions in securities creating actual or apparent active trading in such securities, or
raising or depressing the prices of such securities, for the purpose of inducing the purchase or
sale of such securities by others, including but not limited to, the Defendants’ acts of engaging in
securities transactions that affected the volume and prices of certain securities for the purpose of
inducing the purchase or sale of such securities by others.
111. The Defendants acted with the intent to induce trading by others.
112. By reason of the foregoing, the Defendants have violated and, unless enjoined,
will continue to violate Section 9(a)(2) of the Exchange Act [15 U.S.C. §78i(a)(2)].
113. By reason of the conduct described above, the Defendants, acting knowingly or
recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s
violations of Section 9(a)(2) of the Exchange Act [15 U.S.C. §78i(a)(2)].

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114. Accordingly, pursuant to Section 20(e) of the Exchange Act [15 U.S.C. § 78t(e)],
the Defendants are liable for each other’s violations of Section 9(a)(2) of the Exchange Act [15
U.S.C. §78i(a)(2)].

FOURTH CLAIM FOR RELIEF
UNJUST ENRICHMENT
 (All Relief Defendants)

115. The Commission realleges and incorporates by reference the allegations in
paragraphs 1 through 96 above.
116. The Relief Defendants have no legitimate interest in, or right to, the funds they
received, directly or indirectly, from the Defendants’ fraudulent scheme.
117. As a result, Song Geng, Weiguo Guan, Jingquan Liu, Rishan Liu, Qinghua Ren,
Jixiang Teng, Cuihua Wang, Luping Wang, Weigang Yang, Xiangjia Yang, Xiuchun Zhang,
Jingru Zhai, Wannian Investment, Inc., and WV Forrest Investments, LLC are liable as relief
defendants for unjust enrichment and should be required to return their ill-gotten gains, with
prejudgment interest.
PRAYER FOR RELIEF

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

A. Finding that Defendants violated Securities Act Section 17(a)(1) and (3) [15
U.S.C. § 78q(a)] and Exchange Act Sections 9(a)(2) and 10(b) [15 U.S.C. §§ 78i(a)(2), 78j(b)]
and Rule 10b-5(a) and (c) [17 C.F.R. § 240.10b-5] thereunder;
B. Permanently restraining and enjoining the Defendants, and all persons in active
concert or participation with them, from violating Securities Act Section 17(a) [15 U.S.C. §
78q(a)] and Exchange Act Sections 9(a)(2) and 10(b) [15 U.S.C. §§ 78i(a)(2), 78j(b)] and Rule
10b-5 [17 C.F.R. § 240.10b-5] thereunder;

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C. Ordering the Defendants and the Relief Defendants to disgorge all ill-gotten gains
as a result of the conduct alleged in this Complaint, plus pre-judgment interest;
D. Ordering the Defendants to pay civil monetary penalties pursuant to Securities
Act Section 20(d) [15 U.S.C.§ 77t(d)] and Exchange Act Section 21(d)(3) [15 U.S.C.§
78u(d)(3)];
E. Retaining jurisdiction over this action to implement and carry out the terms of all
orders and decrees that may be entered; and
F. Granting such other and further relief as the Court deems just and proper.
JURY DEMAND
The Commission hereby demands a trial by jury on all claims so triable.
DATED this 23rd day of December 2019

Respectfully submitted,

SECURITIES AND EXCHANGE COMMISSION
By its attorneys,

/s/            Eric            Forni
Eric Forni (BBO No. 669685)
Senior Trial Counsel
Andrew Palid (BBO No. 664968)
Senior Counsel
Martin F. Healey (BBO No. 227500)
                        Regional            Trial            Counsel
SECURITIES AND EXCHANGE
COMMISSION
Boston Regional Office
33 Arch Street, 24th Floor
Boston, Massachusetts  02110
Telephone:  (617) 573-8827 (Forni direct)
Facsimile:   (617) 573-4590
[email protected] (Forni email)

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Certificate of Service Pursuant to Rule 5.2

 I, Andrew Palid, certify that on December 23, 2019, a true and correct copy of Plaintiff’s
Amended Complaint was filed through the Court’s CM/ECF system and, accordingly, the
document will be sent electronically to the registered participants as identified on the Notice of
Electronic Filing.  In addition, all defendants and relief defendants were served by email either
directly, or through counsel, at addresses attributed to them.

        /s/ Andrew Palid
        Andrew Palid

UNITED STATES DISTRICT COURT 
DISTRICT OF MASSACHUSETTS 

         
        ) 
SECURITIES AND EXCHANGE COMMISSION,  ) 
        ) 
    Plaintiff,   ) 
 v.       )        Civil Action No. 19-CV-12127-WGY 
        )                JURY TRIAL DEMANDED 
SHUANG CHEN, WENWEN DU, LIRONG GAO,  ) 
JING GUAN, TONGHUI JIA, XUEJIE JIA,   ) 
VICKY LIU, HONGLEI SHI, SHUN SUI,   ) 
LUJUN SUN, HUAILONG WANG, JIADONG WANG, )       
JIAFENG WANG, JIALI WANG, XIAOSONG WANG, ) 
LINLIN WU, LIN XING, YONG YANG,   ) 
JIANCHENG ZHAO, and     ) 
FORREST (HK) CO., LIMITED    )   
        ) 
    Defendants.   ) 
        ) 
WEIGUO GUAN, SONG GENG, JINGQUAN LIU, ) 
RISHAN LIU, QINGHUA REN, JIXIANG TENG,  ) 
CUIHUA WANG, LUPING WANG, WEIGANG YANG,  ) 
XIANGJIA YANG, XIUCHUN ZHANG, JINGRU ZHAI, ) 
WANNIAN INVESTMENT, INC., and   ) 
WV FORREST INVESTMENTS, LLC   ) 
        ) 
    Relief Defendants.  )  
        ) 

AMENDED COMPLAINT 

Plaintiff Securities and Exchange Commission (the “Commission”) alleges the following 

against defendants Shuang Chen, Wenwen Du, Lirong Gao, Jing Guan, Tonghui Jia, Xuejie Jia, 

Vicky Liu, Honglei Shi, Shun Sui, Lujun Sun, Huailong Wang, Jiadong Wang, Jiafeng Wang, 

Jiali Wang, Xiaosong Wang, Linlin Wu, Lin Xing, Yong Yang, Jiancheng Zhao, and Forrest 

(HK) Co., Limited (collectively, the “Defendants”), and Song Geng, Weiguo Guan, Jingquan 

Liu, Rishan Liu, Qinghua Ren, Jixiang Teng, Cuihua Wang, Luping Wang, Weigang Yang, 

Xiangjia Yang, Xiuchun Zhang, Jingru Zhai, Wannian Investment, Inc., and WV Forrest 

Investments, LLC (collectively, the “Relief Defendants”).   

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SUMMARY 

1. From at least August 2013 through the present (the “Relevant Period”), the 

Defendants engaged in a market manipulation scheme, using dozens of accounts at several 

different brokerage firms to artificially influence the prices of many publicly traded securities.  

The design and intent of the Defendants’ scheme was to create the false appearance of trading 

interest and activity in particular stocks, thereby enabling them to reap illicit profits by 

artificially boosting or depressing stock prices.   

2. The Defendants generally used at least two brokerage accounts when 

manipulating the price of a particular publicly traded stock.  The Defendants first typically used 

at least one account to place multiple small purchase or sale orders to create upward or 

downward pressure on the stock price (hereinafter referred to as a “helper” account).  Then, the 

Defendants typically used at least one other account (hereinafter referred to as a “winner” 

account) to purchase or sell larger quantities of stock at prices that had been affected by the 

manipulative orders placed by the helper account(s).  The Defendants often held the winner and 

helper accounts at different brokerage firms to conceal from each brokerage firm the 

coordination between the two types of accounts.    

3.  In addition to the manipulative trading itself, the Defendants engaged in other 

deceptive conduct designed to avoid detection, such as Xiaosong Wang and Jiali Wang using 

nominee accounts held in the names of individuals and entities other than themselves, and 

misrepresenting the nature of their trading to brokerage firms.   

4. The Defendants’ scheme was successful.  During the Relevant Period, the 

Defendants collectively generated millions in illegally obtained proceeds. 

5. By virtue of the foregoing conduct and as alleged further herein, the Defendants 

violated, and aided and abetted each other’s violations of, Sections 17(a)(1) and 17(a)(3) of the 

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Securities Act of 1933 (“Securities Act”), 15 U.S.C. § 77q(a)(1), (3), and Sections 9(a)(2) and 

10(b) of the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78i(a)(2), 78j(b), 

and Rules 10b-5(a) and (c) thereunder, 17 C.F.R. §§ 240.10b-5(a), (c). 

NATURE OF THE PROCEEDING AND RELIEF SOUGHT 

6. The Commission brings this action pursuant to Sections 20(b) and 20(d) of the 

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

7. On October 28, 2019, the Court entered a preliminary injunction enjoining the 

defendants named in the original complaint filed by the Commission on October 15, 2019 from 

engaging in further violations of the federal securities laws and ordering as to the defendants and 

relief defendants named in the original complaint:  an asset freeze, accounting, repatriation of assets, 

prohibition against the destruction of evidence, confirmation of address and contact information, 

and an authorization of service by alternative means pursuant to Rules 4(f) and 5 of the Federal 

Rules of Civil Procedure.   

8. The Commission now seeks to modify the preliminary injunction entered by the 

Court on October 28, 2019 to add the newly named defendants Wenwen Du and Honglei Shi and 

the newly named relief defendants Song Geng, Qinghua Ren, Jixiang Teng, Cuihua Wang, 

Xiangjia Yang, Xiuchun Zhang, Wannian Investment, Inc. (“Wannian”), and WV Forrest 

Investments, LLC (“WV Forrest”).   

9. The Commission further seeks: (1) the entry of a permanent injunction against the 

Defendants, enjoining them from engaging in the transactions, acts, practices, and courses of 

business alleged in this Complaint; (2) disgorgement of ill-gotten gains, together with prejudgment 

interest from the Defendants and Relief Defendants; (3) imposition of civil monetary penalties 

against the Defendants; and (4) such other and further relief as the Court deems just and proper. 

 

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JURISDICTION AND VENUE 

10. The Court has jurisdiction over this action pursuant to Securities Act Sections 

20(b) and 22(a) [15 U.S.C. §§ 77t(b), 77v(a)] and Exchange Act Sections 21(d), 21(e), and 27 

[15 U.S.C. §§ 78u(d), 78u(e), and 78aa]. 

11. Venue is proper in this district pursuant to Sections 20(b) and 22 of the Securities 

Act [15 U.S.C. §§ 77t(b) and 77v] and Section 27 of the Exchange Act [15 U.S.C. § 78aa].  

Certain Defendants reside and transact business in the District of Massachusetts for at least part 

of the calendar year, and certain acts, practices, transactions, and courses of business constituting 

violations occurred within the District of Massachusetts. 

12. The Defendants have, directly or indirectly, made use of the means or 

instrumentalities of interstate commerce, of the mails, or of the facilities of a national securities 

exchange in connection with the transactions, acts, practices and courses of business alleged in 

this complaint.   

DEFENDANTS 

A. Defendants With Massachusetts Residences 

13. Jiali Wang, 41, resides in Weifang, China, and also owns a residence in 

Weymouth, Massachusetts.  According to brokerage account application documents, Jiali Wang 

is married to Jing Guan and he is an at-home trader.  Jiali Wang’s Massachusetts residence is 

next door to Vicky Liu.   

14. Jing Guan, 38, resides in Weifang, China, and formerly shared a residence with 

Jiali Wang in Marlborough, Massachusetts.  According to brokerage account application 

documents, Guan is married to Jiali Wang and is the director and owner of Forrest (HK) Co., 

Limited. 

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15. Vicky Liu, 47, resides in Weymouth, Massachusetts.  Liu lives next door to Jiali 

Wang and was the sole listed officer of WV Forrest Investments, LLC, a company formed and 

funded by Jiali Wang.   

16. Xiaosong Wang, 32, resides in Qingdao, China, and also owns a residence in 

Upton, Massachusetts.  According to brokerage account application documents, Xiaosong Wang 

is employed at Qingdao Huayi Textile and Clothing Co., Ltd.   

B. Corporate Defendant 

17. Forrest (HK) Co., Limited is a Hong Kong corporation that purportedly 

provides market information consultation services (according to brokerage account application 

documents).  Jing Guan is listed as the director and owner of Forrest (HK) Co., Limited. 

C. Defendants With Chinese Addresses 

18. Shuang Chen, 33, resides in Huimin, China.  According to brokerage account 

application documents, Chen is employed at RuiZhi Computer Technology.   

19. Wenwen Du, 37, resides in Shanghai, China.  According to brokerage account 

application documents, Du is employed at Shanghai Baolin Sancun Kindergarten. 

20. Lirong Gao, 29, resides in Taian, China.  According to brokerage account 

application documents, Gao is employed at Taian Tailian Xin Nengyuan Co. Ltd.  Gao is also 

listed as a shareholder of Wannian Investment, Inc.   

21. Tonghui Jia, 33, resides in Shanghai, China.  According to brokerage account 

application documents, Tonghui Jia is employed at Ya Lan Advertising Co.   

22. Xuejie Jia, 31, resides in Taian, China.  According to brokerage account 

application documents, Jia is employed at Taian Huasheng Communication Technology Co. Ltd.   

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23. Honglei Shi, 39, resides in Binzhou, China.  According to brokerage account 

application documents, Shi is employed at Huimin Kaisheng Computer Co. Ltd.  Shi is also 

listed as a shareholder of Wannian Investment, Inc. 

24. Shun Sui, 56, resides in Qingdao, China.  According to brokerage account 

application documents, Sui is retired.   

25. Lujun Sun, 33, resides in Shanghai, China.  According to brokerage account 

application documents, Sun is employed at Shanghai Fulin Anzhuang Gongcheng Co. Ltd.   

26. Huailong Wang, 37, resides in Shanghai, China.  According to brokerage 

account application documents, Huailong Wang is employed at Baosteel Group Corporation.   

27. Jiadong Wang, 30, resides in Taian, China.  According to brokerage account 

application documents, Jiadong Wang is employed at Taian Jiankong Shebei Anzhuang Co. Ltd.  

Wang is also listed as a shareholder of Wannian Investment, Inc.   

28. Jiafeng Wang, 45, resides in Feicheng, China.  According to brokerage account 

application documents, Jiafeng Wang is employed at Yiyang Zhongxin Elementary School.   

29. Linlin Wu, 33, resides in Taian, China.  According to brokerage account 

application documents, Wu is employed at Taian Honghuanglan Parent-Child Paradise.  Wu is 

also listed as a shareholder of Wannian Investment, Inc.   

30. Lin Xing, 32, resides in Weifang, China.  According to brokerage account 

application documents, Xing is employed at Weichai Power Co., Ltd.   

31. Yong Yang, 28, resides in Shanghai, China.  According to brokerage account 

application documents, Yang is employed at Shanghai Yilian Digital Technology Ltd.   

32. Jiancheng Zhao, 37, resides in Shanghai, China.  According to brokerage 

account application documents, Zhao is employed at Shanghai Baolaite Gas Co., Ltd.   

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RELIEF DEFENDANTS 
 

33. Song Geng, 50, resides in Qingdao, China.  According to brokerage account 

application documents, Geng is employed at Qingdao Huayi Textile and Clothing Co., Ltd.  

Xiaosong Wang operated at least one brokerage account in Song Geng’s name. 

34. Weiguo Guan, 66, resides in Weifang, China.  According to brokerage account 

application documents, Guan is retired.  Jiali Wang opened and traded in a brokerage account in 

Weiguo Guan’s name and traded in at least one other brokerage account in Guan’s name. 

35. Jingquan Liu, 61, resides in Qingdao, China.  According to brokerage account 

application documents, Liu is employed at Qingdao Sean Group Limited By Share 

Ltd.  Xiaosong Wang traded in at least one brokerage account in Jingquan Liu’s name. 

36. Rishan Liu, 32, resides in Qingdao, China.  According to brokerage account 

application documents, Liu is employed at Qingdao Qi Yuan Engineering Technology Co., Ltd.  

Xiaosong Wang traded in at least one brokerage account in Rishan Liu’s name. 

37. Qinghua Ren, 48, resides in Beijing, China.  According to brokerage account 

application documents, Ren is retired.  Xiaosong Wang operated at least one brokerage account 

in Qinghua Ren’s name. 

38. Jixiang Teng, 60, resides in Qingdao, China.  According to brokerage account 

application documents, Teng is retired.  Xiaosong Wang operated at least one brokerage account 

in Jixiang Teng’s name. 

39. Cuihua Wang, 56, resides in Qingdao, China.  According to brokerage account 

application documents, Wang is retired.  Xiaosong Wang operated at least one brokerage account 

in Cuihua Wang’s name.  

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40. Luping Wang, 60, resides in Qingdao, China.  According to brokerage account 

application documents, Wang is retired.  Xiaosong Wang traded in at least one brokerage 

account in Luping Wang’s name. 

41. Weigang Yang, 27, resides in Qingdao, China.  According to brokerage account 

application documents, Yang is employed at Qingdao Qiyuan Gongchengjishu.  Xiaosong Wang 

traded in at least one brokerage account in Weigang Yang’s name. 

42. Xiangjia Yang, 61, resides in Qingdao, China.  According to brokerage account 

application documents, Yang is retired.  Xiaosong Wang operated at least one brokerage account 

in Xiangjia Yang’s name. 

43. Jingru Zhai, 32, resides in Weifang, China.  According to brokerage account 

application documents, Zhai is employed at Weifang Jianhe Medical Devices Co. Ltd.  Xiaosong 

Wang opened and traded in at least one brokerage account in Jingru Zhai’s name. 

44. Xiuchun Zhang, 58, resides in Qingdao, China.  According to brokerage account 

application documents, Zhang is retired.  Xiaosong Wang operated at least one brokerage 

account in Xiuchun Zhang’s name.   

45. Wannian Investment, Inc. is a Massachusetts corporation created for the 

purported purpose of real estate investment activities and services.  Jiali Wang paid for 

Wannian’s incorporation, and according to the company’s bylaws, Wannian’s four shareholders 

are Linlin Wu, Lirong Gao, Jiadong Wang, and Honglei Shi.  Defendants transferred proceeds 

from the market manipulation scheme to one or more of Wannian’s accounts. 

46. WV Forrest Investments, LLC is a Massachusetts limited liability company 

created for the purported purpose of real estate investment.  Jiali Wang paid for WV Forrest’s 

incorporation, and Vicky Liu is listed as WV Forrest’s manager in the company’s certificate of 

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organization.  Defendants transferred proceeds from the market manipulation scheme to one or 

more of WV Forrest’s accounts.  

STATEMENT OF FACTS 

Background: The Defendants’ Relationships 
 

47. In or about early 2012, Jiali Wang began opening brokerage accounts, directly or 

indirectly, in his own name at various brokerage firms in the United States.  However, by early 

2013, at least four of those accounts had been closed for compliance reasons.  Although Jiali 

Wang continued to maintain other brokerage accounts, he began working in concert with other 

individuals to open accounts in those other individuals’ names and in the name of an entity, 

Forrest (HK) Co., Limited (“Forrest (HK)”), to disguise his trading.     

48. For example, in or about April 2013, Jiali Wang, directly or indirectly, opened a 

brokerage account in the name of Relief Defendant Weiguo Guan at a United States-based 

brokerage firm (the “Weiguo Guan Account”).  To open the Weiguo Guan Account, Jiali Wang 

sent a financial account statement and utility bill in the name of Weiguo Guan to the brokerage 

firm from the following email address: [email protected].  After the Weiguo Guan 

Account was opened, Jiali Wang traded through this account as well as another account in 

Weiguo Guan’s name.   

49. Jiali Wang also traded through various accounts in the name of Forrest (HK), an 

entity that was owned by his wife, Defendant Jing Guan, according to brokerage account opening 

documents.     

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50. For example, on several dates during the Relevant Period, Forrest (HK) placed 

orders to buy and/or sell stock from the same internet protocol (“IP”) address1 from which Jiali 

Wang accessed brokerage accounts in his own name.  Jiali Wang also communicated on Forrest 

(HK)’s behalf with one of Forrest (HK)’s brokerage firms, and he paid for Forrest (HK)’s use of 

a trading platform.   

51. Xiaosong Wang similarly operated, directly or indirectly, brokerage accounts held 

in the names of other individuals to disguise his trading.  For example, in or about early 2018, 

Xiaosong Wang opened, directly or indirectly, an account at a United States-based brokerage 

firm in the name of Relief Defendant Jingru Zhai.  To do so, Xiaosong Wang sent altered bank 

statements to the brokerage firm.   

52. Specifically, on or about April 30, 2018, Xiaosong Wang removed, or caused to 

be removed, his name and address from his own bank statement for the period December 15, 

2017 through January 17, 2018, and replaced it with Jingru Zhai’s name and purported address.  

Xiaosong Wang also altered, or caused the alteration of, his bank statement by changing the last 

four digits of his bank account number.  Xiaosong Wang sent, or caused to be sent, the fictitious 

bank account statement to the brokerage firm.  

53. After the brokerage firm rejected the bank statement because it was too old, 

Xiaosong Wang responded by altering, or causing to be altered, another one of his own bank 

statements; this time for the period February 14, 2018 through March 16, 2018.  On or about 

May 2, 2018, Xiaosong Wang sent, or caused to be sent, the new fictitious bank account 

statement to the brokerage firm, which subsequently opened an account in Jingru Zhai’s name.   

                                                 
1 An IP address is a value made up of assigned numbers that identify how a particular computer or device accesses a 
computer network, such as the Internet.  Every computer or device attached to a computer network requires an IP 
address to connect to other networked computers. 

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54. Xiaosong Wang subsequently traded during the Relevant Period, directly or 

indirectly, in publicly traded stock through Jingru Zhai’s account.   

55. During the Relevant Period, Xiaosong Wang also accessed and traded through 

brokerage accounts held in the following Relief Defendants’ names despite not being an 

authorized trader on those accounts: Cuihua Wang, Weigang Yang, Luping Wang, Jingquan Liu, 

and Rishan Liu.  Xiaosong Wang accessed the accounts through one or more IP addresses 

associated with a condominium he owns in Massachusetts while he was visiting Massachusetts 

from China.  Relief Defendants Jingru Zhai, Cuihua Wang, Weigang Yang, Luping Wang, 

Jingquan Liu, and Rishan Liu were not in the United States when these trades were placed.     

56. Furthermore, as the table below illustrates, IP addresses, computer identifiers, and 

banking transfers demonstrate that Jiali Wang, Xiaosong Wang, and the other individual 

Defendants are working in concert.  In particular, accounts held in the name of each of the 

Defendants listed in the chart below were accessed electronically using an IP address or MAC 

address that also accessed accounts held in the names of Jiali Wang and Xiaosong Wang.  In 

several instances, accounts held in the names of these Defendants also sent money to or received 

money from accounts held in the names of Jiali Wang or Xiaosong Wang. 

 Jiali Wang Connection Xiaosong Wang Connection 
 

Shuang Chen Accounts accessed from same 
IP address 
 

Accounts accessed from same IP address 

Wenwen Du Accounts accessed from same 
IP address 
Accounts accessed from same 
MAC address2 
 
 

Accounts accessed from same IP address 
Accounts accessed from same MAC 
address 
 

                                                 
2 A MAC address is a unique value associated with a network adapter inside a computer or other device, which 
allows for the identification of the computer/device on a computer network. 

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 Jiali Wang Connection Xiaosong Wang Connection 
 

Lirong Gao Accounts accessed from same 
IP address 

Accounts accessed from same IP address 
Accounts accessed from same MAC 
address 
Transfer of funds3 
 

Jing Guan Accounts accessed from same 
IP address 
Transfer of funds 
Spouse of Jiali Wang 
 

Accounts accessed from same IP address 
Transfer of funds 

Tonghui Jia Accounts accessed from same 
IP address 
Transfer of funds 

Accounts accessed from same IP address  
Accounts accessed from same MAC 
address 
 

Xuejie Jia Accounts accessed from same 
IP address 

Accounts accessed from same IP address 
Accounts accessed from same MAC 
address 
 

Vicky Liu Accounts accessed from same 
IP address 
Transfer of funds 
Lives next door to Jiali Wang 
Manager of company founded 
and funded by Jiali Wang 
 

Accounts accessed from same IP address 

Honglei Shi Accounts accessed from same 
IP address 
Accounts accessed from same 
MAC address 
 

Accounts accessed from same IP address 
 

Shun Sui Accounts accessed from same 
MAC address 

Accounts accessed from same IP address 
Transfer of funds 
 

Lujun Sun Accounts accessed from same 
IP address 
 

Accounts accessed from same IP address 

Huailong Wang Accounts accessed from same 
IP address 
Accounts accessed from same 
MAC address 
 
 

Accounts accessed from same IP address 
Accounts accessed from same MAC 
address 

                                                 
3 Transfers in the table are transfers to and/or from the Defendant denoted in the relevant column. 

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 Jiali Wang Connection Xiaosong Wang Connection 
 

Jiadong Wang Accounts accessed from same 
IP address 

Accounts accessed from same IP address  
Accounts accessed from same MAC 
address 
 

Jiafeng Wang Accounts accessed from same 
IP address  
 

Accounts accessed from same IP address  
Accounts accessed from same MAC 
address 
 

Linlin Wu Accounts accessed from same 
IP address 
Transfer of funds 

Accounts accessed from same IP address  
Accounts accessed from same MAC 
address 
 
 
 

Lin Xing Accounts accessed from same 
IP address  
 

Accounts accessed from same IP address  
 

Yong Yang Accounts accessed from same 
IP address 
 

Accounts accessed from same IP address  
 

Jiancheng Zhao Accounts accessed from same 
IP address 

Accounts accessed from same IP address  
Accounts accessed from same MAC 
address 
 

 
The Market Manipulation Scheme 

 
57. During the Relevant Period, the Defendants, working alone or in concert with 

others, schemed to manipulate the market prices of more than 3,900 securities through 

coordinated trading designed to artificially affect the prices of those securities, and to induce 

others to buy and sell those securities at the resulting artificially high or low prices. 

58. The Defendants, acting in concert, typically manipulated the price of a security as 

follows: 

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a. One or more helper accounts placed orders on stock exchanges4 to sell a thinly 

traded security at prices below the prevailing national best bid or offer 

(“NBBO”).  These orders had two related functions:  (1) sell orders placed at 

prices at or below the prevailing national best bid (“NBB”) were used to lower 

the NBB by removing buying interest at that price level, and (2) sell orders 

placed at prices above the prevailing NBB and below the prevailing national 

best offer (“NBO”) were used to set new, lower NBOs.   

b. After the NBBO had been artificially depressed, one or more winner accounts 

placed large buy orders on non-exchange venues.5  The operator(s) of the 

winner accounts typically placed the orders from accounts at different 

brokerage firms and/or in different names than the helper accounts.  These 

winner account orders were often placed while there were outstanding sell 

orders from helper accounts that should have at least partially filled them.  

However, because the operator(s) of the winner accounts caused their orders 

to be sent to non-exchange venues, the winner and helper account orders 

rarely crossed.  Instead, the winner account orders were usually filled at 

artificially high or low prices within the manipulated NBBO at non-exchange 

venues.   

c. Once the winner accounts had accumulated enough shares at the artificially 

depressed prices, the helper accounts canceled their outstanding sell orders 

                                                 
4 As used herein, “exchange” means a national registered exchange that provides public information on security 
order prices. 

5 As used herein, non-exchange venues refer to venues other than exchanges on or in which trades can be executed. 

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because those orders were non-bona fide and designed to influence the price 

of the security, and the operators of those accounts started placing buy orders 

at prices above the prevailing NBBO.  As before, the orders had two related 

functions:  (1) buy orders priced at or above the prevailing NBO were used to 

increase the NBO by removing selling interest at that price level, and (2) buy 

orders priced above the prevailing NBB, but below the prevailing NBO, were 

used to set new, higher NBBs.        

d. After the NBBO had been artificially inflated, the operator(s) of one or more 

winner accounts placed large sell orders on non-exchange venues.  As before, 

the operator(s) of the winner accounts typically placed the orders from 

accounts at different brokerage firms and/or in different names than the helper 

accounts, and also when outstanding buy orders from helper accounts should 

have at least partially filled the winner accounts’ sell orders.  However, 

because the operator(s) of the winner accounts sent the orders to non-

exchange venues, the winner and helper account orders rarely met.  Instead, 

the winner account orders were usually filled within the manipulated NBBO 

at non-exchange venues. 

e. Once the operator(s) of the winner accounts sold their shares at the artificially 

inflated prices, the operator(s) of the helper accounts canceled their 

outstanding buy orders because those orders were non-bona fide and designed 

to influence the price of the security, and the process often began again. 

59. The Defendants also varied the format of their manipulative activity during the 

Relevant Period.  For example, at times one or more of the Defendants purchased shares of a 

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stock at its prevailing market price (essentially skipping Paragraphs 58.a. and 58.b.), and then 

manipulated the price upward and sold that stock at artificially inflated prices, as described in 

Paragraphs 58.c. to 58.e.  At other times, the Defendants sold large amounts of stock short before 

manipulating the price of the stock downward, as outlined in Paragraphs 58.a. and 58.b., so they 

could then cover their short sales by purchasing the stock at artificially low prices.6  While the 

Defendants varied the format of their manipulative activity in other ways as well, one consistent 

thread in their manipulations was the use of helper accounts to influence the NBBO or prices for 

securities so that winner accounts could buy or sell these securities at artificially depressed or 

inflated prices.   

60. Specific examples of some of the thousands of instances of manipulative trading 

by the Defendants designed to induce the purchase and sale of securities by other market 

participants at artificially high and/or low prices are summarized below. 

Example 1: CSSE (July 16 - 17, 2018; Xiaosong Wang. Shun Sui, Relief Defendant) 
 

61. On or about July 16 and 17, 2018, Xiaosong Wang and Shun Sui used, directly or 

indirectly, multiple accounts to manipulate the stock price of Chicken Soup for the Soul 

Entertainment Inc. (“CSSE”), which is listed on NASDAQ.  Over this two day period, they 

generated approximately $6,233 in illegal profits.  What follows is a closer look at the trading 

during a few distinct periods. 

On July 16, 2018:  
 

a. At about 12:33:04 PM, the NBBO for CSSE was $9.12 by $9.43 per share. 

                                                 
6 A “short sale” is a sale of stock that an investor does not own, and a “cover” in this context means purchasing 
stock in order to return the borrowed stock that had been sold short to the lender. 

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b. Between about 12:33:04 PM and 12:37:29 PM, Xiaosong Wang and Shun Sui 

placed, directly or indirectly, numerous sell orders through two accounts in the 

name of Rishan Liu and one in the name of Shun Sui. These sell orders were 

generally sent at progressively lower prices from $9.41 to $9.12 per share, they 

ranged in size from 1 share to 500 shares, and they were sent to exchanges. 

c. By approximately 12:37:29 PM, the NBBO for CSSE had fallen to $9.05 by $9.14 

per share because of, at least in part, Xiaosong Wang’s and Shun Sui’s sell orders. 

d. At about 12:37:30 PM, Shun Sui placed, directly or indirectly, an order on an 

exchange to sell 200 shares of CSSE at $9.13 per share. At the same time, 

Xiaosong Wang placed, directly or indirectly, an order to buy 6,000 shares of 

CSSE with a limit price of $9.20 per share through an account in his own name. 

The 6,000 share order was immediately filled by another market participant at a 

price of $9.127 per share, and the 200 share sell order (along with twenty other 

sell orders priced from $9.14 to $9.41) was canceled at about 12:37:32 PM. 

On July 17, 2018:  

e. At about 12:34:20 PM, the NBBO for CSSE was $9.22 by $9.46 per share.  

f. Between about 12:34:20 PM and 12:37:02 PM, Xiaosong Wang and Shun Sui 

placed, directly or indirectly, numerous buy orders through accounts in the names 

of Rishan Liu and Shun Sui. These buy orders were generally sent at 

progressively higher prices from $9.27 to $9.41 per share, they ranged in size 

from 100 to 1,300 shares, and they were sent to exchanges.  

g. By approximately 12:37:02 PM, the NBBO had risen to $9.41 by $9.46 per share 

because of, at least in part, Xiaosong Wang’s and Shun Sui’s buy orders. 

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h. At about 12:37:03 PM, Shun Sui placed, directly or indirectly, an order on an 

exchange to buy 100 shares of CSSE at $9.42 per share; then, at about 12:37:04 

PM, Wang placed, directly or indirectly, an order on an exchange to buy 400 

shares of CSSE at $9.42 per share through Liu’s account.  At about the same time, 

Wang placed, directly or indirectly, an order to sell 6,000 shares of CSSE with a 

limit price of $9.39 per share through an account in his own name. The 6,000 

share order was immediately filled by another market participant at a price of 

$9.442 per share. Following the fill of the 6,000 share order, the 100-share and 

400-share buy orders (along with nine other buy orders priced from $9.31 to 

$9.41) were canceled at approximately 12:37:06 PM. 

i. Through this coordinated trading from July 16, 2018 through July 17, 2018, 

Xiaosong Wang was able to buy 6,000 shares of CSSE at a price of $9.127 per 

share and then sell 6,000 shares of CSSE at a price of $9.442 per share. 

Example 2: HELE (May 30, 2018; Tonghui Jia, Huailong Wang, Jiadong Wang, Xiaosong 
Wang, and Jiancheng Zhao) 

 
62. On or about May 30, 2018, Tonghui Jia, Huailong Wang, Jiadong Wang, 

Xiaosong Wang, and Jiancheng Zhao used, directly or indirectly, multiple accounts to 

manipulate the stock price of Helen of Troy Limited (“HELE”), which is listed on NASDAQ.  

Over the course of the day, they generated approximately $10,103 in illegal profits.  What 

follows is a closer look at the trading during a few distinct periods. 

a. At about 9:32:49 AM, the NBBO for HELE was $91.65 by $92.45 per share.   

b. Between approximately 9:32:49 AM and 9:34:44 AM, Jiancheng Zhao sent, 

directly or indirectly, eighteen 100-share sell orders for HELE to exchanges at 

progressively lower prices from $92.50 to $90.90 per share. 

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c. By about 9:34:44 AM, the NBBO for HELE had fallen to $90.90 by $91.20 

per share because of, at least in part, Jiancheng Zhao’s sell orders. 

d. Then, at approximately 9:34:47 AM, Jiadong Wang sent, directly or 

indirectly, a buy order to a non-exchange venue for 6,986 shares of HELE 

with a limit price of $91.30.  At or about this time, Jiancheng Zhao had 

several outstanding orders to sell 100-share blocks of HELE, including two 

100-share orders to sell HELE at a limit price of $91.20 per share and two 

100-share orders to sell HELE at a limit price of $91.25 per share.  Jiadong 

Wang’s 6,986-share buy order was filled by another market participant at a 

price of approximately $91.15 per share, and Jiancheng Zhao subsequently 

canceled, directly or indirectly, all of his unfilled sell orders.   

e. As a result of his direct or indirect sales, Jiancheng Zhao was short 1,600 

shares of HELE stock by about 9:34:49 AM.   

f. At about 10:16:11 AM, the NBBO for HELE was $92.40 by $92.55 per share, 

and Tonghui Jia placed, directly or indirectly, an order to sell 1,600 shares of 

HELE stock with a limit price of $92.50 per share.  Two seconds later, at 

approximately 10:16:13 AM, Jiancheng Zhao placed, directly or indirectly, an 

order to buy 1,600 shares of HELE stock with a limit price of $92.50 per 

share, and 1,600 shares of HELE stock effectively moved from Tonghui Jia’s 

account to Jiancheng Zhao’s account, thereby covering Jiancheng Zhao’s 

short position.   

g. At about 11:23:13 AM, the NBBO for HELE was $92.35 by $92.55 per share. 

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h. Between approximately 11:23:13 AM and 11:23:59 AM, Huailong Wang, 

Xiaosong Wang, and Jiancheng Zhao sent, directly or indirectly, nineteen 

100-share buy orders for HELE to exchanges at progressively higher prices 

from $92.45 to $93.05 per share. 

i. By approximately 11:23:59 AM, the NBBO for HELE had risen to $92.75 by 

$92.85 per share because of, at least in part, Huailong Wang’s, Xiaosong 

Wang’s, and Jiancheng Zhao’s buy orders. 

j. At approximately 11:23:59 AM, Jiadong Wang sent, directly or indirectly, a 

sell order to a non-exchange venue for 6,986 shares of HELE with a limit 

price of $92.70 per share.  This was the same number of shares that he had 

purchased, directly or indirectly, earlier that day, and his order was partially 

filled by another market participant at prices between $92.70 and $92.75 per 

share, leaving him with 5,611 shares of HELE.  However, by the time Jiadong 

Wang canceled, directly or indirectly, the remainder of his order at about 

11:24:45 AM, the NBBO for HELE had fallen to $92.55 by $92.65 per share. 

k. Between approximately 11:25:00 AM and 11:25:57 AM, Xiaosong Wang and 

Jiancheng Zhao sent, directly or indirectly, at least thirteen buy orders to 

exchanges.  The buy orders ranged in size from 4 shares to 102 shares and 

ranged in price from $92.55 to $92.80 per share.   

l. By approximately 11:25:57 AM, the NBBO for HELE had risen again to 

$92.65 by $92.80 per share because of, at least in part, Xiaosong Wang’s and 

Jiancheng Zhao’s buy orders. 

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m. At approximately 11:25:57 AM, Jiadong Wang sent, directly or indirectly, a 

sell order to a non-exchange venue for his remaining 5,611 shares of HELE 

with a limit price of $92.60 per share.  At this time, Xiaosong Wang and 

Jiancheng Zhao had three outstanding 100-share orders to buy HELE with 

limit prices of $92.65 per share.  Jiadong Wang’s 5,611 sell order was filled 

by another market participant at a price of approximately $92.66 per share.    

n. Through this coordinated and manipulative trading, Jiadong Wang was able to 

buy, directly or indirectly, 6,986 shares of HELE at $91.15 per share and then 

sell 6,986 shares of HELE at prices between $92.66 and $92.75 per share. 

Example 3: RARE (May 1, 2018; Lirong Gao, Lujun Sun, and Lin Xing) 
 

63. On or about May 1, 2018, Lirong Gao, Lujun Sun, and Lin Xing used, directly or 

indirectly, multiple accounts to manipulate the stock price of Ultragenyx Pharmaceutical Inc. 

(“RARE”), which is listed on NASDAQ.  Over the course of the day, they generated 

approximately $13,434 in illegal profits.  What follows is a closer look at the trading during a 

few distinct periods. 

a. At about 1:16:25 PM, the NBBO for RARE was $50.64 by $50.75 per share.  

b. Between approximately 1:16:25 PM and 1:24:43 PM, Lirong Gao and Lin 

Xing sent, directly or indirectly, 48 sell orders for RARE to exchanges.  The 

orders ranged in size from 30 shares to 500 shares (but were typically for 100 

shares), and Lirong Gao and Lin Xing placed them, directly or indirectly, at 

progressively lower prices from $50.75 to $50.42 per share. 

c. By about 1:25:23 PM, the NBBO for RARE had fallen to $50.42 by $50.48 

per share because of, at least in part, Gao’s and Xing’s sell orders. 

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d. At approximately 1:25:23 PM, Lujun Sun sent, directly or indirectly, a buy 

order to a non-exchange venue for 9,500 shares of RARE with a limit price of 

$50.50, and received an immediate partial fill from another market participant 

at about $50.47 per share.  Seconds later, between approximately 1:25:27 PM 

and 1:25:37, Lin Xing and Lirong Gao sent, directly or indirectly, at least 

seven sell orders to exchanges for RARE shares.  The orders ranged in size 

from 100 shares to 600 shares and ranged in price from $50.50 to $50.59 per 

share.  Following the orders, at 1:25:38 PM, another market participant sold, 

directly or indirectly, Lujun Sun the remaining shares of RARE on his order at 

$50.50 per share.   

e. At about 2:04:11 PM, the NBBO for RARE was $51.70 by $51.84 per share. 

f. Between approximately 2:04:11 PM and 2:04:29 PM, Lirong Gao sent, 

directly or indirectly, six 100-share buy orders for RARE to exchanges at 

prices ranging from $51.70 to $51.88 per share.   

g. By approximately 2:04:32 PM, the NBBO for RARE had risen to $51.78 by 

$51.89 per share because of, at least in part, Lirong Gao’s buy orders. 

h. At approximately 2:04:32 PM, Lujun Sun sent, directly or indirectly, a sell 

order to a non-exchange venue for 9,500 shares of RARE with a limit price of 

$51.75 per share.  This was the same number of shares that he had purchased, 

directly or indirectly, earlier that day, and his order was filled by another 

market participant at a price of $51.797 per share.  Seconds later, Lirong Gao 

canceled, directly or indirectly, his two outstanding 100-share sell orders for 

RARE with limit prices of $51.75 per share. 

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i. Through this coordinated and manipulative trading, Lujun Sun was able to 

buy, directly or indirectly, 9,500 shares of RARE at prices between $50.458 

and $50.50 per share and later sell, directly or indirectly, 9,500 shares of 

RARE at a price of $51.797 per share. 

Example 4: DWSN (January 27, 2017; Xuejie Jia, Yong Yang, and Forrest (HK)) 
   

64. On January 27, 2017, Xuejie Jia, Yong Yang, and Forrest (HK) used, directly or 

indirectly, multiple accounts to manipulate the stock price of Dawson Geophysical Co. 

(“DWSN”), which is listed on NASDAQ.  Over the course of the day, they generated 

approximately $2,246 in illegal profits.  What follows is a closer look at the trading during a few 

distinct periods. 

a. At about 10:45:18 AM, the NBBO for DWSN was $8.18 by $8.27 per share.   

b. Between approximately 10:45:18 AM and 10:45:52 AM, a Forrest (HK) 

brokerage account sent eight 100-share sell orders for DWSN to exchanges at 

progressively lower prices from $8.27 to $8.09 per share.   

c. By approximately 10:45:52 AM, the NBBO for DWSN had fallen to $8.09 by 

$8.16 per share because of, at least in part, Forrest (HK)’s sell orders. 

d. At approximately 10:47:11 AM, Xuejie Jia sent, directly or indirectly, a buy 

order to a non-exchange venue for 3,900 shares of DWSN with a limit price of 

$8.16 per share.  Three of the Forrest (HK) account’s orders remained 

outstanding at this time, including an order to sell 100 shares of DWSN with a 

limit price of $8.16 per share.  Xuejie Jia’s order was filled by another market 

participant at $8.15 per share.  Following this fill, at approximately 10:47:18 

AM, the Forrest (HK) account sent, directly or indirectly, another 100-share 

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sell order for DWSN with a limit price of $8.17 per share.  Approximately one 

second later, at 10:47:19 AM, Xuejie Jia sent, directly or indirectly, another 

buy order to a non-exchange venue for 3,000 shares of DWSN with a limit 

price of $8.17 per share, which was filled approximately one second later a 

price of $8.15 per share. 

e. At about 12:53:59 PM, the NBBO for DWSN was $8.35 by $8.39 per share. 

f. Between approximately 12:53:59 PM and 1:03:27 PM, three Forrest (HK) 

accounts sent a total of 30 buy orders to exchanges for DWSN.  The orders 

ranged in size from 100 to 600 shares, though most were for 100 shares, and 

ranged in price from $8.30 to $8.54, and were typically entered at 

progressively higher prices. 

g. By approximately 1:03:27 PM, the NBBO for DWSN had risen to $8.46 by 

$8.54 per share because of, at least in part, Forrest (HK)’s buy orders. 

h. At approximately 1:03:29 PM, Yong Yang sent, directly or indirectly, a sell 

order to a non-exchange venue for 3,000 shares of DWSN with a limit price of 

$8.45 per share.  Several Forrest (HK) orders remained outstanding at this 

time, including five orders to buy 100 shares of DWSN with a limit price of 

$8.45 per share.  Yang’s sell order was not immediately filled, and between 

1:03:30 PM and 1:03:39 PM, a Forrest (HK) account entered three more 100-

share buy orders with limit prices ranging from $8.54 to $8.57 per share.  At 

approximately 1:03:40 PM, Yang’s order was filled by another market 

participant at prices from $8.45 to $8.47 per share.  Following the fill, 

between 1:03:46 PM and 1:03:55 PM, two Forrest (HK) accounts sent six 

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more 100-share buy orders for DWSN at prices ranging from $8.45 to $8.56 

per share.  While one of the 100-share buy orders priced at $8.45 per share 

was outstanding, Yong Yang sent, directly or indirectly, a 3,000-share sell 

order to a non-exchange venue with a limit price of $8.45 per share, which 

was then filled by another market participant.  

i. Seconds later, between 1:04:04 PM and 1:04:54 PM, a Forrest (HK) account 

sent, directly or indirectly, three more 100-share buy orders for DWSN with 

limit prices from $8.55 to $8.56.  Then, at about 1:04:56 PM, Xuejie Jia sent, 

directly or indirectly, a sell order for 3,900 shares to a non-exchange venue 

with a limit price of $8.42 per share.  Between 1:04:57 PM and 1:05:01 PM, 

this order was partially filled by another market participant at prices between 

$8.42 and $8.45 per share.  At about 1:05:02 PM, the NBBO for DWSN had 

fallen to $8.36 by $8.42 per share, and a Forrest (HK) account sent, directly or 

indirectly, a 400-share buy order to an exchange with a limit price of $8.55 

per share.  Then, between approximately 1:05:02 PM and 1:05:03 PM, another 

600 shares of Xuejie Jia’s order was filled by another market participant at 

$8.42 per share before the remainder of the order was canceled. 

j. At about 1:05:21 PM, the NBBO for DWSN was $8.36 by $8.50 per share. 

k. Between approximately 1:05:21 PM and 1:30:05 PM, two Forrest (HK) 

accounts sent eighteen 100-300 share buy orders to exchanges for DWSN at 

prices ranging from $8.39 to $8.51 per share, and by 1:30:16 PM, the NBBO 

for DWSN was $8.42 by $8.49 per share. 

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l. At approximately 1:30:16 PM, Xuejie Jia sent, directly or indirectly, a sell 

order to a non-exchange venue for 3,393 shares of DWSN with a limit price of 

$8.39 per share.  Between approximately 1:30:16 PM and 1:30:19 PM, this 

order was partially filled by another market participant at prices from $8.39 to 

$8.42 per share.  However, by 1:30:26 PM, the NBBO for DWSN had fallen 

to $8.36 by $8.39 per share.  A Forrest (HK) account then sent a 200-share 

buy order at a price of $8.39 per share to an exchange for DWSN, and the 

other market participant filled the remainder of Jia’s order at $8.39 per share. 

m. At about 2:04:03 PM, the NBBO for DWSN was $8.36 by $8.42 per share. 

n. Between about 2:04:03 PM and 2:04:31 PM, a Forrest (HK) account sent, 

directly or indirectly, three 100-200 share buy orders to exchanges for DWSN 

with limit prices from $8.33 to $8.42 per share.  At approximately 2:04:34 

PM, Xuejie Jia sent, directly or indirectly, a sell order to a non-exchange 

venue for 2,000 shares of DWSN with a limit price of $8.33 per share, which 

was filled by another market participant at prices between $8.33 and $8.37.    

o. Through this coordinated and manipulative trading, Xuejie Jia was able to 

buy, directly or indirectly, 6,900 shares of DWSN at a price of $8.15 per share 

and then sell, directly or indirectly, 6,900 shares of DWSN at prices between 

$8.33 and $8.45 per share. 

Example 5: HELE (April 9, 2018; Huailong Wang, Linlin Wu, and Yong Yang) 
   

65. On or about April 9, 2018, Huailong Wang, Linlin Wu, and Yong Yang used, 

directly or indirectly, multiple accounts to manipulate the stock price of Helen of Troy Limited 

(“HELE”), which is listed on NASDAQ.  Over the course of the day, they generated 

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approximately $12,015 in illegal profits.  What follows is a closer look at the trading during a 

few distinct periods. 

a. At about 10:41:47 AM, the NBBO for HELE was $84.60 by $84.80 per share.   

b. Between about 10:41:47 AM and 10:42:39 AM, Huailong Wang sent, directly 

or indirectly, ten 100-share and one 200-share sell orders for HELE to 

exchanges at progressively lower prices from $84.70 to $84.35 per share. 

c. By approximately 10:42:39 AM, the NBBO for HELE had fallen to $84.45 by 

$84.55 per share because of, at least in part, Huailong Wang’s sell orders. 

d. At approximately 10:42:41 AM, Yong Yang sent, directly or indirectly, a buy 

order to a non-exchange venue for 5,500 shares of HELE with a limit price of 

$84.60 per share.  Yong Yang’s order did not receive an immediate fill.  

Between approximately 10:42:42 AM and 10:42:47 AM, Huailong Wang 

sent, directly or indirectly, four more 100-200 share sell orders to exchanges 

with limit prices ranging from $84.60 to $84.40 per share.  At approximately 

10:42:55 AM, Yong Yang received a partial fill (800 shares) from another 

market participant at price of $84.581 and then canceled the remainder of his 

order two seconds later. 

e. At about 10:43:07 AM, the NBBO for HELE was $84.55 by $84.70 per share. 

f. Between approximately 10:43:07 AM and 10:43:20 AM, Huailong Wang 

sent, directly or indirectly, four 100-share sell orders for HELE to exchanges 

with progressively lower limit prices from $84.65 to $84.40 per share. 

g. By approximately 10:43:20 AM, the NBBO for HELE had fallen to $84.40 by 

$84.60 per share because of, at least in part, Huailong Wang’s sell orders. 

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h. At approximately 10:43:27 AM, Yong Yang sent, directly or indirectly, a buy 

order to a non-exchange venue for 3,900 shares of HELE with a limit price of 

$84.60 per share. Yong Yang’s order did not receive an immediate fill.  

Between approximately 10:43:34 AM and 10:43:41 AM, Huailong Wang 

sent, directly or indirectly, three 100-share sell orders for HELE to exchanges 

with limit prices of $84.60 per share and one 100-share sell order for HELE to 

an exchange with a limit price of $84.65 per share.  At approximately 

10:43:41 AM, Yong Yang’s order was filled by another market participant at 

$84.599 per share.  

i. By about 10:45:57 AM, the NBBO for HELE was $84.75 by $85.05 per share. 

j. Between approximately 10:45:57 AM and 10:47:09 AM, Huailong Wang and 

Linlin Wu sent, directly or indirectly, six 100-120 share sell orders for HELE 

to exchanges at prices ranging from $85.00 to $84.75 per share. 

k. By approximately 10:47:09 AM, the NBBO for HELE had fallen to $84.65 by 

$84.85 per share because of, at least in part, Huailong Wang’s and Linlin 

Wu’s sell orders. 

l. At approximately 10:47:10 AM, Yong Yang sent, directly or indirectly, a buy 

order to a non-exchange venue for 3,700 shares of HELE with a limit price of 

$84.85.  At this time, Linlin Wu had two outstanding orders to sell 100 shares 

of HELE with a limit price of $84.85, and at approximately 10:47:12 AM, Wu 

sent, directly or indirectly, another 100-share sell order for HELE to an 

exchange with a limit price of $84.85 per share.  At approximately 10:47:14 

AM, Yang’s order was filled by another market participant at a price of 

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$84.75 per share, and seconds later, Wu canceled, directly or indirectly, her 

three 100-share orders to sell HELE at $84.85 per share.  

m. At about 12:28:21 PM, the NBBO for HELE was $85.85 by $85.95 per share. 

n. Between approximately 12:28:21 PM and 12:28:32 PM, Huailong Wang sent, 

directly or indirectly, three 100-200 share buy orders for HELE to exchanges 

at prices ranging from $85.90 to $85.95 per share, and by approximately 

12:28:58 PM, the NBBO for HELE had risen to $85.95 by $86.05 per share 

because of, at least in part, Huailong Wang’s buy orders. 

o. At approximately 12:29:40 PM, Yong Yang sent, directly or indirectly, a sell 

order to a non-exchange venue for 6,400 shares of HELE with a limit price of 

$86.25 per share.  Yang’s order was not immediately filled, and between 

approximately 12:39:27 PM and 12:40:09 PM, Huailong Wang sent, directly 

or indirectly, fifteen 100-300 share buy orders for HELE to exchanges at 

progressively higher prices from $85.90 to $86.25 per share.  At 

approximately 12:40:09 PM, Yang’s order was filled by another market 

participant at $86.25 per share, and, seconds later, all of Huailong Wang’s 

outstanding buy orders were canceled. 

p. At about 12:41:56 PM, the NBBO for HELE was $86.05 by $86.20 per share.  

q. Between approximately 12:41:56 PM and 12:42:23 PM, Huailong Wang sent, 

directly or indirectly, four 100-200 share buy orders for HELE to exchanges at 

prices ranging from $86.10 to $86.20 per share, and by approximately 

12:42:23, the NBBO for HELE had risen to $86.10 to $86.25 per share 

because of, at least in part, Huailong Wang’s buy orders. 

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r. At 12:42:26 PM, Yong Yang sent, directly or indirectly, a sell order to a non-

exchange venue for 2,000 shares of HELE with a limit price of $86.10 per 

share.  Yang’s order was not immediately filled, and at approximately 

12:42:31 PM, Huailong Wang sent, directly or indirectly, another 200-share 

buy order for HELE to an exchange at $86.10.  Yang’s order was then filled 

by another market participant at 12:42:31 PM at a price of $86.101. 

s. Through this coordinated and manipulative trading, Yong Yang was able to 

buy, directly or indirectly, 8,400 shares of HELE at an average price of 

$84.664 per share and then sell, directly or indirectly, 8,400 shares of HELE 

at an average price of $86.214 per share.   

Example 6: AEMD (September 17, 2015; Shuang Chen, Lin Xing, and Forrest (HK)) 
 

66. On or about September 17, 2015, Shuang Chen, Lin Xing, and Forrest (HK) used, 

directly or indirectly, multiple accounts to manipulate the stock price of Aethlon Medical, Inc. 

(“AEMD”), which is listed on NASDAQ.  That day, the operator(s) of the Shuang Chen 

brokerage account and one of the Forrest (HK) brokerage accounts accessed those accounts from 

the same IP address, while the operator(s) of the Lin Xing brokerage account and another Forrest 

(HK) brokerage account accessed those accounts from the same IP address.  Over the course of 

the day, they generated approximately $2,855 in illegal profits.  What follows is a closer look at 

the trading during a few distinct periods.  

a. At approximately 10:24:07 AM, the NBBO for AEMD was $8.42 by $8.60 

per share, and a Forrest (HK) account sent an order to an exchange to buy 

10,000 shares of AEMD with a limit price of $8.43 per share.  A few seconds 

later, between approximately 10:24:17 AM and 10:24:19 AM, Shuang Chen 

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sent, directly or indirectly, two orders—for 100 shares and 3,500 shares—to 

the same exchange to sell AEMD at a limit price of $8.43.  The 100-share 

order and 3,400 shares of Chen’s 3,500-share order were filled by the Forrest 

(HK) order, and a few seconds later, at 10:24:35 AM, the Forrest (HK) 

account canceled, directly or indirectly, the remainder of its order.   

b. Having just acquired 3,500 shares of AEMD at $8.43 per share, the Forrest 

(HK) account began selling, directly or indirectly, 100-share blocks of AEMD 

at prices below $8.42 per share.  Between approximately 10:24:45 AM and 

10:25:23 AM, the Forrest (HK) account sent, directly or indirectly, ten 100-

share sell orders for AEMD at prices ranging from $8.41 to $8.17 per share. 

c. Between approximately 10:24:42 AM and 10:25:25 AM, Shuang Chen also 

sent, directly or indirectly, numerous 100-share sell orders for AEMD, all 

priced with limits of $8.45 per share. 

d. By approximately 10:25:26 AM, the NBBO for AEMD had fallen to $8.36 by 

$8.45 per share because of, at least in part, Forrest (HK)’s and Shuang Chen’s 

sell orders. 

e. At approximately 10:25:26 AM, Lin Xing sent, directly or indirectly, a buy 

order to a non-exchange venue for 4,800 shares of AEMD with a limit price of 

$8.45 per share.  At the same time, Shuang Chen sent, directly or indirectly, 

five 100-share sell orders to an exchange for AEMD with limit prices of $8.45 

per share.  Xing’s order received a fill from another market participant at 

$8.45 per share, and between approximately 10:25:27 AM and 10:25:28 AM, 

Xing sent, directly or indirectly, four more buy orders to a non-exchange 

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venue, each for 4,800 shares of AEMD with a limit price of $8.45 per share.  

Xing’s orders received fills at prices between $8.449 and $8.45 per share, and 

following these fills, at approximately 10:25:30 AM, Shuang Chen canceled, 

directly or indirectly, all of her outstanding sell orders for AEMD.   

f. At about 10:36:48 AM, the NBBO for AEMD was $8.60 by $8.70 per share. 

g. At approximately 10:36:48 AM, the Forrest (HK) account sent, directly or 

indirectly, an order to sell 2,600 shares of AEMD with a limit price of $8.64 

per share, and, a few seconds later, at approximately 10:36:58 AM, Shuang 

Chen sent, directly or indirectly, an order to sell 1,700 shares of AEMD with a 

limit price of $8.64 per share.  Then, at approximately 10:37:41 AM, Lin Xing 

sent, directly or indirectly, an order to buy 4,189 shares of AEMD with a limit 

price of $8.64 per share.  Xing’s order filled the Forrest (HK) order, and filled 

1,589 shares of the Chen order, the remainder of which was then canceled. 

h. At approximately 12:53:15 PM, the NBBO for AEMD was $8.61 by $8.62 per 

share. 

i. Between approximately 12:53:15 PM and 1:25:45 PM, the aforementioned 

Forrest (HK) account along with two other Forrest (HK) accounts and Shuang 

Chen placed, directly or indirectly, 46 buy orders for AEMD at progressively 

higher prices from $8.62 to $8.75 per share.  While the orders ranged in size 

from 100 to 300 shares, the majority were 100-share orders.   

j. By approximately 1:25:45 PM, the NBBO for AEMD had risen to $8.69 by 

$8.75 per share because of, at least in part, Forrest (HK)’s and Shuang Chen’s 

buy orders.      

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k. At approximately 1:25:46 PM, Lin Xing sent, directly or indirectly, a sell 

order to a non-exchange venue for 4,899 shares of AEMD with a limit price of 

$8.68 per share.  The order was not immediately filled, and between 

approximately 1:25:46 PM and 1:25:47 PM, one of the Forrest (HK) accounts 

sent, directly or indirectly, two 100-share orders to buy AEMD with limit 

prices of $8.75 per share.  Then, at approximately 1:25:48 PM, Ling Xing 

sent, directly or indirectly, two more sell orders to non-exchange venues, each 

for 4,899 shares of AEMD with limit prices of $8.68 per share.  One was 

filled at $8.69 per share by another market participant, but the other was not.  

At approximately 1:25:49 PM, the Forrest (HK) account sent, directly or 

indirectly, three more 100-share orders to buy AEMD with limit prices of 

$8.75 per share, and another market participant then filled 400 shares of 

Xing’s outstanding orders, the remainder of which were canceled. 

l. After Xing’s sales, at 1:26:09 PM, the NBBO for AEMD had fallen to $8.30 

by $8.75 per share. 

m. Between approximately 1:26:09 PM and 1:27:35 PM, three Forrest (HK) 

accounts sent twenty-three 100-share buy orders for AEMD at prices ranging 

from $8.33 to $8.73 per share. 

n. By about 1:27:39 PM, the NBBO for AEMD was $8.60 by $8.65 per share. 

o. At approximately 1:27:39 PM, Lin Xing sent, directly or indirectly, a sell 

order to a non-exchange venue for 3,000 shares of AEMD with a limit price of 

$8.60 per share.  Seconds earlier, between approximately 1:27:14 PM and 

1:27:35 PM, one of the Forrest (HK) accounts had sent, directly or indirectly, 

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four 100-share buy orders for AEMD with limit prices of $8.60 per share and 

the orders remained outstanding.  Xing’s order was filled by another market 

participant at prices between $8.60 and $8.61 per share, and, following the 

fill, Xing sent, directly or indirectly, another sell order to a non-exchange 

venue for 3,000 shares of AEMD with a limit price of $8.60 per share.  This 

order was again filled by another market participant at a price of $8.60 per 

share.  Xing sold, directly or indirectly, the other shares she had acquired in a 

similar manner. 

Example 7: ASRVP (September 26, 2014; Defendants Jiali Wang and Forrest (HK)) 
 

67. On or about September 26, 2014, Jiali Wang and Forrest (HK) used, directly or 

indirectly, multiple accounts to manipulate the stock price of Ameriserv Financial Capital Trust I 

PFD A GTD 8.45 (“ASRVP”), which is listed on NASDAQ.  The operator of several Forrest 

(HK) accounts and Jiali Wang accessed the accounts from the same IP address that day.  Over 

the course of the day, they generated approximately $1,514 in illegal profits.  What follows is a 

closer look at the trading during a few distinct periods. 

a. At approximately 9:47:17 AM, the NBBO for ASRVP was $26.61 by $28.17 

per share, and a Forrest (HK) account sent, directly or indirectly, a 100-share 

sell order for ASRVP to an exchange with a limit price of $27.30 per share.  

At the same time, Jiali Wang placed a 99-share buy order for ASRVP with a 

limit price of $27.30 per share.  While the Forrest (HK) order was 

immediately canceled, Jiali Wang’s order was filled off-exchange by another 

market participant at approximately 9:47:17 AM at a price of $27.30 per 

share.  By trading in coordination with the Forrest (HK) account in this 

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manner, Jiali Wang acquired, directly or indirectly, 495 shares of ASRVP 

between approximately 9:47:17 AM and 11:01:50 AM at an average price of 

about $27.49 per share. 

b. At approximately 11:24:16 AM, the NBBO for ASRVP was at $27.60 by 

$28.17 per share, and Jiali Wang sent, directly or indirectly, a buy order to an 

exchange for 1 share of ASRVP at $28.09 per share.  He then canceled, 

directly or indirectly, the order a second later, and then sent, directly or 

indirectly, a sell order to the same exchange for 1,600 shares of ASRVP with 

a limit price of $28.09 per share.  One second later, at 11:24:27 AM, the 

Forrest (HK) account sent, directly or indirectly, a buy order to the same 

exchange for 1,600 shares with a limit price of $28.09 per share, which was 

then filled by Jiali Wang’s sell order.   

c. At approximately 11:25:00 AM, the coordinated trading resumed as the 

Forrest (HK) account sent, directly or indirectly, another 100-share sell order 

for ASRVP to an exchange, this time with a limit price of $27.79 per share.  

Between approximately 11:25:00 AM and 11:25:01 AM, Jiali Wang placed, 

directly or indirectly, seven 99-share buy orders for ASRVP with limit prices 

of $27.79 per share, but only one of them was filled by another market 

participant, and at approximately 11:25:01 AM, the Forrest (HK) account 

canceled, directly or indirectly, its 100-share sell order.  This coordinated 

trading continued for several minutes, and, between approximately 11:25:00 

AM and 11:26:11, Jiali Wang acquired, directly or indirectly, an additional 

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396 shares of ASRVP at an average price of about $27.80 per share in this 

manner. 

d. At approximately 11:29:42 AM, the Forrest (HK) account sent, directly or 

indirectly, a 1,700-share sell order for ASRVP to an exchange with a limit 

price of $27.91 per share, which was between the NBBO of $27.60 by $28.17 

per share.  Within one second, Jiali Wang placed, directly or indirectly, five 

300-share buy orders for ASRVP with limit prices of $27.91 per share.  One 

of Jiali Wang’s orders was partially filled by another market participant, and 

the Forrest (HK) order for 1,700 shares was then canceled at 11:29:43 AM.  

Between approximately 11:29:42 AM and 11:30:05 AM, Jiali Wang acquired, 

directly or indirectly, 199 shares of ASRVP at an average price of $27.915 per 

share in this manner. 

e. At approximately 11:40:03 AM, Jiali Wang began placing, directly or 

indirectly, smaller sell orders for ASRVP, while the Forrest (HK) account 

began sending, directly or indirectly, 100-share buy orders for ASRVP.  For 

instance, at approximately 11:44:29 AM, the Forrest (HK) account sent, 

directly or indirectly, a 100-share order to buy ASRVP to an exchange with a 

limit price of $28.76 per share, and at approximately 11:44:29 AM, Jiali 

Wang placed, directly or indirectly, six 40-share sell orders with limit prices 

of $28.70 per share.  Five of Jiali Wang’s sell orders executed off-exchange 

by approximately 11:44:30 AM, at which time the Forrest (HK) account 

canceled its 100-share buy order.  By trading in coordination with the Forrest 

(HK) account in this manner, Jiali Wang sold, directly or indirectly, 900 

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shares of ASRVP between approximately 11:41:57 AM and 11:46:24 AM at 

prices between $28.70 and $28.76 per share.   

f. Between approximately 12:14:02 PM and 12:14:03 PM, the Forrest (HK) 

account sent, directly or indirectly, two 2,200-share buy orders for ASRVP to 

an exchange with limit prices of $28.10 per share.  Then between 

approximately 12:14:03 PM and 12:14:05 PM, Jiali Wang placed, directly or 

indirectly, six 99-share sell orders for ASRVP.  Two of Jiali Wang’s orders 

were filled by another market participant off-exchange, and Forrest (HK) then 

canceled, directly or indirectly, its buy orders between approximately 

12:14:05 PM and 12:14:06 PM.  By trading in coordination with the Forrest 

(HK) account in this manner, Jiali Wang sold, directly or indirectly, another 

396 shares of ASRVP between approximately 12:14:03 PM and 12:15:40 PM 

at prices between $28.08 and $28.13 per share. 

Example 8: GLDX (January 4, 2016; Defendants Jiafeng Wang and Forrest (HK)) 
 

68. On or about January 4, 2016, Jiafeng Wang and Forrest (HK) used, directly or 

indirectly, multiple accounts to manipulate the price of Global X Gold Explorers ETF 

(“GLDX”), which was listed on NYSE Arca.  Over the course of the day, they generated 

approximately $3,548 in illegal profits.  What follows is a closer look at the trading during a few 

distinct periods. 

a. At approximately 9:31:08 AM, the NBBO for GLDX was $16.43 by $16.63 

per share, and Jiafeng Wang sent, directly or indirectly, a buy order to a non-

exchange venue for 8,998 shares of GLDX with a limit price of $16.65 per 

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share.  This order was filled by another market participant at prices between 

$16.61 and $16.65 per share. 

b. At approximately 10:26:29 AM, the NBBO for GLDX was $16.96 by $17.03 

per share. 

c. Between approximately 10:26:29 AM and 10:29:10 AM, two Forrest (HK) 

accounts sent, directly or indirectly, seven 100-share buy orders for GLDX to 

exchanges at progressively higher prices between $16.98 and $17.14 per 

share. 

d. By approximately 10:30:52 AM, the NBBO for GLDX had risen to $17.06 by 

$17.14 per share because of, at least in part, Forrest (HK)’s buy orders. 

e. At approximately 10:30:52 AM, Jiafeng Wang sent, directly or indirectly, a 

sell order to a non-exchange venue for 8,998 shares of GLDX with a limit 

price of $17.06 per share.  Another market participant filled 900 shares of this 

order at prices ranging from $17.06 to $17.07 per share before it was canceled 

at approximately 10:31:06 AM.  At approximately 10:31:26 AM, Jiafeng 

Wang sent, directly or indirectly, a sell order to a non-exchange venue for 

8,098 shares of GLDX with a limit price of $17.02 per share.  This order was 

partially filled by another market participant between approximately 10:31:27 

AM and 10:31:49 AM at prices from $17.03 to $17.02 share.  At 

approximately 10:32:00 AM, a Forrest (HK) account sent, directly or 

indirectly, a 100-share buy order for GLDX to an exchange with a limit price 

of $17.02 per share, and another 100 shares of Jiafeng Wang’s order were 

filled by the other market participant.  Forrest (HK) accounts sent, directly or 

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indirectly, two more 100-share buy orders at approximately 10:32:01 AM and 

10:32:04 AM, and following each Forrest (HK) order, the other market 

participant filled the remaining blocks of Jiafeng Wang’s order.  

f. Through this coordinated trading, Jiafeng Wang was able to buy, directly or 

indirectly, 8,998 shares of GLDX at prices between $16.61 and $16.65 per 

share and then sell 8,998 shares of GLDX at prices between $17.02 and 

$17.07 per share.   

Example 9: CHSCP (January 21, 2016; Jing Guan and Forrest (HK)) 
 

69.   On or about January 21, 2016, Jing Guan and Forrest (HK) used, directly or 

indirectly, multiple accounts to manipulate the stock price of CHS Inc. 8% Preferred Shares 

(“CHSCP”), which is listed on NASDAQ.  Over the course of the day, they generated 

approximately $26,017 in illegal profits.  What follows is a closer look at the trading during a 

few distinct periods.  

a. Between approximately 1:45:32 PM and 3:13:32 PM, Jing Guan sent, directly 

or indirectly, several 3,200 to 4,800-share orders to buy CHSCP to non-

exchange venues.  The orders were filled by other market participants at 

prices ranging from $29.315 to $30.04 per share, and by approximately 

3:13:32 PM, Jing Guan had acquired 32,691 shares of CHSCP. 

b. At about 3:22:41 PM, the NBBO for CHSCP was $30.08 by $30.41 per share. 

c. Between approximately 3:22:41 PM and 3:25:11 PM, a Forrest (HK) account 

sent, directly or indirectly, four 100-share buy orders for CHSCP at 

progressively higher prices from $30.11 to $30.30 per share. 

d. By approximately 3:25:13 PM, the NBBO for CHSCP had risen to $30.30 by 

$30.50 per share because of, at least in part, Forrest (HK)’s buy orders. 

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e. At 3:25:13 PM, Jing Guan sent, directly or indirectly, a sell order for 4,800 

shares of CHSCP to a non-exchange venue with a limit price of $30.20 per 

share.  Several Forrest (HK) buy orders were outstanding at this time, 

including two 100-share buy orders with limit prices of $30.24 and $30.30 per 

share.  Jing Guan’s order was filled by another market participant at prices 

ranging from $30.30 to $30.32 per share.  Also, at about 3:25:13 PM, Jing 

Guan sent, directly or indirectly, another 4,800-share sell order for CHSCP to 

a non-exchange venue with a limit price of $30.20 per share, and this order 

was partially filled by another market participant at $30.28 per share. 

f. By about 3:37:45 PM, the NBBO for CHSCP was $30.09 by $30.38 per share. 

g. Between approximately 3:37:45 PM and 3:47:10 PM, two Forrest (HK) 

accounts sent, directly or indirectly, forty-five 100-share buy orders to 

exchanges for CHSCP, typically at progressively higher prices from $30.13 to 

$30.58 per share. 

h. By approximately 3:47:21 PM, the NBBO for CHSCP had risen to $30.40 by 

$30.60 per share because of, at least in part, Forrest (HK)’s buy orders. 

i. Between approximately 3:47:21 PM and 3:51:24 PM, Jing Guan sent, directly 

or indirectly, several large sell orders ranging in size from 631 to 3,800 shares 

to non-exchange venues for CHSCP, with limit prices between $30.15 and 

$30.30 per share.  Many were sent while there were outstanding Forrest (HK) 

buy orders on exchanges with equivalent or higher limit prices.  Guan’s orders 

were filled or partially filled by other market participants at prices between 

$30.15 and $30.42 per share.    

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j. Through this coordinated trading, Jing Guan was able to sell, directly or 

indirectly, 32,691 shares of GLDX at prices between $30.15 and $30.42 per 

share, after acquiring these shares at prices between $29.135 and $30.04 per 

share.   

Example 10: SGRP (February 14, 2017; Vicky Liu, Tonghui Jia, and Forrest (HK)) 
 

70. On or about February 14, 2017, Vicky Liu, Tonghui Jia and Forrest (HK) used, 

directly or indirectly, multiple accounts to manipulate the stock price of SPAR Group Inc. 

(“SGRP”), which is listed on NASDAQ.  The operator(s) of the Vicky Liu and Tonghiu Jia 

accounts on that day accessed the accounts using the same IP address.  Over the course of the 

day, they generated approximately $5,410 in illegal profits.  What follows is a closer look at the 

trading during a few distinct periods. 

a. At approximately 10:30:23 AM, the NBBO for SGRP was $1.04 by $1.10 per 

share, and a Forrest (HK) account sent, directly or indirectly, an order to an 

exchange to buy 7,500 shares with a limit price of $1.04.  This order went 

unfilled until about 10:30:46 AM when Tonghui Jia sent an order, directly or 

indirectly, to the same exchange to sell 600 shares of SGRP with a limit price 

of $1.04 per share, thereby filling 600 shares of the Forrest (HK) order.  

Between approximately 10:30:50 AM and 10:31:04 AM, Tonghui Jia sent, 

directly or indirectly, another four sell orders to the same exchange with limit 

prices of $1.04 for a total of 6,900 shares, thereby filling the remainder of the 

Forrest (HK) order.  

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b. Then, between approximately 10:31:37 AM and 10:48:10 AM, the Forrest 

(HK) account then sent, directly or indirectly, a number of 100-share sell 

orders for SGRP to exchanges at prices from $1.08 to $1.01 per share.  

c. By approximately 10:48:16 AM, the NBBO for SGRP had fallen to $1.01 by 

$1.04 per share because of, at least in part, Forrest (HK)’s sell orders. 

d. Between approximately 10:48:16 AM and 10:48:23 AM, Tonghui Jia and 

Vicky Liu sent, directly or indirectly, three large buy orders (5,900 to 18,600 

shares) for SGRP with limit prices of $1.04 per share.  Several Forrest (HK) 

sell orders were outstanding at this time, including four 100-share sell orders 

with limit prices of $1.04 per share.  The Tonghui Jia and Vicky Liu orders 

were filled at prices between $1.04 and $1.035 per share by approximately 

10:48:24 AM. 

e. Between approximately 10:48:23 AM and 10:48:26 AM, a Forrest (HK) 

account sent three more 100-share sell orders to exchanges for SGRP with 

limit prices of $1.01 per share.  Then, at approximately 10:48:27 AM, Vicky 

Liu sent, directly or indirectly, a 5,900-share buy order for SGRP with a limit 

price of $1.04 per share, which was filled at $1.034 per share.   

f. By trading in this coordinated manner with the Forrest (HK) account, Vicky 

Liu and Tonghui Jia acquired, directly or indirectly, 46,000 shares of SGRP at 

prices ranging from $1.028 to $1.04 per share. 

g. By about 11:54:27 AM, the NBBO for SGRP was $1.10 by $1.15 per share. 

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h. Between about 11:54:27 AM and 11:56:34 AM, two Forrest (HK) accounts 

sent, directly or indirectly, twenty-one 100-share and one 1-share buy orders 

to exchanges for SGRP with limit prices from $1.11 to $1.18 per share. 

i. By approximately 11:56:34 AM, the NBBO for SGRP had risen to $1.15 by 

$1.19 per share because of, at least in part, Forrest (HK)’s buy orders. 

j. At approximately 11:56:38 AM, Tonghui Jia sent, directly or indirectly, a sell 

order for 15,600 shares of SGRP with a limit price of $1.15 per share.  At this 

time, Forrest (HK) accounts had three outstanding 100-share buy orders for 

SGRP with limit prices between $1.15 and $1.17 per share, and between 

approximately 11:56:38 AM and 11:56:50 AM, a Forrest (HK) account sent, 

directly or indirectly, four more buy orders (ranging from 100-600 shares) for 

SGRP with limit prices of $1.15 per share.  At approximately 11:56:51 AM, 

Tonghui Jia’s order to sell 15,600 shares of SGRP was filled by another 

market participant at $1.15 per share. 

k. By trading in this coordinated and manipulative manner with Forrest (HK) 

accounts between approximately 11:56:38 AM and 12:44:15 PM, Vicky Liu 

and Tonghui Jia were able to sell 42,200 shares of SGRP at prices between 

$1.15 and $1.174 per share.   

Example 11: BREW (September 27, 2018; Xiaosong Wang, Shun Sui, and Relief 
Defendants) 

 
71. On September 27, 2018, Xiaosong Wang and Shun Sui used, directly or indirectly, 

multiple accounts to manipulate the stock price of Craft Brew Alliance (“BREW”), which is 

listed on NASDAQ.  Over the course of the day, they orchestrated several manipulations 

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involving BREW, thereby generating about $6,003 in illegal profits.  What follows is a closer 

look at the trading during a few distinct periods. 

a. At about 3:01:49 PM, the NBBO for BREW was $16.05 by $16.10 per share.   

b. Between approximately 3:01:49 PM and 3:04:26 PM, two accounts in the 

name of Rishan Liu placed 21 buy orders for BREW stock.  These buy orders 

were sent at prices ranging from $16.10 to $16.15 per share, ranged in size 

from 100 to 300 shares, and were sent to exchanges. 

c. Xiaosong Wang logged into at least one of the Rishan Liu accounts from an IP 

address linked to Xiaosong Wang’s condominium in Upton, Massachusetts on 

this day.  

d. By approximately 3:04:29 PM, the NBBO for BREW had risen to $16.15 by 

$16.20 per share because of, at least in part, the Rishan Liu accounts’ buy 

orders. 

e. At about 3:04:29 PM, an account in the name of Jingru Zhai placed an order 

to short sell 8,000 shares of BREW with a limit price of $16.15 per share, 

which was sent directly or indirectly to a non-exchange venue.  Xiaosong 

Wang logged into the Jingru Zhai account from his Upton, Massachusetts 

condominium on this day.  At this time, each of the Rishan Liu accounts had 

an outstanding order to buy 100 shares of BREW, one priced at $16.10 and 

the other priced at $16.15 per share.  By approximately 3:04:39 PM, only 300 

shares of the Jingru Zhai account order had been filled by another market 

participant.  Then, between approximately 3:04:41 PM and 3:04:53 PM, the 

Rishan Liu accounts placed seven more orders to buy BREW at $16.15 per 

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share, and by about 3:04:53 PM, the remainder of the Jingru Zhai account’s 

order was filled by another market participant at a price of $16.15 per share.     

f. At about 3:05:06 PM, the NBBO for BREW was $16.10 by $16.15 per share. 

g. Between approximately 3:05:06 PM and 3:05:43 PM, the Rishan Liu accounts 

placed seven more orders to buy BREW stock.  These orders were priced at 

$16.15 per share, ranged in size from 1 share to 100 shares, and were sent to 

exchanges.  

h. By approximately 3:05:43 PM, the NBBO for BREW had risen to $16.15 by 

$16.20 per share because of, at least in part, the Rishan Liu accounts’ buy 

orders. 

i. At about 3:05:43 PM, the Jingru Zhai account placed another order to short 

sell 8,000 shares of BREW with a limit price of $16.15 per share, which was 

sent directly or indirectly to a non-exchange venue.  At this time, there was an 

outstanding Rishan Liu account order to buy 100 shares of BREW at $16.15 

per share.  By about 3:05:46 PM, only 234 shares of the Jingru Zhai account 

order had been filled by another market participant.  Then, between about 

3:05:48 PM and 3:05:54 PM, one of the Rishan Liu accounts placed seven 

more orders to buy BREW at $16.15 per share, and by about 3:05:53 PM, the 

remainder of the Jingru Zhai account order had been filled by another market 

participant at a price of $16.15 per share. 

j. At about 3:18:07 PM, the NBBO for BREW was $16.15 by $16.25 per share. 

k. Between approximately 3:18:07 PM and 3:28:42 PM, the Rishan Liu accounts 

and an account in the name of Shun Sui placed 70 orders to sell BREW stock.  

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These orders were generally placed at progressively lower prices from $16.20 

to $16.00 per share, they ranged in size from 2 to 1,000 shares, and they were 

generally sent to exchanges.   

l. By about 3:28:43 PM, the NBBO for BREW had fallen to $16.00 by $16.05 

per share because of, at least in part, the Liu and Sui accounts’ sell orders. 

m. At approximately 3:28:43 PM, the Jingru Zhai account placed an order to buy 

8,000 shares of BREW with a limit price of $16.05 per share, which was sent 

directly or indirectly to a non-exchange venue.  At this time, one of the Rishan 

Liu accounts had an outstanding order to sell 100 shares of BREW at $16.05 

per share.  By about 3:28:43 PM, only 300 shares of Jingru Zhai’s order had 

been filled by another market participant.  Then, between about 3:28:48 PM 

and 3:28:56 PM, one of the Rishan Liu accounts sent another eight orders to 

sell BREW at $16.05 per share, and by about 3:28:56 PM, the remainder of 

the Jingru Zhai account order had been filled by another market participant at 

a price of $16.05 per share. 

n. At about 3:29:03 PM, the NBBO for BREW was $16.05 by $16.10 per share. 

o. Between about 3:29:03 PM and 3:30:51 PM, the Rishan Liu accounts and the 

Shun Sui account sent 25 more orders to sell BREW stock.  The prices for 

these orders ranged from $16.10 to $16.05 per share (with most being priced 

at $16.05), they ranged in size from 2 to 500 shares, and they were sent to 

exchanges. 

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p. By about 3:30:52 PM, the NBBO for BREW had fallen to $16.00 by $16.10 

per share because of, at least in part, the Rishan Liu and Shun Sui accounts’ 

sell orders. 

q. At about 3:30:52 PM, the Jingru Zhai account placed another order to buy 

8,000 shares of BREW with a limit price of $16.05 per share, which was sent 

directly or indirectly to a non-exchange venue.  One second later, at about 

3:30:53 PM, a Rishan Liu account sent an order to an exchange to sell 100 

shares of BREW with a limit price of $16.05 per share.  By about 3:31:00 PM, 

only 1,031 shares of the Jingru Zhai account order had been filled by another 

market participant and the NBBO for BREW had reverted to $16.05 by 

$16.10 per share, so the remainder of the Jingru Zhai account order for 6,969 

shares was canceled. 

r. Between about 3:31:02 PM and 3:32:04 PM, the Rishan Liu accounts sent 

another 18 orders to sell BREW stock at $16.05 per share, and by about 

3:32:08 PM, the NBBO for BREW had fallen again to $16.00 by $16.05 per 

share because of, at least in part, the Rishan Liu accounts’ sell orders. 

s. At about 3:32:09 PM, the Jingru Zhai account placed an order to buy 6,969 

shares of BREW with a limit price of $16.05, which was sent directly or 

indirectly to a non-exchange venue.  Only 100 shares of the Jingru Zhai 

account order were immediately filled by another market participant.  Then, 

between about 3:32:12 PM and 3:32:22 PM, a Rishan Liu account sent 

another 11 orders to sell BREW at $16.05 per share, and by approximately 

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3:32:22 PM, the remainder of the Jingru Zhai account order had been filled by 

another market participant at $16.05 per share.    

t. Through this coordinated trading, the Jingru Zhai account was able to short 

sell 16,000 shares of BREW at a price of $16.15 per share and then buy 

16,000 shares of BREW to cover the short sales at a price of $16.05 per share.    

 Example 12: IFMI (June 16, 2014; Jiali Wang, Forrest (HK), and Relief Defendant) 
 

72. On June 16, 2014, Jiali Wang and Forrest (HK) used, directly or indirectly, 

multiple accounts to manipulate the stock price of Institutional Financial Markets Inc. (“IFMI”), 

which was listed on NYSE.  Over the course of the day, they orchestrated several manipulations 

involving IFMI, thereby generating about $941 in profits.  What follows is a closer look at the 

trading during a few distinct periods. 

a. At about 11:12:03 AM, the NBBO for IFMI was $2.00 by $2.05 per share.   

b. At about 11:12:03 AM, an account in the name of Forrest (HK) placed an order to 

sell 100 shares of IFMI at $2.02 per share, which was sent, directly or indirectly, 

to an exchange. The Forrest (HK) account was logged into from a computer with 

the PC User name “wangjiali” and MAC address d4:be:d9:98:03:c4, and from the 

U.S.-based IP address 73.186.85.150.  That same day, on June 16, 2014, Jiali 

Wang logged into his bank account from the same IP address (73.186.85.150), 

and, prior to June 16, 2014, Wang had logged into a brokerage account in his 

name from a computer with the same MAC address (d4:be:d9:98:03:c4).    

c. Three seconds later, at about 11:12:06 AM, an account in the name of Weiguo 

Guan placed an order to buy 3,000 shares of IFMI at $2.02 per share, which was 

sent, directly or indirectly, to a non-exchange venue and immediately filled by 

another market participant.  Like the Forrest (HK) account, the Weiguo Guan 

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account was logged into from a computer with the PC User name “wangjiali” and 

MAC address d4:be:d9:98:03:c4, and from the U.S.-based IP address 

73.186.85.150.  Jiali Wang was in the United States at this time, while Weiguo 

Guan was not. 

d. Then, at approximately 11:12:09 AM, after the Weiguo Guan account’s order was 

filled, the Forrest (HK) account canceled its order to sell 100 shares of IFMI at 

$2.02 per share. 

e. At about 11:28:49 AM, the NBBO for IFMI was $1.97 by $2.00 per share. 

f. Between about 11:28:49 AM and 11:29:19 AM, the aforementioned Forrest (HK) 

account and another account in the name of Forrest (HK) placed nine orders to 

sell IFMI. These orders ranged in size from 100 to 500 shares, they were placed at 

progressively lower prices from $1.97 to $1.92 per share, and they were sent, 

directly or indirectly, to exchanges. 

g. By about 11:29:20 AM, the NBBO for IFMI had fallen to $1.90 by $1.92 per 

share because of, at least in part, the Forrest (HK) accounts’ sell orders. 

h. At about 11:29:20 AM, the Weiguo Guan account placed an order to buy 3,000 

shares of IFMI with a limit price of $1.92 per share, which was sent, directly or 

indirectly, to a non-exchange venue and immediately filled by another market 

participant at $1.92 per share.  Seconds later, the two Forrest (HK) accounts 

canceled all of their outstanding orders to sell IFMI, including an order to sell 200 

shares at $1.92 per share. 

i. At about 3:47:08 PM, the NBBO for IFMI was $2.07 by $2.10 per share. 

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j. Between approximately 3:47:08 PM and 3:47:32 PM, one of the Forrest (HK) 

accounts placed seven 100-share orders to buy IFMI stock.  These orders were 

placed at progressively higher prices from $2.08 to $2.16 per share, and they were 

sent, directly or indirectly, to exchanges. 

k. By about 3:47:41 PM, the NBBO for IFMI had risen to $2.16 by $2.19 per share 

because of, at least in part, the Forrest (HK) account’s buy orders. 

l. At about 3:47:41 PM, the Weiguo Guan account placed an order to sell 9,000 

shares of IFMI with a limit price of $2.16 per share, which was sent, directly or 

indirectly, to a non-exchange venue.  At the time, the Forrest (HK) account had an 

outstanding order to buy 100 shares of IFMI at $2.16 per share.  Only 200 shares 

of the Weiguo Guan account’s order was filled by another market participant at 

$2.16 per share and the remainder was canceled at about 3:47:43 PM. 

m. At about 3:47:49 PM, the Forrest (HK) account placed an order to buy 200 shares 

of IFMI at $2.16 per share, which was sent, directly or indirectly, to an exchange.  

While that order was still outstanding, at about 3:47:55 PM, the Weiguo Guan 

account placed an order to sell 5,000 shares of IFMI with a limit price of $2.16 

per share, which was sent, directly or indirectly, to a non-exchange venue.  Only 

200 shares of the Weiguo Guan account’s order was filled by another market 

participant at $2.16 per share and the remainder was canceled at approximately 

3:47:57 PM.  

n. Between about 3:48:02 PM and 3:48:10 PM, the Forrest (HK) account placed two 

200-share orders to buy IFMI at $2.15 per share, which were sent, directly or 

indirectly, to exchanges.  While those orders were still outstanding, at about 

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3:48:18 PM, the Weiguo Guan account placed an order to sell 5,000 shares of 

IFMI with a limit price of $2.15 per share, which was sent, directly or indirectly, 

to a non-exchange venue.  None of the Weiguo Guan account’s order was filled, 

and it was canceled at about 3:48:21 PM.  A few seconds later, at about 3:48:26 

PM, the Weiguo Guan account placed a smaller order to sell 3,000 shares of IFMI 

with a limit price of $2.15 per share, which was sent, directly or indirectly, to a 

non-exchange venue and immediately filled by another market participant at 

$2.15 per share.  Shortly thereafter, the Forrest (HK) account canceled its two 

200-share orders to buy IFMI at $2.15 per share. 

o. In a similar manner, between approximately 3:48:52 PM and 3:52:31 PM, the 

Weiguo Guan account sold another 3,520 shares of IFMI at prices ranging from 

$2.15 to $2.08 per share.    

Defendants’ Efforts to Conceal Their Fraudulent Scheme 
 

73. The Defendants knew, or were reckless in not knowing, that they were engaging 

in a securities fraud scheme.  The Defendants received numerous warnings about their 

manipulative trading.   

74. For example, on or about March 11, 2014, a United States-based brokerage firm 

sent Jiali Wang an email stating, in relevant part: “[w]e have been notified that certain recent 

trading activity in your account(s) is of a type that may draw scrutiny from exchanges and/or 

regulators.  Specifically, where accounts with a single beneficial owner, or accounts under 

common control, or otherwise related accounts, are on both the buy side and the sell side of a 

transaction (often referred to as a “cross” or “wash trade”), this activity may – depending on the 

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intent of the trader(s) – be a violation of exchange rules or of the Securities Exchange Act of 

1934 or of the Commodity Exchange Act or other applicable rules and laws.” 

75. Shortly thereafter, Jiali Wang responded by stating: “All listed stocks were 

researched by my stock screener software. I bought the stock when I found it has a large volume 

of stocks traded, and sold it when the price went to be profitable. But sometime, the stock went 

out of my pre-judgment, and I chose to stop losses by according to the trading volume and price 

direction.  Meantime, symbol HSKA was one of the long-term stocks that I held, and I continued 

to buy more around $7.20, and sold it in profit. Another symbol FLML took a short position at 

$7.54, but I closed the position by suffering the losses because it did not go to my expected 

trend. And other stocks accumulated by based on the direction of the market trading volume.” 

76. Jiali Wang’s response was false or materially misleading because, in actuality, he 

was engaging in a market manipulation scheme to artificially affect the price of certain stocks, 

including the securities of Heska Corporation (“HSKA”) and Flamel Technologies SA 

(“FLML”). 

77. As another example, on or about February 29, 2016, a United States-based 

brokerage firm sent Xiaosong Wang an email stating, in relevant part: “Our records indicate that 

you had orders rejected for possible cross trades violations at our firm in February.  Some of the 

trades are noted below as follows: . . . Cross/wash trade rejects occur when a client enters an 

order to buy and sell a specific security simultaneously, near or at the same price.  Our review is 

done to ensure customer protection and market integrity.  Cross/wash trades can be viewed as a 

form of market manipulation and could result in a significant federal violation. . . Please respond 

in writing as to the economic rationale and/or trading strategy used when you placed the above 

reference trades.” 

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78. As Xiaosong Wang knew, several of the trades flagged by this United States-

based broker were, in fact, part of the fraudulent market manipulation scheme set forth herein.  

But, Xiaosong Wang provided the following false and materially misleading response:  “I found 

that when I want to sell these positions, I used the wrong hot key, and the buy orders may be 

placed, so the sell orders were rejected, I have changed the setting of hot keys for Sell orders, so 

I think I will be ok. I apologize for any inconvenience caused the mistake.” 

79. Other than Vicky Liu, who is closely connected to Jiali Wang, each of the 

Defendants received warnings about their trading and/or notice that at least one of their accounts 

was being closed.  In fact, a large number of the Defendants’ brokerage accounts were closed by 

brokerage firms during the Relevant Period as a result of the trading activity therein. 

Disposition of Manipulation Proceeds 
 

80. After the Defendants received notice that an account of theirs was being closed, 

they often transferred their manipulation proceeds from the closed account to another of their 

brokerage accounts or to one of their foreign bank accounts.   

81. While funds sent by the Defendants to other brokerage accounts were frequently 

used to perpetrate further securities manipulations, some of the funds wired overseas were later 

wired back to other Defendants.  For example, between about June 12, 2018 and July 3, 2018, 

Linlin Wu transferred approximately $1,200,000 from one of her domestic brokerage accounts to 

a foreign bank account in her name, and then on about July 17, 2018, she wired approximately 

$200,000 from this foreign bank account to a domestic bank account in the name of Jiali Wang.  

Relief Defendants 
 

82. Wannian is an entity created by Jiali Wang through which he, directly or 

indirectly, used proceeds generated from the market manipulation scheme to invest in real estate.  

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Jiali Wang paid to incorporate Wannian, directed Wannian’s business, and approved the 

investment of Wannian’s funds.  According to the company’s bylaws, Wannian’s shareholders 

are Linlin Wu, Lirong Gao, Jiadong Wang, and Honglei Shi.  During the Relevant Period, 

proceeds from the Defendants’ market manipulation scheme were sent to one or more of 

Wannian’s accounts.  Wannian has no legitimate interest in, or right to, the funds it received, 

directly or indirectly, from the Defendants’ fraudulent scheme.   

83. WV Forrest is another entity created by Jiali Wang through which he, directly or 

indirectly, used proceeds generated from the market manipulation scheme to invest in real estate.  

Jiali Wang paid to incorporate WV Forrest, directed WV Forrest’s business, and approved the 

investment of WV Forrest’s funds.  According the company’s certificate of organization, Vicky 

Liu is WV Forrest’s manager.  During the Relevant Period, proceeds from the Defendants’ 

market manipulation scheme were sent to one or more of WV Forrest’s accounts.  WV Forrest 

has no legitimate interest in, or right to, the funds it received, directly or indirectly, from the 

Defendants’ fraudulent scheme.   

84. Jiali Wang operated one or more Weiguo Guan brokerage accounts.  During the 

Relevant Period, Jiali Wang generated, directly or indirectly, proceeds from manipulative trading 

in one or more Weiguo Guan brokerage accounts.  Weiguo Guan has no legitimate interest in, or 

right to, the funds he received, directly or indirectly, from the Defendants’ fraudulent scheme. 

85. Xiaosong Wang operated one or more Song Geng brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Song Geng brokerage accounts.  Song Geng has no 

legitimate interest in, or right to, the funds she received, directly or indirectly, from the 

Defendants’ fraudulent scheme. 

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86. Xiaosong Wang operated one or more Jingquan Liu brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Jingquan Liu brokerage accounts.  Jingquan Liu has no 

legitimate interest in, or right to, the funds he received, directly or indirectly, from the 

Defendants’ fraudulent scheme.   

87. Xiaosong Wang operated one or more Rishan Liu brokerage accounts.  During the 

Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from manipulative 

trading in one or more Rishan Liu brokerage accounts.  Rishan Liu has no legitimate interest in, 

or right to, the funds he received, directly or indirectly, from the Defendants’ fraudulent scheme.   

88. Xiaosong Wang operated one or more Qinghua Ren brokerage accounts.    

Qinghua Ren has no legitimate interest in, or right to, the funds she received, directly or 

indirectly, from the Defendants’ fraudulent scheme. 

89. Xiaosong Wang operated one or more Jixiang Teng brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Jixiang Teng brokerage accounts.  Jixiang Teng has no 

legitimate interest in, or right to, the funds he received, directly or indirectly, from the 

Defendants’ fraudulent scheme. 

90. Xiaosong Wang operated one or more Cuihua Wang brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Cuihua Wang brokerage accounts.  Cuihua Wang has no 

legitimate interest in, or right to, the funds she received, directly or indirectly, from the 

Defendants’ fraudulent scheme. 

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91. Xiaosong Wang operated one or more Luping Wang brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Luping Wang brokerage accounts.  Luping Wang has no 

legitimate interest in, or right to, the funds he received, directly or indirectly, from the 

Defendants’ fraudulent scheme.   

92. Xiaosong Wang operated one or more Weigang Yang brokerage accounts.  

During the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Weigang Yang brokerage accounts.  Weigang Yang has no 

legitimate interest in, or right to, the funds he received, directly or indirectly, from the 

Defendants’ fraudulent scheme.   

93. Xiaosong Wang operated one or more Xiangjia Yang brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Xiangjia Yang brokerage accounts.  Xiangjia Yang has no 

legitimate interest in, or right to, the funds he received, directly or indirectly, from the 

Defendants’ fraudulent scheme. 

94. Xiaosong Wang operated one or more Jingru Zhai brokerage accounts.  During 

the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Jingru Zhai brokerage accounts.  Jingru Zhai has no 

legitimate interest in, or right to, the funds she received, directly or indirectly, from the 

Defendants’ fraudulent scheme.   

95. Xiaosong Wang operated one or more Xiuchun Zhang brokerage accounts.  

During the Relevant Period, Xiaosong Wang generated, directly or indirectly, proceeds from 

manipulative trading in one or more Xiuchun Zhang brokerage accounts.  Xiuchun Zhang has no 

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legitimate interest in, or right to, the funds she received, directly or indirectly, from the 

Defendants’ fraudulent scheme. 

96. Also during the Relevant, Xiaosong Wang transferred money to one or more of 

the Relief Defendants to fund, at least in part, brokerage accounts in the Relief Defendants’ 

names, which brokerage accounts Xioasong Wang used in furtherance of the manipulative 

scheme described herein.  The Relief Defendants have no legitimate claim to the funds 

transferred by Xioasong Wang, or by any other Defendant.   

FIRST CLAIM FOR RELIEF  
FRAUD IN CONNECTION WITH THE PURCHASE OR SALE OF SECURITIES 
Violation of Section 10(b) of the Exchange Act and Rule 10b-5(a) and (c) thereunder 

(All Defendants) 
 

97. The Commission realleges and incorporates by reference the allegations in 

paragraphs 1 through 96 above. 

98. By reason of the conduct described above, the Defendants, directly or indirectly, 

alone or in concert with others, acting intentionally, knowingly or recklessly, in connection with 

the purchase or sale of securities, by use of the means or instrumentalities of interstate commerce 

or the facilities of a national securities exchange or the mail:  (a) employed devices, schemes, or 

artifices to defraud; and (b) engaged in acts, practices, or courses of business which operated or 

would operate as a fraud or deceit upon other persons. 

99. The Defendants acted knowingly or recklessly. 

100. By reason of the foregoing, the Defendants violated and, unless enjoined, will 

again violate, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. 

§ 240.10b-5] thereunder.   

101. By reason of the conduct described above, the Defendants, acting knowingly or 

recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s 

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violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. 

§ 240.10b-5] thereunder. 

102. Accordingly, pursuant to Section 20(e) of the Exchange Act [15 U.S.C. § 78t(e)], 

the Defendants are liable for each other’s violations of Section 10(b) of the Exchange Act [15 

U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. § 240.10b-5] thereunder.   

SECOND CLAIM FOR RELIEF 
FRAUD IN THE OFFER OR SALE OF SECURITIES 

Violation of Securities Act Section 17(a)(1) and (3) 
(All Defendants) 

 
103. The Commission realleges and incorporates by reference the allegations in 

paragraphs 1 through 96 above. 

104. By engaging in the conduct described above, the Defendants, in the offer or sale 

of securities, acting with the requisite degree of scienter, by the use of means or instruments of 

transportation or communication in interstate commerce or by the use of the mails, directly or 

indirectly, alone or in concert with others:  (a) knowingly or recklessly, employed devices, 

schemes or artifices to defraud; and (b) with negligence, engaged in transactions, practices or 

courses of business which operated or would have operated as a fraud or deceit upon purchasers. 

105. The Defendants acted knowingly, recklessly, or negligently. 

106. By reason of the foregoing, the Defendants have violated and, unless enjoined, 

will continue to violate Section 17(a) of the Securities Act [15 U.S.C. §77q(a)]. 

107. By reason of the conduct described above, the Defendants, acting knowingly or 

recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s 

violations of Section 17(a) of the Securities Act [15 U.S.C. §77q(a)]. 

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108. Accordingly, pursuant to Section 15(b) of the Securities Act [15 U.S.C. § 77o(b)], 

the Defendants are liable for each other’s violations of Section 17(a) of the Securities Act [15 

U.S.C. §77q(a)]. 

 

THIRD CLAIM FOR RELIEF 
MARKET MANIPULATION 

Violation of Exchange Act Section 9(a)(2) 
(All Defendants) 

 
109. The Commission realleges and incorporates by reference the allegations in 

paragraphs 1 through 96 above. 

110. By engaging in the conduct described above, the Defendants, directly or 

indirectly, by use of the means or instrumentalities of interstate commerce or the facilities of a 

national securities exchange or the mail, effected, alone or with one or more other persons, a 

series of transactions in securities creating actual or apparent active trading in such securities, or 

raising or depressing the prices of such securities, for the purpose of inducing the purchase or 

sale of such securities by others, including but not limited to, the Defendants’ acts of engaging in 

securities transactions that affected the volume and prices of certain securities for the purpose of 

inducing the purchase or sale of such securities by others. 

111. The Defendants acted with the intent to induce trading by others. 

112. By reason of the foregoing, the Defendants have violated and, unless enjoined, 

will continue to violate Section 9(a)(2) of the Exchange Act [15 U.S.C. §78i(a)(2)]. 

113. By reason of the conduct described above, the Defendants, acting knowingly or 

recklessly, provided substantial assistance to, and thereby aided and abetted, each other’s 

violations of Section 9(a)(2) of the Exchange Act [15 U.S.C. §78i(a)(2)]. 

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114. Accordingly, pursuant to Section 20(e) of the Exchange Act [15 U.S.C. § 78t(e)], 

the Defendants are liable for each other’s violations of Section 9(a)(2) of the Exchange Act [15 

U.S.C. §78i(a)(2)]. 

 
FOURTH CLAIM FOR RELIEF 

UNJUST ENRICHMENT 
 (All Relief Defendants) 

 
115. The Commission realleges and incorporates by reference the allegations in 

paragraphs 1 through 96 above. 

116. The Relief Defendants have no legitimate interest in, or right to, the funds they 

received, directly or indirectly, from the Defendants’ fraudulent scheme.   

117. As a result, Song Geng, Weiguo Guan, Jingquan Liu, Rishan Liu, Qinghua Ren, 

Jixiang Teng, Cuihua Wang, Luping Wang, Weigang Yang, Xiangjia Yang, Xiuchun Zhang, 

Jingru Zhai, Wannian Investment, Inc., and WV Forrest Investments, LLC are liable as relief 

defendants for unjust enrichment and should be required to return their ill-gotten gains, with 

prejudgment interest. 

PRAYER FOR RELIEF 
 
WHEREFORE, the Commission respectfully requests that the Court enter a Final Judgment: 
 

A. Finding that Defendants violated Securities Act Section 17(a)(1) and (3) [15 

U.S.C. § 78q(a)] and Exchange Act Sections 9(a)(2) and 10(b) [15 U.S.C. §§ 78i(a)(2), 78j(b)] 

and Rule 10b-5(a) and (c) [17 C.F.R. § 240.10b-5] thereunder; 

B. Permanently restraining and enjoining the Defendants, and all persons in active 

concert or participation with them, from violating Securities Act Section 17(a) [15 U.S.C. § 

78q(a)] and Exchange Act Sections 9(a)(2) and 10(b) [15 U.S.C. §§ 78i(a)(2), 78j(b)] and Rule 

10b-5 [17 C.F.R. § 240.10b-5] thereunder; 

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C. Ordering the Defendants and the Relief Defendants to disgorge all ill-gotten gains 

as a result of the conduct alleged in this Complaint, plus pre-judgment interest; 

D. Ordering the Defendants to pay civil monetary penalties pursuant to Securities 

Act Section 20(d) [15 U.S.C.§ 77t(d)] and Exchange Act Section 21(d)(3) [15 U.S.C.§ 

78u(d)(3)]; 

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

orders and decrees that may be entered; and 

F. Granting such other and further relief as the Court deems just and proper. 

JURY DEMAND 

The Commission hereby demands a trial by jury on all claims so triable.  

DATED this 23rd day of December 2019 
 
Respectfully submitted, 

 
SECURITIES AND EXCHANGE COMMISSION 
By its attorneys, 
 
/s/ Eric Forni    
Eric Forni (BBO No. 669685) 

Senior Trial Counsel 
Andrew Palid (BBO No. 664968) 

Senior Counsel 
Martin F. Healey (BBO No. 227500) 

  Regional Trial Counsel  
SECURITIES AND EXCHANGE 
COMMISSION 
Boston Regional Office 
33 Arch Street, 24th Floor 
Boston, Massachusetts  02110 
Telephone:  (617) 573-8827 (Forni direct) 
Facsimile:   (617) 573-4590 
[email protected] (Forni email) 
 

 
 
 
 

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Certificate of Service Pursuant to Rule 5.2 
 

 I, Andrew Palid, certify that on December 23, 2019, a true and correct copy of Plaintiff’s 
Amended Complaint was filed through the Court’s CM/ECF system and, accordingly, the 
document will be sent electronically to the registered participants as identified on the Notice of 
Electronic Filing.  In addition, all defendants and relief defendants were served by email either 
directly, or through counsel, at addresses attributed to them.  
 
        /s/ Andrew Palid    
        Andrew Palid  

 

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