SEC v. ALEXANDER C. BECKMAN; and VALERIE H. LAU, No. 3:25-cv-00800, Northern District of California (Jan. 24, 2025) — Complaint

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COMPLAINT  SEC V. BECKMAN, ET AL.

MONIQUE C. WINKLER (Cal. Bar No. 213031)
[email protected]
JASON H. LEE (Cal. Bar No. 253140)
[email protected]
MARC D. KATZ (Cal. Bar No. 189534)
[email protected]
SHEILA O’CALLAGHAN (Cal. Bar No. 131032)
[email protected]
BERNARD B. SMYTH (Cal. Bar No. 217741)
[email protected]
ELI R. GREENSTEIN (Cal. Bar No. 217945)
[email protected]

Attorneys for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
44 Montgomery Street, Suite 700
San Francisco, California 94104
Telephone: (415) 705-2500
Facsimile:  (415) 705-2501
SECURITIES AND EXCHANGE COMMISSION,

Plaintiff,

v.

ALEXANDER C. BECKMAN and
VALERIE H. LAU,

Defendants.
Case No.

COMPLAINT

JURY TRIAL DEMAND

Plaintiff Securities and Exchange Commission (“SEC”) alleges:
SUMMARY OF THE ACTION
1. From at least 2019 through 2024, Defendant Alexander Beckman engaged in a
fraudulent scheme to mislead investors and raise more than $60 million by falsely inflating the
financial performance and commercial success of The ON Platform Inc., f/k/a GameOn Inc.

UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION

COMPLAINT - 2 - SEC V. BECKMAN, ET AL.

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(“GameOn”), a San Francisco-based AI chat startup company. Beckman co-founded GameOn
and was its CEO and a member of its Board of Directors (“Board”) until his resignation from
both positions on July 1, 2024. In connection with GameOn’s securities offerings, Beckman
made false and misleading statements to investors that grossly inflated the company’s financial
performance. Beckman falsely represented to investors that GameOn had generated tens of
millions of dollars in annual revenue and positive net income from dozens of contracts with
high-profile customers.  But in reality, GameOn’s annual revenue never exceeded $500,000, the
company was never profitable, and GameOn was losing millions of dollars every year. In
addition, Beckman repeatedly provided investors with fictitious company balance sheets
reflecting millions of dollars in cash when the true cash position was a tiny fraction of what was
represented—and at times close to zero.
2. Defendant Valerie Lau is a California attorney who married Beckman on or
around October 30, 2023. Lau participated in the deceptive scheme by, among other things,
helping Beckman create and disseminate a fake audit report with the logo and signature of a
prominent “Big Four” accounting firm, PricewaterhouseCoopers LLP (“PwC”). Despite
knowing that PwC had never performed any audit for GameOn, Lau and Beckman sent this fake
audit report to multiple investors and their representatives while Beckman was trying to induce
them to purchase GameOn’s securities.
3. Beckman also provided investors with fictitious customer revenue reports
reflecting millions of dollars in recurring revenue from dozens of high-profile customers,
including national sports leagues such as the National Basketball Association (“NBA”), National
Hockey League (“NHL”), and Professional Golfers’ Association (“PGA”) as well as prominent
brands like Coca-Cola. In reality, GameOn was generating very little (if any) revenue from many
of these supposed top customers and was instead paying those entities significant fees for using
their branded content. Some of the largest purported customers, to which Beckman attributed
millions of dollars in revenue, had no contracts with GameOn at all. In other cases, GameOn was
simply conducting pilot programs for free or in exchange for nominal subscription fees.

COMPLAINT - 3 - SEC V. BECKMAN, ET AL.

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4. Beckman also sent multiple investors fake bank statements that falsely showed
millions of dollars in cash on hand and fictitious payments to GameOn from supposedly key
customers. Numerous investors, including individuals, institutions, and venture funds, purchased
GameOn’s securities after receiving false financial records.
5. In an apparent attempt to help perpetuate this fraud and conceal GameOn’s true
financial status, Beckman created fake email accounts impersonating several of GameOn’s
financial consultants and bankers and used those fictitious accounts to send false financial
information to GameOn’s Board and investors. Additionally, when the company’s Board
demanded that Beckman provide proof of the company’s true cash position, Lau helped
Beckman disseminate to the Board and investors a fake bank statement that dramatically
misrepresented GameOn’s true cash position.
6. The scheme unraveled in early July 2024 when GameOn’s Board obtained access
to the company’s actual bank accounts and determined that prior financial statements that
Beckman provided were false and that the company had insufficient funds to pay its employees.
Beckman subsequently resigned under pressure from the Board, and GameOn laid off nearly all
of its employees. On July 11, 2024, the company’s senior officers sent an email to GameOn’s
shareholders stating that GameOn’s prior financial statements were false and could no longer be
relied upon. The email explained that Beckman had misrepresented GameOn’s financial
performance and operations and “used elaborate lies and deception” to mislead the Board and
investors about the company’s finances.
7. As a result of the conduct alleged in this Complaint, Beckman and Lau (together,
“Defendants”) violated antifraud provisions of the federal securities laws. Specifically,
Defendants violated Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15
U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5], Beckman violated Sections
17(a)(1) through (3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. §§ 77q(a)(1)-
(3)], and Lau violated Sections 17(a)(1) and (3) of the Securities Act.

COMPLAINT - 4 - SEC V. BECKMAN, ET AL.

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JURISDICTION AND VENUE
8. The SEC brings this action pursuant to Sections 20(b), 20(d), and 22(a) of the
Securities Act [15 U.S.C. §§ 77t(b), 77t(d), and 77v(a)] and Sections 21(d), 21(e), and 27 of the
Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].
9. This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d)(1),
and 22(a) of the Securities Act [15 U.S.C. §§ 77t(b), 77t(d)(1), and 77v(a)] and Sections 21(d),
21(e), and 27 of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].
10. Defendants, directly or indirectly, made use of the means and instruments of
interstate commerce or of the mails in connection with the acts, transactions, practices, and
courses of business alleged in this Complaint.
11. Venue is proper in this District pursuant to Section 22(a) of the Securities Act [15
U.S.C. § 77v(a)] and Section 27(a) of the Exchange Act [15 U.S.C. § 78aa(a)]. Acts,
transactions, practices, and courses of business that form the basis for the violations alleged in
this Complaint occurred in this District. Defendants met with and/or solicited prospective
investors in this District, and offers and sales of securities took place in this District.
12. Under Civil Local Rule 3-2(d), this civil action should be assigned to the San
Francisco Division because a substantial part of the acts and transactions constituting the alleged
violations occurred in San Francisco and Defendants reside in San Francisco.
DEFENDANTS
13. Alexander Beckman, age 41, is a resident of San Francisco, California. Beckman
co-founded GameOn and was its Chief Executive Officer and a Board member until July 1,
2024.
14. Valerie Lau, age 38, is a resident of San Francisco, California. While not an
official GameOn employee, Lau had a GameOn company email address and frequently
performed tasks purportedly on behalf of GameOn, including communicating directly with
investors. Lau is an attorney licensed to practice law in California since 2015 and worked as the
General Counsel of a venture capital firm. Beckman and Lau were married on or about October
30, 2023.

COMPLAINT - 5 - SEC V. BECKMAN, ET AL.

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RELATED ENTITY
15. The ON Platform Inc. f/k/a GameOn Inc. is a Delaware corporation with its
principal place of business in San Francisco, California. From 2014 to approximately December
2023, the company operated under the name “GameOn Inc.” In December 2023, the company
changed its name to “The ON Platform Inc.”
FACTUAL ALLEGATIONS
I. GameOn’s History and Fundraising.
16. Beckman co-founded GameOn in 2014 and was the company’s CEO and a Board
member until he resigned in July 2024. The company’s stated mission was to provide an
“industry-leading intelligent chat platform that powers authentic conversational experiences for
some of the world’s largest and most popular brands, teams and content properties.”
17. For most of its history, GameOn operated without a CFO. From at least 2019
through Beckman’s resignation in July 2024, Beckman was responsible for the preparation of
GameOn’s financial statements that were distributed to investors, including balance sheets,
income statements, cash flow statements, and customer revenue reports. Beckman also was one
of the few signatories for the company’s bank and financial accounts and authorized and/or
supervised the wiring and transfer of funds in and out of those accounts.
18. Both Beckman and Lau were involved in GameOn’s fundraising efforts from at
least 2019 through June 2024. Beckman led the fundraising efforts and communicated with
potential investors through email, phone calls, video conferences, text messages, and in-person
meetings. Lau frequently communicated with potential investors, primarily through email.
19. Between 2019 and 2024, GameOn raised more than $60 million from a variety of
institutional, venture capital, and individual investors. Throughout this period, GameOn was
frequently in financial distress, routinely received overdraft notices from its banks, and regularly
failed to generate enough cash to pay its operational expenses.

COMPLAINT - 6 - SEC V. BECKMAN, ET AL.

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II. Beckman Misrepresented GameOn’s Financial Condition and Performance to
Investors, and Beckman and Lau Provided Investors with Fake Audit Reports.
20. Between 2019 and 2024, when soliciting investments in GameOn’s securities,
Beckman made numerous false and misleading statements and provided investors with false
documentation concerning GameOn’s financial condition and performance. This false
information included annual and quarterly financial statements showing inflated revenue, net
income, cash, and customer-by-customer revenue. Beckman also provided investors with fake
audit reports, purportedly prepared by two large audit firms, PwC and Moss Adams LLP (“Moss
Adams”). Beckman created the fictitious audit reports using sample audit reports that Lau
provided from unrelated companies. The fake audit reports contained “unqualified” audit
opinions r egarding GameOn’s inflated financials. Lau sent the fake PwC audit report to an
investor’s representative and was copied on multiple communications that Beckman sent to
investors attaching both fake audit reports purportedly from PwC and Moss Adams. Beckman
also sent multiple investors forged bank records showing significant revenue flowing into
GameOn’s bank accounts from key customers that never actually paid GameOn those funds.
Additionally, Beckman created fake email accounts impersonating certain of GameOn’s
financial consultants and bankers, which he used to send false financial information to investors
and GameOn’s Board.
A. Beckman Misrepresented GameOn’s Revenue and Net Income.
21. In connection with GameOn’s offerings from at least 2019 through June 2024,
Beckman prepared and provided fictitious financial statements to numerous prospective
investors. These false financial statements purported to show tens of millions of dollars in annual
revenue and, in many instances, millions of dollars of net income. Among other things, they
included quarterly and annual financial statements purporting to reflect annual revenue of
approximately $12.2 million in 2019, $12 million in 2020, $31.7 million in 2021, $68.6 million
in 2022, and $100.6 million in 2023.
22. For example, on February 24, 2020, Beckman sent false financial statements to a
prospective investor (“Investor 1”) representing that GameOn had generated approximately

COMPLAINT - 7 - SEC V. BECKMAN, ET AL.

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$12.2 million in revenue and over $4.2 million in net income in 2019. Investor 1 subsequently
invested approximately $2 million in the company.
23. On May 19, 2021, Beckman sent another investor (“Investor 2”) financial
statements representing that GameOn generated approximately $11.9 million in revenue in 2020,
and approximately $10.9 million in revenue and $1.2 million in net income in 2021 (as of May
15, 2021). Investor 2 subsequently invested more than $5 million in the company.
24. In October and November 2021, Beckman sent an additional investor (“Investor
3”) financial statements representing that GameOn had generated annual recurring revenue of
approximately $23.5 million as of October 2021 (including $15.75 million in advertising
revenue), and that a total of $32.3 million was expected by the end of December 2021. Investor 3
subsequently invested approximately $2.25 million in the company. In June 2022, Beckman sent
Investor 3 additional financial statements representing that GameOn generated revenue of
approximately $31.7 million in 2021 and $15.8 million in the first quarter of 2022. The
financials also represented that the company had been profitable for three consecutive years.
Investor 3 subsequently invested another $100,000 in the company.
25. In March 2023, Beckman sent another investor (“Investor 4”) financial statements
reflecting revenue of approximately $31.7 million in 2021 and $68.6 million in 2022. The
investor subsequently invested approximately $1.5 million in the company.
26. In June 2023, Beckman sent an additional investor (“Investor 5”) financials
showing revenue of approximately $31.7 million in 2021, $68.6 million in 2022, and $21.8
million in the first quarter of 2023. Investor 5 subsequently invested approximately $3 million in
the company.
27. In January 2024, Beckman sent another investor (“Investor 6”) financials showing
revenue of $31.7 million in 2021 and $68.6 million in 2022 (identified as “gross sales” in 2022).
Investor 6 subsequently invested approximately $3.1 million in the company.
28.  These representations, and many other identical financial statements that
Beckman sent to investors from 2019 through 2024, were false. According to internal company
financial records, including bank records and financial analyses, as well as financial statements

COMPLAINT - 8 - SEC V. BECKMAN, ET AL.

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prepared by a financial consultant that GameOn hired in November 2023 to serve as a
“Fractional CFO” (“Financial Consultant 1”), the company never generated more than $500,000
in annual revenue. Additionally, GameOn never generated advertising revenue and the company
lost millions of dollars each year.  In fact, GameOn routinely struggled to pay operating expenses
and payroll, and continued operating by raising additional funds from investors.
29. Beckman knew, or was reckless in not knowing, that the financial representations
he made to investors between 2019 and 2024 were false. He controlled GameOn’s financial and
bank accounts which showed that the company’s true revenue and cash levels were far lower
than represented. Beckman also received the company’s internal financial records, including
financial analyses prepared by another financial consultant that GameOn hired prior to 2020
(“Financial Consultant 2”). For example, on April 10, 2023, Financial Consultant 2 sent
Beckman a “Profit and Loss” statement showing that GameOn had net losses of approximately
$20 million and only $215,000 in total revenue during the four years ending December 2021.
Likewise, in early December 2023, Financial Consultant 2 sent Beckman another “Profit and
Loss” statement for January through October 2023 showing approximately $108,000 in total
revenue and net losses of approximately $15.7 million.
30. Beckman’s repeated misrepresentations from 2019 through June 2024 regarding
GameOn’s    revenue and net income were important to investors because they created the false
impression that GameOn was a rapidly growing and financially stable company.
B. Beckman Misrepresented GameOn’s Cash Balance.
31. From at least 2019 through June 2024, Beckman provided investors with financial
statements showing that GameOn had tens of millions of dollars in cash, including millions of
dollars in specific operating accounts at large financial and banking firms.  For example, in
October 2021, Beckman sent Investor 3 financial statements representing that GameOn had a
total cash balance of approximately $21.7 million “as of” September 30, 2021. This
representation was false. As of September 30, 2021, GameOn’s cash balance was approximately
$5.4 million.

COMPLAINT - 9 - SEC V. BECKMAN, ET AL.

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32. Similarly, on March 21, 2023, Beckman sent financials to Investor 4 representing
that GameOn had a total cash balance of approximately $31.8 million “as of December 31, 2023
[sic].”  But GameOn’s actual bank statements show that its cash balance on December 31, 2022
was approximately $5.3 million and approximately $1.5 million as of March 21, 2023.
33. On June 8, 2023, Beckman sent financials to Investor 5 representing that GameOn
had a total cash balance of approximately $26 million “as of” March 31, 2023, including $25.7
million in a specific account at a prominent financial and banking firm (“Bank 1”). These
representations w ere false. As of March 31, 2023, GameOn’s total cash balance was
approximately $917,000, including approximately $593,000 in its account at Bank 1.
34. On March 4, 2024, Beckman sent Investor 5 financials representing that GameOn
had a total cash balance of approximately $29.4 million “as of” December 31, 2023, including
approximately $15 million in its account at Bank 1. These representations were false. As of
December 31, 2023, GameOn’s true cash balance was approximately $112,000—far lower than
Beckman represented—including $0 in its account at Bank 1.
35. From 2019 to July 2024 when Beckman was forced to resign, GameOn’s actual
total year-end cash balance never exceeded approximately $7.5 million a nd had steadily declined
from approximately $7.5 million at the end of 2021, to $5.3 million at the end of 2022, and then
$112,000 by the end of 2023. At the time of Beckman’s resignation, GameOn’s cash balance
was approximately $665,000. Also, from late February 2020 to December 2022, the company’s
cash balance at Bank 1 never exceeded more than approximately $2,700. Although the Bank 1
balance sporadically increased for short periods in 2023 and 2024 (primarily due to new investor
funds), by the end of 2023 the balance was $0, and at the end of June 2024 the balance was
$0.37. When GameOn’s Board accessed the company’s true financial records in July 2024, they
informed GameOn’s investors that the company only had approximately $550,000 in total cash
as of July 8, 2024, including $0.37 in its account at Bank 1.
36. Beckman knew, or was reckless in not knowing, that the information about
GameOn’s cash balance he provided to investors was false. Beckman was one of the few
GameOn employees to have access to the company’s bank and financial accounts, including the

COMPLAINT - 10 - SEC V. BECKMAN, ET AL.

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account at Bank 1. In addition, from approximately 2019 to June 2024, Beckman received
numerous communications, including bank overdraft notices and past due invoices, showing that
GameOn was in financial distress, had overdrawn its bank accounts, and struggled to pay its
regular operating expenses.
37. Beckman’s misrepresentations from 2019 through June 2024 regarding
GameOn’s cash balance were important to investors because they presented the company as
financially sound and even profitable when it was frequently in a state of financial distress and
struggled to pay operating expenses.

C. Beckman and Lau Misled Investors With Fake Audit Reports.
38. From approximately June 2022 to 2024, Beckman, with Lau’s assistance, created
and disseminated fake audit reports purportedly issued by two prominent audit firms, PwC and
Moss Adams. The audit reports included “unqualified” or “clean” audit opinions regarding
GameOn’s grossly inflated 2021 and 2022 financial statements. But neither firm ever audited
GameOn and the financial statements referenced in the fake reports were false as well.
39. On June 20, 2022, Lau sent Beckman an email attaching a “sample” Moss Adams
audit report for an unrelated company. The sample audit report included a watermark from Lau’s
employer, a venture capital firm. The next day, June 21, 2022, Beckman emailed a fake Moss
Adams audit report to GameOn’s Board regarding the company’s 2021 financial results. Several
GameOn investors, including Investor 1, Investor 2, Investor 4, and one of GameOn’s early
investors (“Investor 7”), sat on the GameOn Board and received the fake Moss Adams report.
Beckman’s cover email represented that the Moss Adams report was “an audit of our Operations
and Finances for 2021.” The report itself stated that it was a “Report of Independent Auditors
and Financial Statements” purportedly issued and signed by Moss Adams on June 16, 2022. The
report contained fictitious GameOn financial statements for 2021, including inflated revenue
($31.8 million), cash ($28.2 million), and net income ($750,000). The report also included an
“unqualified opinion” regarding GameOn’s 2021 financials. Unbeknownst to the Board and its
investor members, the report was a forgery and Moss Adams never audited GameOn.

COMPLAINT - 11 - SEC V. BECKMAN, ET AL.

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40. Similar to the sequence of events underlying the fake Moss Adams report a year
earlier, on July 27, 2023, Lau sent Beckman a “sample audit” report from PwC for an unrelated
insurance company. The next day, July 28, 2023, Lau emailed Beckman a draft email addressed
to GameOn’s Board and its investor members stating that the company’s 2021 financial
statements had been audited by Moss Adams. The draft email also stated that another audit firm,
whose name was left blank, had already commenced an audit of GameOn’s 2022 financials
which would be completed within 60 days. Later that day, Beckman sent an email to GameOn’s
Board and its investor members falsely representing that “we have started the process of auditing
our 2022 financials,” “we used Moss Adams for 2021 and are using PwC for last year,” and that
he “expect[ed] the audit to be done in 60 days” because “the first one [Moss Adams] took a little
over 60 days from start to finish.” Additionally, according to minutes of a July 31, 2023
GameOn Board meeting, Beckman “reported that the company has engaged PwC to audit the
Company’s 2022 financial statements, and PwC has commenced its work on the audit.”
Beckman subsequently forwarded his July 28, 2023 Board email to Lau on August 4, 2023.
41. On October 23, 2023, Beckman sent Lau a fake PwC audit report based on the
prior sample she provided, stating “attached please take look.” Beckman also forwarded Lau her
prior July 2023 email to him attaching the “sample” PwC audit report for the unrelated insurance
company. A few hours later, Beckman sent an email to GameOn’s Board (which at the time
included Investors 1, 2, 4, 6, and 7 as Board members or observers) attaching the fake PwC audit
report concerning GameOn’s 2022 financials. Beckman’s October 23, 2023 email—which blind
copied Lau—stated that the PwC report was “the report of our 2022 audit.” This fake PwC report
largely mirrored the sample that Lau provided Beckman in July 2023 but changed the date (from
May 1, 2023 to October 16, 2023) and inserted fictitious financials and other information
specific to GameOn. The fraudulent report also included a forged PwC signature and an
“unqualified” opinion regarding GameOn’s purported 2022 financials, including inflated revenue
($32.4 million) and cash ($31.8 million), as well as understated net losses (-$350,480). The
referenced financials, like the report itself, were fabricated.

COMPLAINT - 12 - SEC V. BECKMAN, ET AL.

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42. On December 7, 2023, Investor 4, one of GameOn’s largest investors who sat on
the Board, emailed Beckman questions about apparent discrepancies between the PwC report
and other financial information that Beckman previously circulated, including whether PwC had
approved GameOn’s revenue recognition practices. Beckman falsely responded, “[w]hat we
have done so far, according to PwC is fine.”
43. On March 19, 2024, another investor (“Investor 8”) and his representative
emailed Beckman and Lau requesting “audited financials” in connection with a new investment.
Later that day, Lau emailed the fake PwC audit report to the prospective investor’s
representative, falsely stating “please find attached the latest audited financials” and “[w]e would
of course appreciate if these were kept confidential.” The investor later invested $100,000 in the
company. Over the course of the next few months, Beckman continued to send the fake PwC and
Moss Adams audit reports to prospective investors, copying Lau on several of those emails. Lau
never corrected the falsely disseminated information regarding the fake PwC audit report,
despite knowing that PwC had never audited GameOn and that the report was a forgery.
44. Defendants’ statements to investors concerning purported audits of GameOn’s
financials were false. GameOn’s financials had never been audited by Moss Adams or PwC.
Beckman knew, or was reckless in not knowing, that GameOn had never hired those audit firms
and that the audit reports were forgeries. Regarding Moss Adams, Beckman never engaged the
firm in any capacity. He simply modified the Moss Adams report that Lau provided for an
unrelated company.
45. Additionally, Beckman and Lau both knew, or were reckless in not knowing, that
GameOn had never hired PwC. They had merely set up introductory calls with PwC in
September and October 2023 to inquire about a potential audit engagement—which never
happened. Yet Beckman had already made false statements about the PwC audit in July 2023
and distributed the fake PwC audit report to GameOn’s Board and investors in October 2023,
copying Lau. When PwC followed up with an initial “proposal” in November 2023 and
requested certain financial information, Beckman and Lau failed to substantively respond and
GameOn never retained PwC in any capacity. Thus, at the time Beckman and Lau sent the

COMPLAINT - 13 - SEC V. BECKMAN, ET AL.

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purported PwC audit report to investors, they knew, or were reckless in not knowing, that the
report circulated to those investors was fake.
46. Defendants’ misrepresentations regarding the purported audits of GameOn’s
financials, and the provision of the fake audit reports to investors, were important to investors
because the fake audit reports provided false assurances that GameOn’s grossly inflated
financials were genuine and accurate.

D. Beckman Misled Investors Regarding GameOn’s Customer Contracts and
Revenue.
47. Beckman repeatedly made misrepresentations and provided false documentation
to investors concerning GameOn’s customer contracts and associated revenue. For example, on
June 8, 2023, Beckman sent Investor 5 a detailed financial report that included historical revenue
for each of GameOn’s purported major customers, including the NBA, NHL, and PGA, as well
as numerous other professional sports teams, fashion brands, and public companies. The report
represented that GameOn had generated $21.8 million in quarterly revenue from over 35
customers in 1Q23 (ending March 31, 2023), including millions of dollars in advertising
revenue. The report also specifically represented that certain high-profile contracts had generated
millions of dollars in total revenue, with approximately $15 million from the NBA, $2.15 million
from the NHL, $2.3 million from the PGA, and $3.2 million from Coca-Cola. Shortly after
receiving this report, Investor 5 made a $3 million investment in GameOn’s securities.
48. Similarly, on December 11, 2023, Beckman sent an updated customer revenue
report to one of GameOn’s largest investors (Investor 4) showing $26.2 million in customer
revenue for 3Q23 (ending September 30, 2023), including millions of dollars in revenue from the
NBA, NHL, PGA, and Coca-Cola, among others. When Investor 4 later asked for documentation
evidencing the customer revenue payments and the associated contracts in June 2024, Beckman
created and sent Investor 4 an electronic folder of fake contract summaries showing fictitious
amounts and categories of revenue for numerous individual customers.
49. These representations concerning customer revenue and contracts, and other
similar representations made to investors about customer revenue, were false. GameOn never

COMPLAINT - 14 - SEC V. BECKMAN, ET AL.

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generated more than $500,000 in annual revenue for the entire company, let alone millions of
dollars from specific contracts. Many of GameOn’s contracts with large customers, including the
NBA, NHL, and PGA, not only failed to generate the revenue that Beckman represented but
instead required GameOn to pay significant fees to license and use the customers’ brands and
related content in GameOn’s product. For example, GameOn’s contract with the NBA required
GameOn to pay over $5 million in licensing fees (more than $1 million per year), which was
more than GameOn’s entire company revenue stream. Similarly, GameOn’s contract with the
NHL required GameOn to pay approximately $2 million in licensing fees over three years, and
GameOn’s contract with the PGA required GameOn to pay more than $1 million in licensing
fees over two years. Additionally, some of the purported contracts with large companies that
Beckman touted to investors—such as the alleged contract with Coca-Cola—did not exist. Many
other contracts with prominent customers were merely pilot programs that generated no revenue.
Further, Beckman’s statements about generating millions of dollars of advertising revenue were
false, as GameOn never generated revenue from advertising.
50. Beckman knew, or was reckless in not knowing, that GameOn had not generated
more than $500,000 in total revenue in any given year—let alone millions of dollars in revenue
from customers like the NBA, NHL, and PGA—and that GameOn did not have contracts with
certain large purported customers like Coca-Cola. Beckman negotiated, signed, and/or approved
the company’s major contracts and controlled GameOn’s financial and bank accounts. Beckman
also knew, or was reckless in not knowing, that many of GameOn’s contracts with key
customers required GameOn to pay significant fees to those customers rather than the other way
around. Indeed, Beckman frequently communicated with those customers about the true
financial arrangements, including GameOn’s repeated failure to pay contractual fees. For
example, the NBA, NHL, and PGA repeatedly emailed Beckman regarding GameOn’s failure to
pay significant fees under their contracts. At the time of Beckman’s resignation in July 2024, the
NBA was still owed approximately $1.1 million in unpaid fees and the NHL was still seeking
approximately $1.125 million in past due invoices dating back to March 2020.

COMPLAINT - 15 - SEC V. BECKMAN, ET AL.

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51. In an apparent attempt to conceal his misrepresentations regarding GameOn’s
customer contracts from investors, Beckman created counterfeit bank account statements that he
sent to GameOn’s Board and multiple investors showing that major customers like the NBA had
paid GameOn millions of dollars. For example, on June 27, 2023, in response to a request from
Investor 5 for bank statements showing receipt of $3.28 million in purported revenue from
GameOn’s NBA contract, Beckman sent a forged bank statement showing a fictitious $3.28
million wire from the NBA to GameOn’s account in March 2023 that never occurred. Similarly,
on July 18, 2023, Beckman sent an email to Investor 7 attaching fake account statements from
two different banks showing millions of dollars in fictitious wire transfers from many large
customers, including the NBA, NHL, and PGA.
52. Beckman’s misrepresentations regarding GameOn’s customer contracts and
associated revenue were important to investors because they created a false picture that GameOn
had booked numerous high-profile customer contracts that generated millions of dollars in
revenue for the company.

E. Beckman and Lau Engaged in Additional Deceptive Conduct to Cover Up
the Fraud and Conceal the Truth From Investors.
53. In November 2023, GameOn hired Financial Consultant 1 to review and reconcile
the company’s financial information. In May 2024, following months of analysis, the consultant
raised a number of questions and financial irregularities to GameOn’s Board. The Board then
held a special meeting and, on May 26, 2024, sent Beckman an email demanding that he provide
detailed information supporting the company’s financial statements and cash position, including
account statements from Bank 1 and details concerning the purported PwC audit. In response to
these inquiries, Beckman engaged in an elaborate series of lies and deceitful conduct. Beckman
impersonated multiple Bank 1 employees and both of GameOn’s financial consultants, and
Beckman and Lau worked together to present a forged account statement from Bank 1 to a
GameOn Board member and investor (Investor 2) who had demanded that Beckman provide
proof of GameOn’s cash balance.

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54. For example, on May 30, 2024—a few days after the Board demanded that
Beckman provide proof supporting his representations regarding the PwC audit and GameOn’s
financial position—Beckman created a fake GameOn email address impersonating an employee
of Financial Consultant 2. That same day, Beckman used the fake email address to send fictitious
financial statements to a Board member (Investor 4), in an apparent attempt to create the false
impression that the consultant had reviewed and approved GameOn’s inflated financials.
Beckman also used the fictitious email address to create a fake email exchange between the
consultant and himself, making it look like the consultant prepared the false financials and sent
them to Beckman. Beckman then forwarded the fabricated exchange to Investor 4. Following
receipt of this fictitious email exchange in May 2024, Investor 4 asked Beckman for the
consultant’s phone number to verify the financial information that Beckman provided using the
fake email account. Investor 4 later reported to the Board that when he called the phone number
Beckman provided, the person that answered the call sounded like a disguised version of
Beckman’s voice.
55. Beckman also created fake email accounts impersonating Bank 1 employees
assigned to GameOn’s account to deceive GameOn’s Board and investors into believing that
there were millions of dollars in the Bank 1 account, when it was actually nearly empty. In April
and May 2024, Beckman used fictitious Bank 1 email addresses to communicate false
information to Financial Consultant 1 and another senior GameOn executive who were
attempting to access GameOn’s funds and reconcile its cash position on behalf of the Board and
its investor directors. The fake email addresses used a slight variation of Bank 1’s real email
address domain. One of the fictitious email exchanges purporting to be from Bank 1 made up
false excuses for why GameOn could not access its funds, including that millions of dollars were
locked up in Certificates of Deposit that could not immediately be liquidated. Another fake email
exchange created a ruse about Bank 1 conducting an internal investigation of potential
misconduct by one of the employees servicing GameOn’s account, which supposedly delayed
Bank 1’s ability to release GameOn’s funds. Beckman used these fake email exchanges to

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mislead GameOn’s Board and its investor directors about GameOn’s true cash position and its
inability to access funds.
56. Beckman and Lau also engaged in an elaborate scheme to deceive a GameOn
Board member into believing that the company had $13.3 million in its Bank 1 account when the
balance was close to $0. On June 3, 2024, security camera footage from a Bank 1 branch near
GameOn’s offices in San Francisco captured the image of a woman who appears to be Lau enter
the bank and meet with a Bank 1 employee. The woman then requested that the bank employee,
who did not have access to GameOn’s accounts, print out a paper copy of a Bank 1 account
statement for GameOn that she planned to email the bank—and then give the statement to
Beckman when he arrived at the bank later that day. A few hours later on June 3, 2024, Lau
emailed the bank employee stating “please print, thank you” and attaching a counterfeit Bank 1
statement showing a cash balance of $13.3 million in GameOn’s account as of May 31, 2024. As
Lau requested, the bank employee printed out the statement and put it in an envelope for
Beckman. Later that same day, Beckman arrived at the bank accompanied by a GameOn Board
member (Investor 2) who was there to verify the cash in GameOn’s Bank 1 account. The bank
employee gave the envelope containing the counterfeit account statement to Beckman who then
handed the envelope to the Board member and exited the bank. The Board member subsequently
provided the fake Bank 1 account statement showing a $13.3 million balance to GameOn’s
entire Board of Directors.
57. Two days earlier, on June 1, 2024, Beckman had emailed himself a copy of
GameOn’s actual Bank 1 statement for April 2024 showing a $0 balance as of April 30, 2024.
And the company’s true Bank 1 statement for May 2024 showed an ending balance of $25.93.
F.  Beckman and Lau Used GameOn’s Money for Their Personal Benefit.
58. Beckman and Lau regularly used GameOn’s money to pay for personal expenses.
For example, in April 2022, Beckman, with Lau’s knowledge, transferred millions of dollars
from GameOn’s bank account to Beckman and Lau’s personal joint account to fund the purchase
of a $4.25 million house. Also, in June 2024, Beckman used GameOn company funds to pay his
employees at another, unrelated company that he managed. Additionally, between approximately

COMPLAINT - 18 - SEC V. BECKMAN, ET AL.

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2019 and 2024, Beckman used GameOn’s money to pay personal credit card bills and make
payments for personal expenses, including, among other things, private school donations, car
payments, a luxury watch, and other jewelry and designer store purchases. Likewise, between
approximately 2021 and 2024, Lau used GameOn’s money to pay her personal credit card bills.
III. The Scheme Unravels and GameOn’s Board Forces Beckman to Resign.
59. On July 11, 2024, following months of investigation by Financial Consultant 1
and GameOn’s Board, the company’s interim co-Presidents sent an email to GameOn’s investors
stating that the Board had determined that the company’s prior financial statements were false
and could no longer be relied upon. The email further stated that Beckman had, among other
things, made “abjectly false” statements about GameOn’s finances and operations and “used
elaborate lies and deception” to mislead the Board about the company’s cash levels.
Additionally, the email noted that, contrary to Beckman’s representations that the company had
over $10 million in one of its financial accounts, the true account balance was only $0.37. The
email also announced that Beckman had resigned on July 1, 2024 and that due to GameOn’s
cash crisis, the company was forced to lay off nearly all of its 60 employees.
FIRST CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder Against
Defendants Beckman and Lau
60. The SEC realleges and incorporates by reference paragraphs 1 through 59.
61. Defendants Beckman and Lau, by engaging in the conduct described above,
directly or indirectly, in connection with the purchase or sale of securities, by use of means or
instrumentalities of interstate commerce, or of the mails, with scienter:
a. Employed devices, schemes, or artifices to defraud;
b. Made untrue statements of material facts or omitted to state material facts
necessary in order to make the statements made, in the light of the
circumstances under which they were made, not misleading; and
c. Engaged in acts, practices, or courses of business which operated or
would operate as a fraud or deceit upon other persons, including

COMPLAINT - 19 - SEC V. BECKMAN, ET AL.

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purchasers of securities.
62. By reason of the foregoing, Defendants violated, and unless restrained and
enjoined will continue to violate, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and
Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].
SECOND CLAIM FOR RELIEF
Violations of Sections 17(a)(1), (2) and (3) of the Securities Act Against Defendant
Beckman
63. The SEC realleges and incorporates by reference paragraphs 1 through 59.
64. Defendant Beckman, by engaging in the conduct described above, directly or
indirectly, in the offer or sale of securities, by use of the means of instruments of transportation
or communication in interstate commerce or by use of the mails:
a. with scienter, employed devices, schemes, or artifices to defraud;
b. obtained money or property by means of untrue statements of material
fact or by omitting to state a material fact necessary in order to make the
statements made, in light of the circumstances under which they were
made, not misleading; and
c. engaged in transactions, practices, or courses of business which operated
or would operate as a fraud or deceit upon purchasers.
65. By reason of the foregoing, Defendant Beckman violated, and unless restrained
and enjoined will continue to violate, Sections 17(a)(1), (2), and (3) of the Securities Act [15
U.S.C. §§ 77q(a)(1)-(3)].
THIRD CLAIM FOR RELIEF
Violations of Sections 17(a)(1) and (3) of the Securities Act Against Defendant Lau
66. The SEC realleges and incorporates by reference paragraphs 1 through 59.
67. Defendant Lau, by engaging in the conduct described above, directly or
indirectly, in the offer or sale of securities, by use of the means of instruments of transportation
or communication in interstate commerce or by use of the mails:
a. with scienter, employed devices, schemes, or artifices to defraud; and

COMPLAINT - 20 - SEC V. BECKMAN, ET AL.

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b. engaged in transactions, practices, or courses of business which operated
or would operate as a fraud or deceit upon purchasers.
68. By reason of the foregoing, Defendant Lau violated, and unless restrained and
enjoined will continue to violate, Sections 17(a)(1) and (3) of the Securities Act [15 U.S.C. §§
77q(a)(1) and (3)].
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that the Court:
I.
Permanently enjoin Defendants Beckman and Lau from violating, directly or indirectly,
Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. §
240.10b-5].
II.
Permanently enjoin Defendant Beckman from violating Section 17(a) of the Securities
Act [15 U.S.C. § 77q(a)].
III.
Permanently enjoin Defendant Lau from violating Sections 17(a)(1) and (3) of the
Securities Act [15 U.S.C. §§ 77q(a)(1) and (3)].
IV.
Permanently enjoin Defendants Beckman and Lau from directly or indirectly, including,
but not limited to, through any entity owned or controlled by them, participating in the issuance,
purchase, offer, or sale of any security; provided, however, that such injunctions shall not
prevent Beckman or Lau from purchasing or selling securities for their own personal accounts.
V.
Permanently bar Defendants Beckman and Lau from serving as an officer or director of
any issuer having a class of securities registered with the Commission pursuant to Section 12 of
the Exchange Act [15 U.S.C. § 78l] or that is required to file reports pursuant to Section 15(d) of
the Exchange Act [15 U.S.C. § 78o(d)], pursuant to Section 20(e) of the Securities Act [15
U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)].

COMPLAINT - 21 - SEC V. BECKMAN, ET AL.

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VI.
Order Defendants Beckman and Lau to disgorge all ill-gotten gains received as a result of
their unlawful conduct plus prejudgment interest thereon pursuant to Sections 21(d)(3), 21(d)(5),
and 21(d)(7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3), 78u(d)(5), and 78u(d)(7)].
VII.
Order Defendants Beckman and Lau to pay civil monetary penalties pursuant to Section
20(d) of the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d) of the Exchange Act [15
U.S.C. § 78u(d)(3)].
VIII.
Retain jurisdiction of this action in accordance with the principles of equity and the
Federal Rules of Civil Procedure in order to implement and carry out the terms of all orders and
decrees that may be entered, or to entertain any suitable application or motion for additional
relief within the jurisdiction of this Court.
IX.
Grant such other and further relief as this Court may deem just and necessary.

Dated:  January 23, 2025 Respectfully submitted,

  /s/ Eli R. Greenstein
Eli R. Greenstein
Attorney for Plaintiff
SECURITIES AND EXCHANGE COMMISSION

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COMPLAINT  SEC V. BECKMAN, ET AL.  

MONIQUE C. WINKLER (Cal. Bar No. 213031) 
[email protected] 

JASON H. LEE (Cal. Bar No. 253140) 
[email protected] 

MARC D. KATZ (Cal. Bar No. 189534) 
[email protected] 

SHEILA O’CALLAGHAN (Cal. Bar No. 131032) 
[email protected] 

BERNARD B. SMYTH (Cal. Bar No. 217741) 
[email protected] 

ELI R. GREENSTEIN (Cal. Bar No. 217945) 
[email protected] 

 
Attorneys for Plaintiff  
SECURITIES AND EXCHANGE COMMISSION 
44 Montgomery Street, Suite 700 
San Francisco, California 94104 
Telephone: (415) 705-2500 
Facsimile:  (415) 705-2501 

SECURITIES AND EXCHANGE COMMISSION, 
 

Plaintiff, 
 

v. 
 
ALEXANDER C. BECKMAN and 
VALERIE H. LAU,   
 

Defendants. 

Case No. 
 
 
 
COMPLAINT 
 
JURY TRIAL DEMAND 

 

  

Plaintiff Securities and Exchange Commission (“SEC”) alleges: 

SUMMARY OF THE ACTION 

1. From at least 2019 through 2024, Defendant Alexander Beckman engaged in a 

fraudulent scheme to mislead investors and raise more than $60 million by falsely inflating the 

financial performance and commercial success of The ON Platform Inc., f/k/a GameOn Inc. 

 
UNITED STATES DISTRICT COURT 

 
NORTHERN DISTRICT OF CALIFORNIA 

 
SAN FRANCISCO DIVISION 

 

 

Case 3:25-cv-00800     Document 1     Filed 01/23/25     Page 1 of 21



 

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(“GameOn”), a San Francisco-based AI chat startup company. Beckman co-founded GameOn 

and was its CEO and a member of its Board of Directors (“Board”) until his resignation from 

both positions on July 1, 2024. In connection with GameOn’s securities offerings, Beckman 

made false and misleading statements to investors that grossly inflated the company’s financial 

performance. Beckman falsely represented to investors that GameOn had generated tens of 

millions of dollars in annual revenue and positive net income from dozens of contracts with 

high-profile customers. But in reality, GameOn’s annual revenue never exceeded $500,000, the 

company was never profitable, and GameOn was losing millions of dollars every year. In 

addition, Beckman repeatedly provided investors with fictitious company balance sheets 

reflecting millions of dollars in cash when the true cash position was a tiny fraction of what was 

represented—and at times close to zero.  

2. Defendant Valerie Lau is a California attorney who married Beckman on or 

around October 30, 2023. Lau participated in the deceptive scheme by, among other things, 

helping Beckman create and disseminate a fake audit report with the logo and signature of a 

prominent “Big Four” accounting firm, PricewaterhouseCoopers LLP (“PwC”). Despite 

knowing that PwC had never performed any audit for GameOn, Lau and Beckman sent this fake 

audit report to multiple investors and their representatives while Beckman was trying to induce 

them to purchase GameOn’s securities.  

3. Beckman also provided investors with fictitious customer revenue reports 

reflecting millions of dollars in recurring revenue from dozens of high-profile customers, 

including national sports leagues such as the National Basketball Association (“NBA”), National 

Hockey League (“NHL”), and Professional Golfers’ Association (“PGA”) as well as prominent 

brands like Coca-Cola. In reality, GameOn was generating very little (if any) revenue from many 

of these supposed top customers and was instead paying those entities significant fees for using 

their branded content. Some of the largest purported customers, to which Beckman attributed 

millions of dollars in revenue, had no contracts with GameOn at all. In other cases, GameOn was 

simply conducting pilot programs for free or in exchange for nominal subscription fees. 

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4. Beckman also sent multiple investors fake bank statements that falsely showed 

millions of dollars in cash on hand and fictitious payments to GameOn from supposedly key 

customers. Numerous investors, including individuals, institutions, and venture funds, purchased 

GameOn’s securities after receiving false financial records. 

5. In an apparent attempt to help perpetuate this fraud and conceal GameOn’s true 

financial status, Beckman created fake email accounts impersonating several of GameOn’s 

financial consultants and bankers and used those fictitious accounts to send false financial 

information to GameOn’s Board and investors. Additionally, when the company’s Board 

demanded that Beckman provide proof of the company’s true cash position, Lau helped 

Beckman disseminate to the Board and investors a fake bank statement that dramatically 

misrepresented GameOn’s true cash position. 

6. The scheme unraveled in early July 2024 when GameOn’s Board obtained access 

to the company’s actual bank accounts and determined that prior financial statements that 

Beckman provided were false and that the company had insufficient funds to pay its employees. 

Beckman subsequently resigned under pressure from the Board, and GameOn laid off nearly all 

of its employees. On July 11, 2024, the company’s senior officers sent an email to GameOn’s 

shareholders stating that GameOn’s prior financial statements were false and could no longer be 

relied upon. The email explained that Beckman had misrepresented GameOn’s financial 

performance and operations and “used elaborate lies and deception” to mislead the Board and 

investors about the company’s finances.  

7. As a result of the conduct alleged in this Complaint, Beckman and Lau (together, 

“Defendants”) violated antifraud provisions of the federal securities laws. Specifically, 

Defendants violated Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15 

U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5], Beckman violated Sections 

17(a)(1) through (3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. §§ 77q(a)(1)-

(3)], and Lau violated Sections 17(a)(1) and (3) of the Securities Act. 
  

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JURISDICTION AND VENUE 

8. The SEC brings this action pursuant to Sections 20(b), 20(d), and 22(a) of the 

Securities Act [15 U.S.C. §§ 77t(b), 77t(d), and 77v(a)] and Sections 21(d), 21(e), and 27 of the 

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

9. This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d)(1), 

and 22(a) of the Securities Act [15 U.S.C. §§ 77t(b), 77t(d)(1), and 77v(a)] and Sections 21(d), 

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

10. Defendants, directly or indirectly, made use of the means and instruments of 

interstate commerce or of the mails in connection with the acts, transactions, practices, and 

courses of business alleged in this Complaint.  

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

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

transactions, practices, and courses of business that form the basis for the violations alleged in 

this Complaint occurred in this District. Defendants met with and/or solicited prospective 

investors in this District, and offers and sales of securities took place in this District. 

12. Under Civil Local Rule 3-2(d), this civil action should be assigned to the San 

Francisco Division because a substantial part of the acts and transactions constituting the alleged 

violations occurred in San Francisco and Defendants reside in San Francisco. 

DEFENDANTS  

13. Alexander Beckman, age 41, is a resident of San Francisco, California. Beckman 

co-founded GameOn and was its Chief Executive Officer and a Board member until July 1, 

2024. 

14. Valerie Lau, age 38, is a resident of San Francisco, California. While not an 

official GameOn employee, Lau had a GameOn company email address and frequently 

performed tasks purportedly on behalf of GameOn, including communicating directly with 

investors. Lau is an attorney licensed to practice law in California since 2015 and worked as the 

General Counsel of a venture capital firm. Beckman and Lau were married on or about October 

30, 2023. 

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RELATED ENTITY 

15. The ON Platform Inc. f/k/a GameOn Inc. is a Delaware corporation with its 

principal place of business in San Francisco, California. From 2014 to approximately December 

2023, the company operated under the name “GameOn Inc.” In December 2023, the company 

changed its name to “The ON Platform Inc.” 

FACTUAL ALLEGATIONS  

I. GameOn’s History and Fundraising.  

16. Beckman co-founded GameOn in 2014 and was the company’s CEO and a Board 

member until he resigned in July 2024. The company’s stated mission was to provide an 

“industry-leading intelligent chat platform that powers authentic conversational experiences for 

some of the world’s largest and most popular brands, teams and content properties.” 

17. For most of its history, GameOn operated without a CFO. From at least 2019 

through Beckman’s resignation in July 2024, Beckman was responsible for the preparation of 

GameOn’s financial statements that were distributed to investors, including balance sheets, 

income statements, cash flow statements, and customer revenue reports. Beckman also was one 

of the few signatories for the company’s bank and financial accounts and authorized and/or 

supervised the wiring and transfer of funds in and out of those accounts.  

18. Both Beckman and Lau were involved in GameOn’s fundraising efforts from at 

least 2019 through June 2024. Beckman led the fundraising efforts and communicated with 

potential investors through email, phone calls, video conferences, text messages, and in-person 

meetings. Lau frequently communicated with potential investors, primarily through email.  

19. Between 2019 and 2024, GameOn raised more than $60 million from a variety of 

institutional, venture capital, and individual investors. Throughout this period, GameOn was 

frequently in financial distress, routinely received overdraft notices from its banks, and regularly 

failed to generate enough cash to pay its operational expenses. 
  

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II. Beckman Misrepresented GameOn’s Financial Condition and Performance to 

Investors, and Beckman and Lau Provided Investors with Fake Audit Reports.  

20. Between 2019 and 2024, when soliciting investments in GameOn’s securities, 

Beckman made numerous false and misleading statements and provided investors with false 

documentation concerning GameOn’s financial condition and performance. This false 

information included annual and quarterly financial statements showing inflated revenue, net 

income, cash, and customer-by-customer revenue. Beckman also provided investors with fake 

audit reports, purportedly prepared by two large audit firms, PwC and Moss Adams LLP (“Moss 

Adams”). Beckman created the fictitious audit reports using sample audit reports that Lau 

provided from unrelated companies. The fake audit reports contained “unqualified” audit 

opinions regarding GameOn’s inflated financials. Lau sent the fake PwC audit report to an 

investor’s representative and was copied on multiple communications that Beckman sent to 

investors attaching both fake audit reports purportedly from PwC and Moss Adams. Beckman 

also sent multiple investors forged bank records showing significant revenue flowing into 

GameOn’s bank accounts from key customers that never actually paid GameOn those funds. 

Additionally, Beckman created fake email accounts impersonating certain of GameOn’s 

financial consultants and bankers, which he used to send false financial information to investors 

and GameOn’s Board. 

A. Beckman Misrepresented GameOn’s Revenue and Net Income. 

21. In connection with GameOn’s offerings from at least 2019 through June 2024, 

Beckman prepared and provided fictitious financial statements to numerous prospective 

investors. These false financial statements purported to show tens of millions of dollars in annual 

revenue and, in many instances, millions of dollars of net income. Among other things, they 

included quarterly and annual financial statements purporting to reflect annual revenue of 

approximately $12.2 million in 2019, $12 million in 2020, $31.7 million in 2021, $68.6 million 

in 2022, and $100.6 million in 2023. 

22. For example, on February 24, 2020, Beckman sent false financial statements to a 

prospective investor (“Investor 1”) representing that GameOn had generated approximately 

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$12.2 million in revenue and over $4.2 million in net income in 2019. Investor 1 subsequently 

invested approximately $2 million in the company. 

23. On May 19, 2021, Beckman sent another investor (“Investor 2”) financial 

statements representing that GameOn generated approximately $11.9 million in revenue in 2020, 

and approximately $10.9 million in revenue and $1.2 million in net income in 2021 (as of May 

15, 2021). Investor 2 subsequently invested more than $5 million in the company.  

24. In October and November 2021, Beckman sent an additional investor (“Investor 

3”) financial statements representing that GameOn had generated annual recurring revenue of 

approximately $23.5 million as of October 2021 (including $15.75 million in advertising 

revenue), and that a total of $32.3 million was expected by the end of December 2021. Investor 3 

subsequently invested approximately $2.25 million in the company. In June 2022, Beckman sent 

Investor 3 additional financial statements representing that GameOn generated revenue of 

approximately $31.7 million in 2021 and $15.8 million in the first quarter of 2022. The 

financials also represented that the company had been profitable for three consecutive years. 

Investor 3 subsequently invested another $100,000 in the company. 

25. In March 2023, Beckman sent another investor (“Investor 4”) financial statements 

reflecting revenue of approximately $31.7 million in 2021 and $68.6 million in 2022. The 

investor subsequently invested approximately $1.5 million in the company. 

26. In June 2023, Beckman sent an additional investor (“Investor 5”) financials 

showing revenue of approximately $31.7 million in 2021, $68.6 million in 2022, and $21.8 

million in the first quarter of 2023. Investor 5 subsequently invested approximately $3 million in 

the company. 

27. In January 2024, Beckman sent another investor (“Investor 6”) financials showing 

revenue of $31.7 million in 2021 and $68.6 million in 2022 (identified as “gross sales” in 2022). 

Investor 6 subsequently invested approximately $3.1 million in the company. 

28.  These representations, and many other identical financial statements that 

Beckman sent to investors from 2019 through 2024, were false. According to internal company 

financial records, including bank records and financial analyses, as well as financial statements 

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prepared by a financial consultant that GameOn hired in November 2023 to serve as a 

“Fractional CFO” (“Financial Consultant 1”), the company never generated more than $500,000 

in annual revenue. Additionally, GameOn never generated advertising revenue and the company 

lost millions of dollars each year. In fact, GameOn routinely struggled to pay operating expenses 

and payroll, and continued operating by raising additional funds from investors.  

29. Beckman knew, or was reckless in not knowing, that the financial representations 

he made to investors between 2019 and 2024 were false. He controlled GameOn’s financial and 

bank accounts which showed that the company’s true revenue and cash levels were far lower 

than represented. Beckman also received the company’s internal financial records, including 

financial analyses prepared by another financial consultant that GameOn hired prior to 2020 

(“Financial Consultant 2”). For example, on April 10, 2023, Financial Consultant 2 sent 

Beckman a “Profit and Loss” statement showing that GameOn had net losses of approximately 

$20 million and only $215,000 in total revenue during the four years ending December 2021. 

Likewise, in early December 2023, Financial Consultant 2 sent Beckman another “Profit and 

Loss” statement for January through October 2023 showing approximately $108,000 in total 

revenue and net losses of approximately $15.7 million. 

30. Beckman’s repeated misrepresentations from 2019 through June 2024 regarding 

GameOn’s revenue and net income were important to investors because they created the false 

impression that GameOn was a rapidly growing and financially stable company. 

B. Beckman Misrepresented GameOn’s Cash Balance. 

31. From at least 2019 through June 2024, Beckman provided investors with financial 

statements showing that GameOn had tens of millions of dollars in cash, including millions of 

dollars in specific operating accounts at large financial and banking firms. For example, in 

October 2021, Beckman sent Investor 3 financial statements representing that GameOn had a 

total cash balance of approximately $21.7 million “as of” September 30, 2021. This 

representation was false. As of September 30, 2021, GameOn’s cash balance was approximately 

$5.4 million. 

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32. Similarly, on March 21, 2023, Beckman sent financials to Investor 4 representing 

that GameOn had a total cash balance of approximately $31.8 million “as of December 31, 2023 

[sic].” But GameOn’s actual bank statements show that its cash balance on December 31, 2022 

was approximately $5.3 million and approximately $1.5 million as of March 21, 2023. 

33. On June 8, 2023, Beckman sent financials to Investor 5 representing that GameOn 

had a total cash balance of approximately $26 million “as of” March 31, 2023, including $25.7 

million in a specific account at a prominent financial and banking firm (“Bank 1”). These 

representations were false. As of March 31, 2023, GameOn’s total cash balance was 

approximately $917,000, including approximately $593,000 in its account at Bank 1. 

34. On March 4, 2024, Beckman sent Investor 5 financials representing that GameOn 

had a total cash balance of approximately $29.4 million “as of” December 31, 2023, including 

approximately $15 million in its account at Bank 1. These representations were false. As of 

December 31, 2023, GameOn’s true cash balance was approximately $112,000—far lower than 

Beckman represented—including $0 in its account at Bank 1. 

35. From 2019 to July 2024 when Beckman was forced to resign, GameOn’s actual 

total year-end cash balance never exceeded approximately $7.5 million and had steadily declined 

from approximately $7.5 million at the end of 2021, to $5.3 million at the end of 2022, and then 

$112,000 by the end of 2023. At the time of Beckman’s resignation, GameOn’s cash balance 

was approximately $665,000. Also, from late February 2020 to December 2022, the company’s 

cash balance at Bank 1 never exceeded more than approximately $2,700. Although the Bank 1 

balance sporadically increased for short periods in 2023 and 2024 (primarily due to new investor 

funds), by the end of 2023 the balance was $0, and at the end of June 2024 the balance was 

$0.37. When GameOn’s Board accessed the company’s true financial records in July 2024, they 

informed GameOn’s investors that the company only had approximately $550,000 in total cash 

as of July 8, 2024, including $0.37 in its account at Bank 1. 

36. Beckman knew, or was reckless in not knowing, that the information about 

GameOn’s cash balance he provided to investors was false. Beckman was one of the few 

GameOn employees to have access to the company’s bank and financial accounts, including the 

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account at Bank 1. In addition, from approximately 2019 to June 2024, Beckman received 

numerous communications, including bank overdraft notices and past due invoices, showing that 

GameOn was in financial distress, had overdrawn its bank accounts, and struggled to pay its 

regular operating expenses.   

37. Beckman’s misrepresentations from 2019 through June 2024 regarding 

GameOn’s cash balance were important to investors because they presented the company as 

financially sound and even profitable when it was frequently in a state of financial distress and 

struggled to pay operating expenses. 
 

C. Beckman and Lau Misled Investors With Fake Audit Reports.   

38. From approximately June 2022 to 2024, Beckman, with Lau’s assistance, created 

and disseminated fake audit reports purportedly issued by two prominent audit firms, PwC and 

Moss Adams. The audit reports included “unqualified” or “clean” audit opinions regarding 

GameOn’s grossly inflated 2021 and 2022 financial statements. But neither firm ever audited 

GameOn and the financial statements referenced in the fake reports were false as well. 

39. On June 20, 2022, Lau sent Beckman an email attaching a “sample” Moss Adams 

audit report for an unrelated company. The sample audit report included a watermark from Lau’s 

employer, a venture capital firm. The next day, June 21, 2022, Beckman emailed a fake Moss 

Adams audit report to GameOn’s Board regarding the company’s 2021 financial results. Several 

GameOn investors, including Investor 1, Investor 2, Investor 4, and one of GameOn’s early 

investors (“Investor 7”), sat on the GameOn Board and received the fake Moss Adams report. 

Beckman’s cover email represented that the Moss Adams report was “an audit of our Operations 

and Finances for 2021.” The report itself stated that it was a “Report of Independent Auditors 

and Financial Statements” purportedly issued and signed by Moss Adams on June 16, 2022. The 

report contained fictitious GameOn financial statements for 2021, including inflated revenue 

($31.8 million), cash ($28.2 million), and net income ($750,000). The report also included an 

“unqualified opinion” regarding GameOn’s 2021 financials. Unbeknownst to the Board and its 

investor members, the report was a forgery and Moss Adams never audited GameOn. 

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40. Similar to the sequence of events underlying the fake Moss Adams report a year 

earlier, on July 27, 2023, Lau sent Beckman a “sample audit” report from PwC for an unrelated 

insurance company. The next day, July 28, 2023, Lau emailed Beckman a draft email addressed 

to GameOn’s Board and its investor members stating that the company’s 2021 financial 

statements had been audited by Moss Adams. The draft email also stated that another audit firm, 

whose name was left blank, had already commenced an audit of GameOn’s 2022 financials 

which would be completed within 60 days. Later that day, Beckman sent an email to GameOn’s 

Board and its investor members falsely representing that “we have started the process of auditing 

our 2022 financials,” “we used Moss Adams for 2021 and are using PwC for last year,” and that 

he “expect[ed] the audit to be done in 60 days” because “the first one [Moss Adams] took a little 

over 60 days from start to finish.” Additionally, according to minutes of a July 31, 2023 

GameOn Board meeting, Beckman “reported that the company has engaged PwC to audit the 

Company’s 2022 financial statements, and PwC has commenced its work on the audit.” 

Beckman subsequently forwarded his July 28, 2023 Board email to Lau on August 4, 2023.  

41. On October 23, 2023, Beckman sent Lau a fake PwC audit report based on the 

prior sample she provided, stating “attached please take look.” Beckman also forwarded Lau her 

prior July 2023 email to him attaching the “sample” PwC audit report for the unrelated insurance 

company. A few hours later, Beckman sent an email to GameOn’s Board (which at the time 

included Investors 1, 2, 4, 6, and 7 as Board members or observers) attaching the fake PwC audit 

report concerning GameOn’s 2022 financials. Beckman’s October 23, 2023 email—which blind 

copied Lau—stated that the PwC report was “the report of our 2022 audit.” This fake PwC report 

largely mirrored the sample that Lau provided Beckman in July 2023 but changed the date (from 

May 1, 2023 to October 16, 2023) and inserted fictitious financials and other information 

specific to GameOn. The fraudulent report also included a forged PwC signature and an 

“unqualified” opinion regarding GameOn’s purported 2022 financials, including inflated revenue 

($32.4 million) and cash ($31.8 million), as well as understated net losses (-$350,480). The 

referenced financials, like the report itself, were fabricated. 

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42. On December 7, 2023, Investor 4, one of GameOn’s largest investors who sat on 

the Board, emailed Beckman questions about apparent discrepancies between the PwC report 

and other financial information that Beckman previously circulated, including whether PwC had 

approved GameOn’s revenue recognition practices. Beckman falsely responded, “[w]hat we 

have done so far, according to PwC is fine.” 

43. On March 19, 2024, another investor (“Investor 8”) and his representative 

emailed Beckman and Lau requesting “audited financials” in connection with a new investment. 

Later that day, Lau emailed the fake PwC audit report to the prospective investor’s 

representative, falsely stating “please find attached the latest audited financials” and “[w]e would 

of course appreciate if these were kept confidential.” The investor later invested $100,000 in the 

company. Over the course of the next few months, Beckman continued to send the fake PwC and 

Moss Adams audit reports to prospective investors, copying Lau on several of those emails. Lau 

never corrected the falsely disseminated information regarding the fake PwC audit report, 

despite knowing that PwC had never audited GameOn and that the report was a forgery. 

44. Defendants’ statements to investors concerning purported audits of GameOn’s 

financials were false. GameOn’s financials had never been audited by Moss Adams or PwC. 

Beckman knew, or was reckless in not knowing, that GameOn had never hired those audit firms 

and that the audit reports were forgeries. Regarding Moss Adams, Beckman never engaged the 

firm in any capacity. He simply modified the Moss Adams report that Lau provided for an 

unrelated company.  

45. Additionally, Beckman and Lau both knew, or were reckless in not knowing, that 

GameOn had never hired PwC. They had merely set up introductory calls with PwC in 

September and October 2023 to inquire about a potential audit engagement—which never 

happened. Yet Beckman had already made false statements about the PwC audit in July 2023 

and distributed the fake PwC audit report to GameOn’s Board and investors in October 2023, 

copying Lau. When PwC followed up with an initial “proposal” in November 2023 and 

requested certain financial information, Beckman and Lau failed to substantively respond and 

GameOn never retained PwC in any capacity. Thus, at the time Beckman and Lau sent the 

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purported PwC audit report to investors, they knew, or were reckless in not knowing, that the 

report circulated to those investors was fake. 

46. Defendants’ misrepresentations regarding the purported audits of GameOn’s 

financials, and the provision of the fake audit reports to investors, were important to investors 

because the fake audit reports provided false assurances that GameOn’s grossly inflated 

financials were genuine and accurate.  
 

D. Beckman Misled Investors Regarding GameOn’s Customer Contracts and 
Revenue. 

47. Beckman repeatedly made misrepresentations and provided false documentation 

to investors concerning GameOn’s customer contracts and associated revenue. For example, on 

June 8, 2023, Beckman sent Investor 5 a detailed financial report that included historical revenue 

for each of GameOn’s purported major customers, including the NBA, NHL, and PGA, as well 

as numerous other professional sports teams, fashion brands, and public companies. The report 

represented that GameOn had generated $21.8 million in quarterly revenue from over 35 

customers in 1Q23 (ending March 31, 2023), including millions of dollars in advertising 

revenue. The report also specifically represented that certain high-profile contracts had generated 

millions of dollars in total revenue, with approximately $15 million from the NBA, $2.15 million 

from the NHL, $2.3 million from the PGA, and $3.2 million from Coca-Cola. Shortly after 

receiving this report, Investor 5 made a $3 million investment in GameOn’s securities.  

48. Similarly, on December 11, 2023, Beckman sent an updated customer revenue 

report to one of GameOn’s largest investors (Investor 4) showing $26.2 million in customer 

revenue for 3Q23 (ending September 30, 2023), including millions of dollars in revenue from the 

NBA, NHL, PGA, and Coca-Cola, among others. When Investor 4 later asked for documentation  

evidencing the customer revenue payments and the associated contracts in June 2024, Beckman 

created and sent Investor 4 an electronic folder of fake contract summaries showing fictitious 

amounts and categories of revenue for numerous individual customers. 

49. These representations concerning customer revenue and contracts, and other 

similar representations made to investors about customer revenue, were false. GameOn never 

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generated more than $500,000 in annual revenue for the entire company, let alone millions of 

dollars from specific contracts. Many of GameOn’s contracts with large customers, including the 

NBA, NHL, and PGA, not only failed to generate the revenue that Beckman represented but 

instead required GameOn to pay significant fees to license and use the customers’ brands and 

related content in GameOn’s product. For example, GameOn’s contract with the NBA required 

GameOn to pay over $5 million in licensing fees (more than $1 million per year), which was 

more than GameOn’s entire company revenue stream. Similarly, GameOn’s contract with the 

NHL required GameOn to pay approximately $2 million in licensing fees over three years, and 

GameOn’s contract with the PGA required GameOn to pay more than $1 million in licensing 

fees over two years. Additionally, some of the purported contracts with large companies that 

Beckman touted to investors—such as the alleged contract with Coca-Cola—did not exist. Many 

other contracts with prominent customers were merely pilot programs that generated no revenue. 

Further, Beckman’s statements about generating millions of dollars of advertising revenue were 

false, as GameOn never generated revenue from advertising. 

50. Beckman knew, or was reckless in not knowing, that GameOn had not generated 

more than $500,000 in total revenue in any given year—let alone millions of dollars in revenue 

from customers like the NBA, NHL, and PGA—and that GameOn did not have contracts with 

certain large purported customers like Coca-Cola. Beckman negotiated, signed, and/or approved 

the company’s major contracts and controlled GameOn’s financial and bank accounts. Beckman 

also knew, or was reckless in not knowing, that many of GameOn’s contracts with key 

customers required GameOn to pay significant fees to those customers rather than the other way 

around. Indeed, Beckman frequently communicated with those customers about the true 

financial arrangements, including GameOn’s repeated failure to pay contractual fees. For 

example, the NBA, NHL, and PGA repeatedly emailed Beckman regarding GameOn’s failure to 

pay significant fees under their contracts. At the time of Beckman’s resignation in July 2024, the 

NBA was still owed approximately $1.1 million in unpaid fees and the NHL was still seeking 

approximately $1.125 million in past due invoices dating back to March 2020. 

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51. In an apparent attempt to conceal his misrepresentations regarding GameOn’s 

customer contracts from investors, Beckman created counterfeit bank account statements that he 

sent to GameOn’s Board and multiple investors showing that major customers like the NBA had 

paid GameOn millions of dollars. For example, on June 27, 2023, in response to a request from 

Investor 5 for bank statements showing receipt of $3.28 million in purported revenue from 

GameOn’s NBA contract, Beckman sent a forged bank statement showing a fictitious $3.28 

million wire from the NBA to GameOn’s account in March 2023 that never occurred. Similarly, 

on July 18, 2023, Beckman sent an email to Investor 7 attaching fake account statements from 

two different banks showing millions of dollars in fictitious wire transfers from many large 

customers, including the NBA, NHL, and PGA. 

52. Beckman’s misrepresentations regarding GameOn’s customer contracts and 

associated revenue were important to investors because they created a false picture that GameOn 

had booked numerous high-profile customer contracts that generated millions of dollars in  

revenue for the company. 
 

E. Beckman and Lau Engaged in Additional Deceptive Conduct to Cover Up 
the Fraud and Conceal the Truth From Investors. 

53. In November 2023, GameOn hired Financial Consultant 1 to review and reconcile 

the company’s financial information. In May 2024, following months of analysis, the consultant 

raised a number of questions and financial irregularities to GameOn’s Board. The Board then 

held a special meeting and, on May 26, 2024, sent Beckman an email demanding that he provide 

detailed information supporting the company’s financial statements and cash position, including 

account statements from Bank 1 and details concerning the purported PwC audit. In response to 

these inquiries, Beckman engaged in an elaborate series of lies and deceitful conduct. Beckman 

impersonated multiple Bank 1 employees and both of GameOn’s financial consultants, and 

Beckman and Lau worked together to present a forged account statement from Bank 1 to a 

GameOn Board member and investor (Investor 2) who had demanded that Beckman provide 

proof of GameOn’s cash balance. 

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54. For example, on May 30, 2024—a few days after the Board demanded that 

Beckman provide proof supporting his representations regarding the PwC audit and GameOn’s 

financial position—Beckman created a fake GameOn email address impersonating an employee 

of Financial Consultant 2. That same day, Beckman used the fake email address to send fictitious 

financial statements to a Board member (Investor 4), in an apparent attempt to create the false 

impression that the consultant had reviewed and approved GameOn’s inflated financials. 

Beckman also used the fictitious email address to create a fake email exchange between the 

consultant and himself, making it look like the consultant prepared the false financials and sent 

them to Beckman. Beckman then forwarded the fabricated exchange to Investor 4. Following 

receipt of this fictitious email exchange in May 2024, Investor 4 asked Beckman for the 

consultant’s phone number to verify the financial information that Beckman provided using the 

fake email account. Investor 4 later reported to the Board that when he called the phone number 

Beckman provided, the person that answered the call sounded like a disguised version of 

Beckman’s voice. 

55. Beckman also created fake email accounts impersonating Bank 1 employees 

assigned to GameOn’s account to deceive GameOn’s Board and investors into believing that 

there were millions of dollars in the Bank 1 account, when it was actually nearly empty. In April 

and May 2024, Beckman used fictitious Bank 1 email addresses to communicate false 

information to Financial Consultant 1 and another senior GameOn executive who were 

attempting to access GameOn’s funds and reconcile its cash position on behalf of the Board and 

its investor directors. The fake email addresses used a slight variation of Bank 1’s real email 

address domain. One of the fictitious email exchanges purporting to be from Bank 1 made up 

false excuses for why GameOn could not access its funds, including that millions of dollars were 

locked up in Certificates of Deposit that could not immediately be liquidated. Another fake email 

exchange created a ruse about Bank 1 conducting an internal investigation of potential 

misconduct by one of the employees servicing GameOn’s account, which supposedly delayed 

Bank 1’s ability to release GameOn’s funds. Beckman used these fake email exchanges to 

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mislead GameOn’s Board and its investor directors about GameOn’s true cash position and its 

inability to access funds.  

56. Beckman and Lau also engaged in an elaborate scheme to deceive a GameOn 

Board member into believing that the company had $13.3 million in its Bank 1 account when the 

balance was close to $0. On June 3, 2024, security camera footage from a Bank 1 branch near 

GameOn’s offices in San Francisco captured the image of a woman who appears to be Lau enter 

the bank and meet with a Bank 1 employee. The woman then requested that the bank employee, 

who did not have access to GameOn’s accounts, print out a paper copy of a Bank 1 account 

statement for GameOn that she planned to email the bank—and then give the statement to 

Beckman when he arrived at the bank later that day. A few hours later on June 3, 2024, Lau 

emailed the bank employee stating “please print, thank you” and attaching a counterfeit Bank 1 

statement showing a cash balance of $13.3 million in GameOn’s account as of May 31, 2024. As 

Lau requested, the bank employee printed out the statement and put it in an envelope for 

Beckman. Later that same day, Beckman arrived at the bank accompanied by a GameOn Board 

member (Investor 2) who was there to verify the cash in GameOn’s Bank 1 account. The bank 

employee gave the envelope containing the counterfeit account statement to Beckman who then 

handed the envelope to the Board member and exited the bank. The Board member subsequently 

provided the fake Bank 1 account statement showing a $13.3 million balance to GameOn’s 

entire Board of Directors.   

57. Two days earlier, on June 1, 2024, Beckman had emailed himself a copy of 

GameOn’s actual Bank 1 statement for April 2024 showing a $0 balance as of April 30, 2024. 

And the company’s true Bank 1 statement for May 2024 showed an ending balance of $25.93. 

F.  Beckman and Lau Used GameOn’s Money for Their Personal Benefit. 

58. Beckman and Lau regularly used GameOn’s money to pay for personal expenses. 

For example, in April 2022, Beckman, with Lau’s knowledge, transferred millions of dollars 

from GameOn’s bank account to Beckman and Lau’s personal joint account to fund the purchase 

of a $4.25 million house. Also, in June 2024, Beckman used GameOn company funds to pay his 

employees at another, unrelated company that he managed. Additionally, between approximately 

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2019 and 2024, Beckman used GameOn’s money to pay personal credit card bills and make 

payments for personal expenses, including, among other things, private school donations, car 

payments, a luxury watch, and other jewelry and designer store purchases. Likewise, between 

approximately 2021 and 2024, Lau used GameOn’s money to pay her personal credit card bills. 

III. The Scheme Unravels and GameOn’s Board Forces Beckman to Resign. 

59. On July 11, 2024, following months of investigation by Financial Consultant 1 

and GameOn’s Board, the company’s interim co-Presidents sent an email to GameOn’s investors 

stating that the Board had determined that the company’s prior financial statements were false 

and could no longer be relied upon. The email further stated that Beckman had, among other 

things, made “abjectly false” statements about GameOn’s finances and operations and “used 

elaborate lies and deception” to mislead the Board about the company’s cash levels. 

Additionally, the email noted that, contrary to Beckman’s representations that the company had 

over $10 million in one of its financial accounts, the true account balance was only $0.37. The 

email also announced that Beckman had resigned on July 1, 2024 and that due to GameOn’s 

cash crisis, the company was forced to lay off nearly all of its 60 employees. 

FIRST CLAIM FOR RELIEF 

Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Thereunder Against 
Defendants Beckman and Lau 

60. The SEC realleges and incorporates by reference paragraphs 1 through 59. 

61. Defendants Beckman and Lau, by engaging in the conduct described above, 

directly or indirectly, in connection with the purchase or sale of securities, by use of means or 

instrumentalities of interstate commerce, or of the mails, with scienter:  

a. Employed devices, schemes, or artifices to defraud;  

b. Made untrue statements of material facts or omitted to state material facts 

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

circumstances under which they were made, not misleading; and  

c. Engaged in acts, practices, or courses of business which operated or 

would operate as a fraud or deceit upon other persons, including 

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purchasers of securities.  

62. By reason of the foregoing, Defendants violated, and unless restrained and 

enjoined will continue to violate, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and 

Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].  

SECOND CLAIM FOR RELIEF 

Violations of Sections 17(a)(1), (2) and (3) of the Securities Act Against Defendant 
Beckman 

63. The SEC realleges and incorporates by reference paragraphs 1 through 59.  

64. Defendant Beckman, by engaging in the conduct described above, directly or 

indirectly, in the offer or sale of securities, by use of the means of instruments of transportation 

or communication in interstate commerce or by use of the mails:  

a. with scienter, employed devices, schemes, or artifices to defraud; 

b. obtained money or property by means of untrue statements of material 

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

statements made, in light of the circumstances under which they were 

made, not misleading; and  

c. engaged in transactions, practices, or courses of business which operated 

or would operate as a fraud or deceit upon purchasers.  

65. By reason of the foregoing, Defendant Beckman violated, and unless restrained 

and enjoined will continue to violate, Sections 17(a)(1), (2), and (3) of the Securities Act [15 

U.S.C. §§ 77q(a)(1)-(3)]. 

THIRD CLAIM FOR RELIEF 

Violations of Sections 17(a)(1) and (3) of the Securities Act Against Defendant Lau 

66. The SEC realleges and incorporates by reference paragraphs 1 through 59.  

67. Defendant Lau, by engaging in the conduct described above, directly or 

indirectly, in the offer or sale of securities, by use of the means of instruments of transportation 

or communication in interstate commerce or by use of the mails:  

a. with scienter, employed devices, schemes, or artifices to defraud; and 

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b. engaged in transactions, practices, or courses of business which operated 

or would operate as a fraud or deceit upon purchasers.  

68. By reason of the foregoing, Defendant Lau violated, and unless restrained and 

enjoined will continue to violate, Sections 17(a)(1) and (3) of the Securities Act [15 U.S.C. §§ 

77q(a)(1) and (3)]. 

PRAYER FOR RELIEF 

WHEREFORE, the Commission respectfully requests that the Court: 

I. 

Permanently enjoin Defendants Beckman and Lau from violating, directly or indirectly, 

Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 

240.10b-5]. 

II. 

Permanently enjoin Defendant Beckman from violating Section 17(a) of the Securities 

Act [15 U.S.C. § 77q(a)]. 

III. 

Permanently enjoin Defendant Lau from violating Sections 17(a)(1) and (3) of the 

Securities Act [15 U.S.C. §§ 77q(a)(1) and (3)]. 

IV. 

Permanently enjoin Defendants Beckman and Lau from directly or indirectly, including, 

but not limited to, through any entity owned or controlled by them, participating in the issuance, 

purchase, offer, or sale of any security; provided, however, that such injunctions shall not 

prevent Beckman or Lau from purchasing or selling securities for their own personal accounts. 

V. 

Permanently bar Defendants Beckman and Lau from serving as an officer or director of 

any issuer having a class of securities registered with the Commission pursuant to Section 12 of 

the Exchange Act [15 U.S.C. § 78l] or that is required to file reports pursuant to Section 15(d) of 

the Exchange Act [15 U.S.C. § 78o(d)], pursuant to Section 20(e) of the Securities Act [15 

U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)]. 

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VI. 

Order Defendants Beckman and Lau to disgorge all ill-gotten gains received as a result of 

their unlawful conduct plus prejudgment interest thereon pursuant to Sections 21(d)(3), 21(d)(5), 

and 21(d)(7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3), 78u(d)(5), and 78u(d)(7)]. 

VII. 

Order Defendants Beckman and Lau to pay civil monetary penalties pursuant to Section 

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

U.S.C. § 78u(d)(3)]. 

VIII. 

Retain jurisdiction of this action in accordance with the principles of equity and the 

Federal Rules of Civil Procedure in order to implement and carry out the terms of all orders and 

decrees that may be entered, or to entertain any suitable application or motion for additional 

relief within the jurisdiction of this Court. 

IX. 

Grant such other and further relief as this Court may deem just and necessary. 

 

 

Dated:  January 23, 2025 Respectfully submitted, 
  

  /s/ Eli R. Greenstein    
Eli R. Greenstein  
Attorney for Plaintiff  
SECURITIES AND EXCHANGE COMMISSION 

 

Case 3:25-cv-00800     Document 1     Filed 01/23/25     Page 21 of 21


	Summary of the Action
	Jurisdiction and Venue
	Defendants
	RELATED ENTITy
	Factual Allegations
	I. GameOn’s History and Fundraising.
	II. Beckman Misrepresented GameOn’s Financial Condition and Performance to Investors, and Beckman and Lau Provided Investors with Fake Audit Reports.
	A. Beckman Misrepresented GameOn’s Revenue and Net Income.
	B. Beckman Misrepresented GameOn’s Cash Balance.
	C. Beckman and Lau Misled Investors With Fake Audit Reports.
	D. Beckman Misled Investors Regarding GameOn’s Customer Contracts and Revenue.
	E. Beckman and Lau Engaged in Additional Deceptive Conduct to Cover Up the Fraud and Conceal the Truth From Investors.
	III. The Scheme Unravels and GameOn’s Board Forces Beckman to Resign.

	FIRST CLAIM FOR RELIEF
	SECOND CLAIM FOR RELIEF
	Violations of Sections 17(a)(1), (2) and (3) of the Securities Act Against Defendant Beckman
	THIRD CLAIM FOR RELIEF
	Violations of Sections 17(a)(1) and (3) of the Securities Act Against Defendant Lau
	PRAYER FOR RELIEF