SEC v. Theodore J. Farnsworth, No. LR-26208, Southern District of New York (Jan. 2, 2025) — Press Release

U.S. SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 26208 / January 2, 2025 Securities and Exchange Commission v. Farnsworth, No. 1:24-civ-09911 (S.D.N.Y. filed Dec. 23, 2024) SEC Charges Recidivist for Defrauding Investors through False and Misleading Statements The Securities and Exchange Commission announced today that on December 30, 2024, the U.S. District Court for the Southern District of New York entered a consent judgment against Theodore J. Farnsworth for defrauding investors in Vinco Ventures, Inc., a purported digital media and content technologies company. According to the SEC’s complaint which was filed on December 23, 2024, between at least January 2021 and April 2023, Farnsworth secretly controlled Vinco, in part through his control over certain Vinco officers and directors who Farnsworth hand-selected for their roles. The complaint alleges that Farnsworth sought to conceal his role at Vinco because he knew the SEC and the Department of Justice were investigating his conduct in connection with MoviePass, Inc., a movie subscription company, and its parent company, Helios & Matheson Analytics, Inc. (HMNY). As alleged in the SEC’s complaint, Farnsworth intended to merge a private entity he controlled, Zash Global Media and Entertainment Corporation, into Vinco, and authorized the issuance of press releases and filings with the Commission describing the planned combination of Vinco’s proprietary platform with Zash’s state-of-the-art analytics and distribution technology. However, according to the complaint, Farnsworth knew neither Zash nor Vinco possessed the platform or technology described. The complaint alleges Farnsworth drafted, reviewed, or approved false or misleading statements concerning the operations of two affiliated companies that exaggerated, among other things, the affiliated companies’ capabilities and Vinco’s expectations of the revenue the affiliated companies would generate. As alleged, Farnsworth extracted from Vinco millions of dollars for himself through his undisclosed control of the company. Farnsworth consented to the entry of a judgment which provides permanent injunctive relief under Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and imposes an officer and director bar. The SEC’s complaint also seeks disgorgement, prejudgment interest, and civil penalties, which will be determined by the court at a later date, upon motion of the SEC. The SEC charged Farnsworth in September 2022 for making materially false or misleading statements concerning MoviePass and HMNY. In that action, Farnsworth agreed to the entry of a judgment providing permanent injunctive relief under Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, enjoining him from violating various other provisions charged in that complaint, and imposing a conduct-based injunction and an officer and director bar. The SEC's ongoing investigation is being conducted by Jordan Baker, Elizabeth Butler, and Tian Wen, under the supervision of Alison T. Conn and Thomas P. Smith, Jr., all of the New York Regional Office. The litigation is being led by Travis Hill and supervised by Daniel Loss.

U.S. SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 26208 / January 2, 2025 Securities and Exchange Commission v. Farnsworth, No. 1:24-civ-09911 (S.D.N.Y. filed Dec. 23, 2024) SEC Charges Recidivist for Defrauding Investors through False and Misleading Statements The Securities and Exchange Commission announced today that on December 30, 2024, the U.S. District Court for the Southern District of New York entered a consent judgment against Theodore J. Farnsworth for defrauding investors in Vinco Ventures, Inc., a purported digital media and content technologies company. According to the SEC’s complaint which was filed on December 23, 2024, between at least January 2021 and April 2023, Farnsworth secretly controlled Vinco, in part through his control over certain Vinco officers and directors who Farnsworth hand-selected for their roles. The complaint alleges that Farnsworth sought to conceal his role at Vinco because he knew the SEC and the Department of Justice were investigating his conduct in connection with MoviePass, Inc., a movie subscription company, and its parent company, Helios & Matheson Analytics, Inc. (HMNY). As alleged in the SEC’s complaint, Farnsworth intended to merge a private entity he controlled, Zash Global Media and Entertainment Corporation, into Vinco, and authorized the issuance of press releases and filings with the Commission describing the planned combination of Vinco’s proprietary platform with Zash’s state-of-the-art analytics and distribution technology. However, according to the complaint, Farnsworth knew neither Zash nor Vinco possessed the platform or technology described. The complaint alleges Farnsworth drafted, reviewed, or approved false or misleading statements concerning the operations of two affiliated companies that exaggerated, among other things, the affiliated companies’ capabilities and Vinco’s expectations of the revenue the affiliated companies would generate. As alleged, Farnsworth extracted from Vinco millions of dollars for himself through his undisclosed control of the company. Farnsworth consented to the entry of a judgment which provides permanent injunctive relief under Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and imposes an officer and director bar. The SEC’s complaint also seeks disgorgement, prejudgment interest, and civil penalties, which will be determined by the court at a later date, upon motion of the SEC. The SEC charged Farnsworth in September 2022 for making materially false or misleading statements concerning MoviePass and HMNY. In that action, Farnsworth agreed to the entry of a judgment providing permanent injunctive relief under Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, enjoining him from violating various other provisions charged in that complaint, and imposing a conduct-based injunction and an officer and director bar. The SEC's ongoing investigation is being conducted by Jordan Baker, Elizabeth Butler, and Tian Wen, under the supervision of Alison T. Conn and Thomas P. Smith, Jr., all of the New York Regional Office. The litigation is being led by Travis Hill and supervised by Daniel Loss.