06/11/2025 | Press release | Distributed by Public on 06/11/2025 08:26
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 26323 / June 11, 2025
Securities and Exchange Commission v. NDB, Inc. and Nima Golsharifi, No. 3:23-cv-04724 (N.D. Cal. filed Sept. 14, 2023)
SEC Obtains Final Judgments Against NDB, Inc. and Nima Golsharifi for Fraudulent Statements in Press Release
On June 9, 2025, the U.S. District Court for the Northern District of California entered final judgments against defendants NDB, Inc. and its CEO, Nima Golsharifi, who were charged by the Securities and Exchange Commission with conducting an offering fraud by making materially false and misleading statements in a company press release.
The SEC's complaint, filed on September 14, 2023, alleged that NDB is a private startup company formerly based in San Francisco, California, that is purportedly developing a nuclear-based battery. NDB and Golsharifi allegedly raised over $1.2 million from investors after falsely claiming in an August 25, 2020 press release that NDB had successfully tested its battery technology at two preeminent laboratories in the United States and United Kingdom, and that NDB had signed its first two beta customers. The SEC's complaint alleged that these claims were false and misleading because NDB had not tested its battery technology at either laboratory and NDB had not signed any beta customers at the time of the press release.
Without admitting or denying the allegations in the complaint, NDB and Golsharifi consented to the entry of the final judgments permanently enjoining them from violating 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. The final judgments also order NDB to pay a $200,000 civil penalty; order Golsharifi to pay a $100,000 civil penalty; bar Golsharifi from acting as an officer or director of a public company for a period of two years; and prohibit Golsharifi from participating in the issuance, purchase, offer, or sale of any security for a period of two years, other than purchasing or selling securities for his own personal accounts.
The SEC's litigation was conducted by Silvana A. Quintanilla of the SEC's San Francisco Regional Office, and Emmett J. Murphy and Ben N. Kuruvilla of the New York Regional Office. It was supervised by David Zhou and Daniel Loss.