Joseph R. Earle Jr, Barry D. Reagh, William Clayton, Francis T. Dudley, Steven E. Bryant, Upper Street Marketing, Inc. and Project Growth International, Inc.

The Securities and Exchange Commission filed charges against five individuals and two companies for running a fraudulent pump-and-dump scheme of Upper Street Marketing, Inc. stock while at the same time selling new stock shares through a boiler room. Previously on June 27, 2019, the SEC suspended trading in Upper Street Marketing securities for ten business days.

The SEC's complaint alleges that between 2018 and 2019, Joseph R. Earle, Jr. and Barry D. Reagh designed and executed a campaign to pump up Upper Street's stock price and trading volume so they could dump their shares into the market for a profit. As alleged, before the campaign began, Reagh and William Clayton deceived a brokerage firm to accept their Upper Street shares by giving the impression that Clayton and others controlled the shares and decided whether the sell Upper Street stock. According to the complaint, however, it was Reagh who was in control of the shares.

As alleged, Earle and Reagh conducted a promotional campaign, including hiring Dudley to hype Upper Street stock in research reports distributed through the internet and social media, as well as re-releasing Upper Street press releases. According to the complaint, however, Dudley falsely stated that one of his company's paid for research reports when in reality Reagh and Upper Street did. As alleged, once Upper Street's stock price and trading volume increased, Reagh dumped his shares.

According to the complaint, to help pay for the promotional campaign, Upper Street, Earle, Steven E. Bryant, and Project Growth International, Inc. also offered and sold new Upper Street's stock shares through what they claimed was a private offering. As alleged, this private offering was never registered with the SEC nor were Bryant and Project Growth registered as brokers.

The SEC's complaint, filed in the U.S. District Court for the Southern District of California, charges all defendants, except Bryant and Project Growth, with violations of one or more of the antifraud provisions under Section 17 of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. It further charges Upper Street, Earle, Bryant, and Project Growth with violations of Section 5 of the Securities Act and Bryant and Project Growth with violations of Section 15(a) of the Securities Exchange Act. The SEC seeks permanent injunctions, disgorgement with prejudgment interest, and civil penalties against all defendants. The complaint also seeks an officer-and-director and penny stock bars against Earle, Reagh, Clayton, and Dudley.

The SEC's investigation was conducted by Roberto Tercero and supervised by Marc Blau of the Los Angeles Regional Office. The SEC's litigation will be led by Douglas M. Miller. The SEC appreciates the assistance of the Financial Industry Regulatory Authority.