UNITED STATES OF AMERICA

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Before the

SECURITIES AND EXCHANGE COMMISSION

ADMINISTRATIVE PROCEEDING

File No. 3-22382

In the Matter of

Tai Mo Shan Limited,

Respondent.

PROPOSED PLAN OF

DISTRIBUTION

OVERVIEW

The Division of Enforcement submits this Proposed Plan of Distribution (the

“Plan”) to the United States Securities and Exchange Commission (the “Commission”) pursuant

to Rule 1101 of the Commission’s Rules on Fair Fund and Disgorgement Plans (the

“Commission’s Rules”), 17 C.F.R. § 201.1101. This Plan provides for the distribution of a Fair

Fund (the “Fair Fund”), comprised of disgorgement, prejudgment interest, and civil money

penalties collected from Tai Mo Shan Limited (the “Respondent”) in the above-captioned

matter. 1

As described more specifically below, the Plan seeks to compensate investors

who were harmed by the Respondent’s conduct as described in the Order. As calculated using

the methodology detailed in the Plan of Allocation (attached as Exhibit A), investors will be

compensated based on their losses on the stablecoin token TerraUSD (the “Security” or “UST”),

purchased or acquired during the period beginning on May 23, 2021, when Tai Mo Shan entered

into an agreement to purchase $20 million worth of UST, deceiving investors about the efficacy

of Terraform’s arbitrage mechanism to maintain UST’s price at $1.00, through May 8, 2022, the

eve of the Terraform ecosystem collapse, (the “Relevant Period”). On May 9, 2022, UST’s

value fell, harming investors who purchased UST at values inflated by Tai Mo Shan’s actions.

In the view of the Commission staff, this methodology constitutes a fair and reasonable

allocation of the Fair Fund.

The Commission has custody of the Fair Fund and shall retain control of the

assets of the Fair Fund. The Plan is subject to approval by the Commission, and the Commission

retains jurisdiction over its implementation.

See Order Instituting Cease-and-Desist Proceedings Pursuant to Section 8a of the Securities Act of 1933, Making

Findings, and Imposing a Cease-and-Desist Order, Release No. 33-11349 (December 20, 2024) (the “Order”).

II.

BACKGROUND

On December 20, 2024, the Commission instituted and simultaneously settled

cease-and-desist proceedings (the “Order”) against Tai Mo Shan Limited (the “Respondent”). The

Respondent is a wholly owned subsidiary of Jump Crypto Holdings LLC. In the Order, the

Commission found that, from January 2021 to May 2022, the Respondent, directly or indirectly,

offered and sold securities through the use of interstate commerce when no registration statement

was in effect with respect to these offers and sales. According to the Order, the Respondent acted

as a statutory underwriter with respect to certain of its offers and sales of LUNA, a crypto asset

issued by Terraform Labs PTE Ltd. (“Terraform”) and offered and sold as a security. The

Commission found that, as a result of this conduct, the Respondent violated Sections 5(a) and (c)

of the Securities Act. The Commission further found that the Respondent negligently engaged in

a course of conduct in May 2021 that misled members of the investing public about the efficacy

of Terraform’s so-called “algorithmic stablecoin,” UST, when it dropped in value from its $1 peg.

According to the Order, in light of prior statements by Terraform that its algorithmic mechanism

would maintain UST’s $1 peg, the Respondent acted negligently by trading UST in a manner that

deceived the market that Terraform’s algorithmic mechanism was working as intended to stabilize

UST’s price at $1. The Commission found that as a result of its negligent conduct, the

Respondent violated Section 17(a)(3) of the Securities Act. The Commission ordered the

Respondent to pay $73,452,756 in disgorgement, $12,916,153 in prejudgment interest, and a

$36,726,378 civil money penalty, for a total of $123,095,287, to the Commission. The

Commission also created the Fair Fund, pursuant to Section 308(a) of the Sarbanes-Oxley Act of

2002, so the penalty collected, along with the disgorgement and interest collected, can be

distributed to harmed investors.

The Respondent has paid in full. The Fair Fund has been deposited in a

Commission-designated account at the United States Department of the Treasury, and any

accrued interest will be added to the Fair Fund.

III.

DEFINITIONS

As used in this Plan, the following definitions will apply:

“Administrative Costs” shall mean any administrative costs and expenses,

including without limitation the fees and expenses of the Tax Administrator and the Fund

Administrator, tax obligations, bond premium expenses, and investment and banking costs.

“Claim Form” means the form designed by the Fund Administrator, in

consultation with the Commission staff, for the filing of claims in accordance with this Plan.

The Claim Form will require, at a minimum, sufficient documentation reflecting any Preliminary

Claimant’s purchases and dispositions of the Security during the Relevant Period such that

eligibility under the Plan can be determined, tax identification and other related information from

the Preliminary Claimant as determined necessary by the Fund Administrator in coordination

with the Tax Administrator, and a certification that the Preliminary Claimant is not an Excluded

Party.

“Claim Status Notice” means the notice sent by the Fund Administrator within

120 days of the Claims Bar Date to any Preliminary Claimant that submitted a deficient Claim

Form. The Claim Status Notice will provide to each Preliminary Claimant whose claim is

deficient, in whole or in part, the reason(s) for the deficiency and in the event the claim is denied,

the Claim Status Notice will state the reason(s) for such denial. The Claim Status Notice will

also notify the Preliminary Claimant of the opportunity to cure any deficiency, request

reconsideration, or dispute the determination made by the Fund Administrator and provide

instructions regarding what is required to do so.

“Claims Bar Date” means the date established in accordance with this Plan by

which a Preliminary Claimant’s Claim Form must be postmarked or submitted electronically in

order to receive consideration under the Plan. The Claims Bar Date shall be one hundred twenty

(120) days after the initial provision of the Plan Notice, by mail, email, or other means. Claim

Forms submitted by Preliminary Claimants postmarked or received after the Claims Bar Date

will not be accepted unless the Fund Administrator is directed to do so by the Commission staff.

10.

“Claims Packet” means the materials relevant to submitting a claim that will be

provided to Preliminary Claimants who request such materials through a website or otherwise

prior to the Claims Bar Date. The Claims Packet will include, at a minimum, a copy of the Plan

Notice and a Claim Form (together with instructions for completion of the Claim Form).

11.

“Determination Notice” shall mean the written notice sent by the Fund

Administrator to all Preliminary Claimants who timely submitted a Claim Form notifying the

Preliminary Claimant of its eligibility determination. The Determination Notice will further

provide each Preliminary Claimant that is determined to be an Eligible Claimant with his, her, or

its calculated Recognized Loss. The Determination Notice will constitute the Fund

Administrator’s final ruling regarding the eligibility status of the claim.

12.

“Distribution Payment” means a payment from the Fair Fund to a Payee in

accordance with the terms of this Plan.

13.

“Eligible Claimant” means a Preliminary Claimant, who is not an Excluded

Party, who submitted a valid Claim Form and has suffered a Recognized Loss, as calculated in

accordance with the Plan of Allocation.

14.

“Excluded Party” shall mean:

(a)

The Respondent;

(b)

Present or former officers or directors of Respondent or any assigns,

creditors, heirs, distributees, spouses, parents, dependent children or

controlled entities of any of the foregoing Persons or entities;

(c)

Any employee or former employee of the Respondent or any of its

affiliates who has been terminated for cause or has otherwise resigned, in

connection with the conduct described in the Order;

(d)

Any Person who, as of the Claims Bar Date, has been the subject of

criminal charges related to the conduct described in the Order or any

related Commission action;

(e)

Any firm, trust, corporation, officer, or other entity in which Respondent

has or had a controlling interest;

(f)

The Fund Administrator, its employees, and those Persons assisting the

Fund Administrator in its role as the Fund Administrator; or

(g)

Any purchaser or assignee of another Person’s right to obtain a recovery

from the Fair Fund for value; provided, however, that this provision shall

not be construed to exclude those Persons who obtained such a right by

gift, inheritance or devise; or

(h)

Any person who is subject to financial sanctions by the United States, as

determined by Executive Orders, the authority of the Department of the

Treasury's Office of Foreign Assets Control (OFAC), or under any other

applicable laws of the United States.

The Claim Form will require claimants to certify that they are not an Excluded Party. All

Excluded Parties will be deemed ineligible to participate in the distribution of the Fair Fund.

15.

“Fair Fund” means the fund created by the Commission pursuant to Section

308(a) of the Sarbanes-Oxley Act of 2002, for the benefit of investors harmed by Respondent’s

violations described in the Order.

16.

“Net Available Fair Fund” means the Fair Fund, plus any interest or earnings,

less Administrative Costs.

17.

“Payee” means an Eligible Claimant whose Recognized Loss calculates, in

accordance with the Plan of Allocation, to a distribution amount equal to or greater than $20.00

who will receive a Distribution Payment.

18.

“Person” means natural individuals as well as legal entities such as corporations,

partnerships, or limited liability companies.

19.

“Plan Notice” means a written notice from the Fund Administrator to Preliminary

Claimants informing them of the Fair Fund; the Plan and its eligibility requirements; explaining

how to submit a claim, including instructions for any online claims process; and how to obtain a

copy of the approved Plan and Claim Form by request or from the Fair Fund’s website. The Plan

Notice will also be available on Fair Fund’s website that is maintained by the Fund

Administrator.

20.

“Plan of Allocation” means the methodology used by the Fund Administrator to

calculate if a Preliminary Claimant has suffered a Recognized Loss. The Plan of Allocation is

attached as Exhibit A.

21.

“Preliminary Claimant” shall mean a Person, or their lawful successors,

identified by the Fund Administrator as having a possible claim to recover from the Fair Fund

under this Plan, or a Person asserting prior to the Claims Bar Date that he, she, or it has a

possible claim to recover from the Fair Fund under this Plan, as a result of transactions in the

Security during the Relevant Period.

22.

“Recognized Loss” means the amount of loss calculated in accordance with the

Plan of Allocation.

23.

“Relevant Period” means the period of time beginning on May 23, 2021

through May 8, 2022, inclusive.

24.

“Security” refers to the stablecoin token TerraUSD (the “Security” or “UST”).

25.

“Summary Notice” means the notice published in print or internet media that

shall include, at a minimum, a statement of the purpose of the Fair Fund and the Plan, the means

of obtaining a Claim Form and Plan Notice, and the Claims Bar Date. The Summary Notice will

be incorporated into a four (4) week media campaign to commence within ten (10) days of the

Plan Notice being made available. The media campaign will be comprised of a press release,

digital ads being served through social media platforms and business social networks acceptable

to the Commission staff, as well as, publication in print media acceptable to the Commission

staff.

26.

“Third Party Filer” means a third party, including without limitation a nominee,

custodian, or an intermediary holding in street name, who is authorized to submit and submits a

claim(s) on behalf of one or more Preliminary Claimants. Third Party Filer does not include

assignees or purchasers of claims that are excluded from receiving Distribution Payments under

paragraph 14.

IV.

TAX COMPLIANCE

27.

On March 13, 2025, the Commission appointed Miller Kaplan Arase LLP as the

tax administrator (the “Tax Administrator”) for the Fair Fund to handle the tax obligations of the

Fair Fund. 2 The Tax Administrator will be compensated for reasonable fees and expenses from

the Fair Fund in accordance with its 2025 Engagement Letter Agreement with the Commission. 3

28.

The Fair Fund constitutes a Qualified Settlement Fund (“QSF”) under Section

468B(g) of the Internal Revenue Code of 1986, as amended, 26 U.S.C. § 468B(g), and related

See Order Appointing Tax Administrator, Exchange Act Rel. No. 34-102662.

See Omnibus Order Extending the Engagement of Two Tax Administrators for Appointment on a Case-By-Case

Basis in Administrative Proceedings that Establish Distribution Funds, Exchange Act Rel. No. 101986 (Dec. 19,

2024).

regulations, 26 C.F.R. §§ 1.468B-1 through 1.468B-5. The Tax Administrator is the

administrator of such QSF, for purposes of Treas. Reg. § 1.468B-2(k)(3)(I) and shall satisfy the

tax-related administrative requirements imposed by Treas. Reg. § 1.468B-2, including, but not

limited to:

(a)

Obtaining a taxpayer identification number;

(b)

Requesting funds necessary for the timely payment of all applicable taxes,

the payment of taxes for which the Tax Administrator has received funds,

and the filing of applicable returns; and

(c)

Fulfilling any information reporting or withholding requirements required

for distributions from the Fair Fund, including but not limited to Foreign

Account Tax Compliance Act (FATCA).

29.

All tax obligations will be paid from the Fair Fund, subject to the review and

approval of Commission staff.

FUND ADMINISTRATOR

30.

The Commission will appoint a Fund Administrator as the fund administrator for

the Fair Fund (the “Fund Administrator”), and the Commission will set an administrative bond

accordingly. Pursuant to Rule 1105(a) of the Commission’s Rules, 17 C.F.R. § 201.1105(a), the

Fund Administrator may be removed at any time by order of the Commission or hearing officer.

31.

The Fund Administrator will be responsible for administering the Fair Fund in

accordance with the Plan. This will include, among other things, taking reasonable steps to

identify and contact Preliminary Claimants; obtaining mailing information for Preliminary

Claimants; establishing a website and staffing a call center to address inquiries during the claims

process; developing a claims database; preparing accountings; cooperating with the Tax

Administrator appointed by the Commission to satisfy any tax liabilities and to ensure

compliance with income tax reporting requirements, including but not limited to Foreign

Account Tax Compliance Act (FATCA); advising Preliminary Claimants of deficiencies in

claims and providing an opportunity to cure any documentary defects; taking antifraud measures,

such as identifying false, ineligible and overstated claims; making determinations under the

criteria established herein as to Preliminary Claimant’s eligibility; advising Preliminary

Claimants of final claim determinations; disbursing the Fair Fund in accordance with this Plan,

as ordered by the Commission; and researching and reconciling errors and reissuing payments,

when possible.

32.

To carry out the purposes of this Plan, the Fund Administrator is authorized to

make and implement immaterial changes to the Plan upon agreement of the Commission staff. If

a change is deemed to be material by the Commission staff, Commission approval is required

prior to implementation by amending the Plan.

33.

The Fund Administrator may extend any procedural deadline contained in the

Plan for good cause shown, if agreed upon by the Commission staff.

34.

The Fund Administrator is authorized to enter into agreements with third parties

as may be appropriate or necessary in the administration of the Fair Fund, provided such third

parties are not excluded pursuant to other provisions of this Plan. In connection with such

agreements, the third parties shall be deemed to be agents of the Fund Administrator under this

Plan.

35.

The Fund Administrator will be entitled to payment from the Fair Fund of

reasonable fees and expenses, including the bond premium, incurred in the performance of its

duties (including any such fees and expenses incurred by agents, consultants or third parties

retained by the Fund Administrator in furtherance of its duties).

VI.

ADMINISTRATION OF THE FAIR FUND

Identification of and Notification to Preliminary Claimants

36.

The Fund Administrator will, insofar as practicable, use its best efforts to

identify Preliminary Claimants from a review of trading records, obtaining records from

registered broker-dealers and investment advisors, and seeking information from any other

source available to it. The Fund Administrator may also engage a third-party firm, after

consultation with and approval of the Commission staff, to assist in identifying Preliminary

Claimants to maximize the participation rate in the Fair Fund.

shall:

37.

Within 60 days after Commission approval of the Plan, the Fund Administrator

(a)

design and submit the Plan Notice and the Claim Form to the Commission

staff for review and approval;

(b)

create a mailing and claim database of all Preliminary Claimants based

upon information identified by the Fund Administrator;

(c)

run a National Change of Address search to retrieve updated addresses for

all records in the database, thereby ensuring the mailing information for

Preliminary Claimants is up-to-date;

(d)

email and/or mail a Plan Notice to each Preliminary Claimant identified

by the Fund Administrator and to any other source identified by the Fund

Administrator that may have records of the Security during the Relevant

Period;

(e)

establish and maintain a website devoted solely to the Fair Fund. The Fair

Fund’s website will make available a copy of the approved Plan; provide

information regarding the claims process and eligibility requirements for

participation in the Fair Fund in the form of frequently asked questions;

include in downloadable form, the Claim Form and other related

materials; and such other information the Fund Administrator believes will

be beneficial to Preliminary Claimants;

(f)

establish and maintain a toll-free telephone number for Preliminary

Claimants to call to speak to a live representative of the Fund

Administrator during its regular business hours or, outside of such hours,

to hear prerecorded information about the Fair Fund. The toll-free number

will be listed on all correspondence from the Fund Administrator to

Preliminary Claimants as well as on the Fair Fund’s website; and

(g)

establish and maintain a traditional mailing address and an email address

which will be listed on all correspondence from the Fund Administrator to

Preliminary Claimants as well as on the Fair Fund’s website.

38.

The Fund Administrator will, within ten (10) days of the Plan Notice being

transmitted, posted or otherwise made available, incorporate the Summary Notice into a four (4)

week media campaign to all Preliminary Claimants. The media campaign will be comprised of a

press release, digital ads being served through social media platforms and business social

networks acceptable to the Commission staff, as well as publication in print media acceptable to

the Commission staff.

39.

The Commission staff retains the right to review and approve any material posted

on the Fair Fund’s website, any material mailed, and any scripts used in connection with any

communication with Preliminary Claimants.

40.

In all materials that refer to the Claims Bar Date, the filing deadline will be

clearly identified with the calendar date, which is one hundred twenty (120) days from the date

of the initial provision of the Plan Notice by mail, email, or other means.

41.

The Fund Administrator will promptly provide a Claims Packet to any

Preliminary Claimant made, upon request, online through its website or via mail, phone, or email

prior to the Claims Bar Date.

42.

The Fund Administrator will attempt to locate any Preliminary Claimant whose

mailing is returned as “undeliverable” and will document all such efforts. The Fund

Administrator shall use its best efforts to make use of commercially available resources and other

reasonably appropriate means to obtain updated addresses in response to “undeliverable” notices,

and forward any returned mail for which an updated address is provided or obtained. The Fund

Administrator will make available, upon request by the Commission staff, a list of all

Preliminary Claimants whose Plan Notice have been returned as “undeliverable” due to incorrect

addresses and for which the Fund Administrator has been unable to locate current addresses.

Filing a Claim

43.

To avoid being barred from asserting a claim, on or before the Claims Bar Date,

each Preliminary Claimant must submit to the Fund Administrator a properly completed Claim

Form reflecting such Preliminary Claimant’s claim, together with all required supporting

documentation as the Fund Administrator, in its discretion, deems necessary or appropriate to

substantiate the claim. Without limitation, this information may include third party documentary

evidence, including verification of control over a digital wallet verification of purchases and

dispositions of the Security during the Relevant Period, as well as holdings of the Security at

pertinent dates.

44.

Electronic claims submission is encouraged; the Plan Notice will include

instructions on how Preliminary Claimants can submit their claims electronically via the Fair

Fund’s website. If using the web-based claim filing option, a Preliminary Claimant must submit

his, her, or its claim to the Fund Administrator by 11:59 p.m. EST on the Claims Bar Date. The

Plan Notice will also include instructions for submission of claims if the Preliminary Claimant is

unable to submit his, her, or its claim electronically.

45.

The burden will be upon the Preliminary Claimant to ensure that his, her or its

Claim Form has been properly and timely received by the Fund Administrator. A Claim Form

that is postmarked or otherwise received after the Claims Bar Date will not be accepted unless

the deadline is extended by the Fund Administrator for good cause shown, after consultation

with the Commission staff.

46.

All Claim Forms and supporting documentation necessary to determine a

Preliminary Claimant’s eligibility to receive a distribution from the Fair Fund under the terms of

the Plan must be endorsed by a declaration executed by the Preliminary Claimant under penalty

of perjury under the laws of the United States. The declaration must be executed by the

Preliminary Claimant, unless the Fund Administrator accepts such declaration from a Person

authorized to act on the Preliminary Claimant’s behalf, whose authority is supported by such

documentary evidence as the Fund Administrator deems necessary.

47.

When submitting claims to the Fair Fund on behalf of its clients, all Third Party

Filers must use the electronic filing template provided by the Fund Administrator in this matter.

Third Party Filers that do not comply with the template and format provided by the Fund

Administrator may be rejected. Third Party Filers must also submit a signed master proof of

claim and release, as well as proof of authority to file on behalf of the claimant(s) at the time the

electronic file of transactions is submitted. Failure to do so may result in rejection of the claim.

48.

Each Third Party Filer must establish the validity and amount of each claim in its

submission. Third Party Filers must submit such supporting documentary evidence of purchases,

dispositions, and holdings of the Security as the Fund Administrator deems necessary or

appropriate to substantiate each individual claim. Without limitation, this includes the complete

name of the Preliminary Claimant (beneficial account owner) and its TIN (for individuals) or

EIN (for companies), sufficient contact information to confirm the identity of the beneficial

owner, and documentation from the original bank, broker or other institution of purchases and

dispositions of the Security (account statements, confirmations and other documentation of

purchases and dispositions), as well as holdings of the Security on pertinent dates. The Fund

Administrator will have the right to request, and the Third Party Filer will have the burden of

providing to the Fund Administrator, any additional information and/or documentation deemed

necessary by the Fund Administrator to substantiate the claim(s) contained in the submission.

Documentation from a Third Party Filer that is not acceptable to the Fund Administrator will

result in rejection of the affected claim(s). The determination of the Fund Administrator to reject

a claim for insufficient documentation, as reflected in the Determination Notice, is final and

within the discretion of the Fund Administrator.

49.

The receipt of the Security by gift, inheritance, devise, or operation of law will

not be deemed to be a purchase of the Security, nor will it be deemed an assignment of any claim

relating to the purchase of such Security unless specifically so provided in the instrument of

inheritance. The recipient of the Security as a gift, inheritance, devise or by operation of law will

be eligible to file a Claim Form and participate in the distribution of the Fair Fund to the extent

the original purchaser would have been eligible under the terms of the Plan. Only one claim may

be submitted with regard to the same transactions in the Security, and in cases where duplicative

claims are filed by the donor and donee, the donee claim will be honored, assuming it is

supported by proper documentation.

50.

Claims on behalf of a retirement plan covered by Section 3(3) of ERISA, 29

U.S.C.§ 1002(3), which do not include Individual Retirement Accounts and such plan’s

participants, are properly made by the administrator, custodian or fiduciary of the plan and not

by the plan’s participants. The Fund Administrator will distribute any payments on such claims

directly to the administrator, custodian or fiduciary of the retirement plan. The custodian or

fiduciary of the retirement plan will distribute any payments received in a manner consistent with

its fiduciary duties and the governing account or plan provisions.

51.

The Preliminary Claimant has the burden of notifying the Fund Administrator of a

change in his, her or its current address and other contact information, and ensuring that such

information is properly reflected on the Fund Administrator's records.

Review of Claims and Deficiency Process

52.

The Fund Administrator will review all claim submissions and determine the

eligibility of each Preliminary Claimant to participate in the Fair Fund by reviewing claim data

including blockchain transactional data and including but not limited to verification of control

over a digital wallet, and supporting documentation (or the lack thereof) and verifying the claim.

Each Preliminary Claimant will have the burden of proof to establish the validity and amount of

his, her or its claim.

53.

Each Preliminary Claimant will be compared to the current list of U.S. sanctions

in effect for covered regions and financial institutions, as defined by the U.S. Department of the

Treasury, as well as, OFAC’s list of Specially Designated Nationals (SDN) to determine whether

the Preliminary Claimant is an Excluded Party or has provided the details of a financial

institution for the transaction and such institutions subject to sanctions imposed by the U.S.

government. If a Preliminary Claimant is identified as a sanctioned individual or entity, a citizen

of a covered region, seeks a distribution payment through a covered financial institution, or

appears on OFAC’s list of SDNs, the Fund Administrator must obtain sufficient identifying

information from the Preliminary Claimant to establish that he, she or it is not an Excluded Party

and, in the case of a financial institution that is subject to sanctions, the Fund Administrator will

seek information to make alternate payment arrangements, if possible. If the Preliminary

Claimant fails to provide documentation sufficient to satisfy the Fund Administrator that he, she,

or it is not subject to sanctions, the Preliminary Claimant will be deemed an Excluded Party and

ineligible to participate in the distribution of the Fair Fund.

54.

The Fund Administrator will have the right to request, and the Preliminary

Claimant will have the burden of providing to the Fund Administrator, any additional

information and/or documentation deemed relevant by the Fund Administrator, including, but

not limited to information and documents supporting transaction histories (e.g. public keys,

transaction hashes, transaction dates) or activities on cryptocurrency exchanges relating to the

Security. Preliminary Claimants who fail to provide additional information as requested within

21 calendar days will be deemed ineligible to participate in the distribution of the Fair Fund.

55.

The Fund Administrator will verify each Preliminary Claimant’s control over a

digital wallet. A Preliminary Claimant failing to prove control over a digital wallet in which the

Security was held within the allotted time will be deemed ineligible to participate in the

distribution of the Fair Fund.

56.

The Fund Administrator will provide a Claim Status Notice within 120 days of

the Claims Bar Date to each Preliminary Claimant who has filed a deficient Claim Form with the

Fund Administrator. The Claim Status Notice will provide to each Preliminary Claimant whose

claim is deficient, in whole or in part, the reason(s) for the deficiency (e.g., deemed an Excluded

Party pursuant to paragraph 53 above or failure to provide required information or

documentation). In the event the claim is denied, in whole or in part, the Claim Status Notice

will state the reason(s) for such denial. The Claim Status Notice will also notify the Preliminary

Claimant of the opportunity to cure any deficiency, request reconsideration, or dispute the

determination made by the Fund Administrator and provide instructions regarding what is

required to do so.

57.

Any Preliminary Claimant with a deficient claim will have 30 days from the date

of the Claim Status Notice to cure any deficiencies identified in the Claim Status Notice.

58.

Any Preliminary Claimant seeking reconsideration of a denied claim must submit

their request to the Fund Administrator in writing within 30 days of the date of the Claim Status

Notice. All requests for reconsideration must include the necessary documentation to

substantiate the basis upon which the Preliminary Claimant is requesting reconsideration of his,

her, or its claim.

59.

The Fund Administrator will have the authority, in its sole discretion, to waive

technical claim deficiencies and approve claims on a case-by-case basis, or in groups of claims.

Claims Eligibility Determination

60.

Within one hundred eighty (180) days of the Claims Bar Date, the Fund

Administrator will complete all claims determinations and send a Determination Notice to all

Preliminary Claimants who timely submitted a Claim Form notifying the Preliminary Claimant

of its eligibility determination. The Determination Notice will further provide to each

Preliminary Claimant that is determined to be an Eligible Claimant with his, her, or its calculated

Recognized Loss. The Determination Notice will constitute the Fund Administrator’s final

ruling regarding the eligibility status of the claim.

61.

The Fund Administrator may consider disputes of an Eligible Claimant’s

Recognized Loss calculation if presented in writing to the Fund Administrator within thirty (30 )

days of the date of the Determination Notice. Within thirty (30) days of receiving an Eligible

Claimant’s dispute, the Fund Administrator will notify the Eligible Claimant, in writing, of its

calculation of the Eligible Claimant’s Recognized Loss after considering the dispute. This notice

will constitute the Fund Administrator’s final ruling regarding the loss calculations for the claim

and is not subject to appeal.

Third Party Review

62.

After the Fund Administrator has completed the process of analyzing the claims

and determining claim amounts in accordance with the Plan, and prior to the distribution of any

funds, the Fund Administrator will engage an independent, third-party firm, not unacceptable to

Commission staff, to perform a set of agreed upon procedures, review a statistically significant

sample of claims and ensure accurate and comprehensive application of the Plan of Allocation.

The Fund Administrator will communicate the results of the review to Commission staff together

with any written analysis or reports related to the review, and, upon request, will make the firm

available to the Commission staff to respond to questions concerning the review.

Distribution Methodology

63.

Any Preliminary Claimant, who is not an Excluded Party, who submitted a valid

Claim Form and has suffered a Recognized Loss, as calculated in accordance with the Plan of

Allocation, will be deemed an Eligible Claimant.

64.

No Distribution Payments will be made for less than $20.00. If an Eligible

Claimant’s distribution amount, in accordance with the Plan of Allocation, calculates to a

distribution amount less than $20.00, that Eligible Claimant will be deemed ineligible to receive

a Distribution Payment and his, her, or its distribution amount will be reallocated on a pro-rata

basis to Eligible Claimants whose distribution amounts are greater than or equal to $20.00. All

Eligible Claimants whose Recognized Loss calculates to a distribution amount equal to or greater

than $20.00 will be deemed a Payee and receive a Distribution Payment.

Establishment of a Reserve

65.

Before determining the amount of funds available for distribution and calculating

each Payee’s Distribution Payment, the Fund Administrator, in conjunction with the Tax

Administrator, will establish a reserve to pay Administrative Costs and to accommodate any

unexpected expenditures (the “Reserve”).

66.

After all disbursements and Administrative Costs are paid, any remaining

amounts in the Reserve will become part of the Residual described in paragraph 89.

Preparation of the Payment File

67.

Within thirty (30) days following the date of the Determination Notices described

above, paragraph 60, the Fund Administrator will compile and send to the Commission staff the

Payee information, including the name, address, calculated Recognized Loss, and the amount of

the Distribution Payment for all Payees (the “Payee List”). The Fund Administrator will also

provide a Reasonable Assurances Letter to the Commission staff, representing that the Payee

List: (a) was compiled in accordance with the approved Plan; (b) is accurate as to Payees’ names,

addresses, Recognized Losses and amounts of their Distribution Payment; (c) includes the

number of Payees compensated; (d) the percentage of the Payee’s Recognized Loss being

compensated by the disbursement from the Fair Fund, and if applicable, the total percentage to

include all prior disbursements; (e) the total amount of funds to be disbursed, and if applicable,

includes the total amount of such funds to be withheld; and (f) provides all information necessary

to make a payment to each Payee.

The Escrow Account

68.

Prior to the disbursement of funds from the Net Available Fair Fund, the Fund

Administrator will establish an escrow account (the “Escrow Account”) with a United States

commercial bank that is a well-capitalized financial institution as defined by the Federal Reserve

Act, Subpart D, 12 C.F.R. § 208.43 and that is not unacceptable to the Commission staff (the

“Bank”), pursuant to an escrow agreement (the “Escrow Agreement”) to be provided by

Commission staff.

69.

The Fund Administrator, pursuant to the Escrow Agreement, shall also establish

with the Bank a separate deposit account (e.g., controlled distribution account, managed

distribution account, linked checking and investment account) (the “Distribution Account”),

insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC pass

through limit. The Distribution Account shall be linked with the Escrow Account and both shall

be named, and records maintained, in accordance with the Escrow Agreement.

70. During the term of the Escrow Agreement, the portions of the Fair Fund transferred

to the Escrow Account (the “Escrow Property”), shall be invested and reinvested in short-term

U.S. Treasury securities backed by the full faith and credit of the United States Government or

an agency thereof. The investment shall be, of a type and term necessary to meet the cash

liquidity requirements for payments to Payees, tax obligations, and/or fees of the Tax

Administrator and/or Fund Administrator, including investment or reinvestment in a bank

account insured by the FDIC up to the guaranteed FDIC limit, or in money market mutual funds

registered under the Investment Company Act of 1940 that invest 100% of their assets in direct

obligations of the United States Government.

71. The Fund Administrator shall provide duplicate original bank and/or investment

statements on any accounts established by the Fund Administrator to the Tax Administrator on a

monthly basis and shall assist the Tax Administrator in obtaining mid-cycle statements, as

necessary.

72. The Fund Administrator shall deposit or invest funds in the Escrow and

Distribution Accounts so as to result in the maximum reasonable net return, taking into account

the safety of such deposits or investments. In consultation with Commission staff, the Fund

Administrator shall work with the Bank on an ongoing basis to determine an allocation of funds

between the Escrow and Distribution Account.

73. All interest, dividends, and/or income earned by the Escrow Property will accrue

for the benefit of the Escrow Property. All Administrative Costs associated with the Escrow and

Distribution Accounts will be the responsibility of the Fund Administrator, who may be

reimbursed for said costs as provided in this Plan. No such Administrative Costs may be paid to

the Bank, its agents, and/or its affiliates from the Escrow Property.

Distribution of the Fair Fund

74.

The Fund Administrator will seek to distribute the Net Available Fair Fund to all

Payees only after all Claim Forms have been processed and all Preliminary Claimants whose

claims have been rejected or disallowed, in whole or in part, have been notified and provided the

opportunity to contest or cure pursuant to the procedures set forth herein.

75. Upon the Commission’s staff’s receipt, review, and acceptance of the Payee List

and Reasonable Assurances Letter from the Fund Administrator, the Commission staff will seek

an Order from the Commission pursuant to Rule 1101(b)(6) of the Commission’s Rules, 17

C.F.R. § 201.1101(b)(6), to disburse funds from the Net Available Fair Fund to the Bank in

accordance with the Payee List for distribution by the Fund Administrator in accordance with the

Plan. All disbursements will be made pursuant to a Commission Order.

76. Upon issuance of an Order to disburse, the Commission staff will direct the transfer

of funds in accordance with the Payee List to the Bank. The Fund Administrator will then use its

best efforts to commence mailing Distribution Payment checks and/or effect wire transfers

within ten (10) business days of the release of the funds into the Escrow Account. All efforts

will be coordinated to limit the time between the Escrow Account’s receipt of the funds and the

issuance of Distribution Payments.

77.

All Distribution Payments will be issued by the Fund Administrator from the

Distribution Account. All checks will bear a stale date of one hundred twenty (120) days from

the date of issuance. Checks that are not negotiated by the stale date will be voided, and the

Bank will be instructed to stop payment on those checks. A Payee’s claim will be extinguished if

he, she, or it fails to negotiate his, her or its check by the stale date, and the funds will remain in

the Fair Fund, except if a check reissue has been requested before the stale date, such request is

governed by paragraph 85.

78.

All Distribution Payments will be preceded or accompanied by a communication

that includes, as appropriate: (a) a statement characterizing the distribution; (b) a statement that

the tax treatment of the distribution is the responsibility of each Payee and that the Payee should

consult his, her or its tax advisor for advice regarding the tax treatment of the distribution;

however, any backup withholding required under IRC § 3406(a) and the regulations promulgated

thereunder, or withholding required with respect to nonresident aliens (“NRAs”) under Chapter 3

of the IRC, or FATCA-subject Payees under Chapter 4 of the IRC, will be withheld as required

from the Distribution Payment and remitted to the Internal Revenue Service on the Payee’s

behalf; (c) a statement that checks will be void and cannot be reissued after one hundred twenty

(120) days from the date the original check was issued; and (d) contact information for the Fund

Administrator for questions regarding the Distribution Payment. The letter or other mailings to

Payees characterizing a Distribution Payment will be prepared by the Tax Administrator and

provided to the Commission staff for review and approval.

79.

All Distribution Payments, either on their face or in the accompanying mailing,

will clearly indicate that the money is being distributed from the Fair Fund established by the

Commission to compensate investors for harm as a result of securities law violations.

80.

Distribution Payments must be made by check or electronic payment payable to

the Payee (the beneficial account owner). A Third Party Filer shall not be the payee of any

Distribution Payment check or electronic Distribution Payment. Compensation to a Third Party

Filer for its services may not be paid or deducted from the Distribution Payment.

81.

The submission of a Claim Form and the receipt and acceptance of a Distribution

Payment by Payee is not a release of a Payee’s rights and claims against any party.

82.

In consultation with the Commission staff, the Fund Administrator may utilize

electronic or wire transfers to transfer approved Distribution Payments to filers of claims on

behalf of twenty (20) or more Payees. Wire transfers will be initiated by the Fund Administrator

using a two-party check and balance system, whereby completion of a wire transfer will require

an authorization by two members of the Fund Administrator’s senior staff.

83.

At the discretion of the Fund Administrator, certain costs that were not factored

into the Reserve, such as bank fees for the return of a payment, may reduce the Payee’s

Distribution Payment. In such situations, the Fund Administrator will immediately notify the

Tax Administrator of the reduction in the Distribution Payment.

Post Distribution; Handling of Returned or Uncashed Checks; and Reissues

84.

The Fund Administrator shall use its best efforts to make use of commercially

available resources and other reasonably appropriate means to locate all Payees whose payments

are returned to the Fund Administrator as “undeliverable.” If new address or account information

becomes available, the Fund Administrator will repackage the distribution payment and reissue

the distribution payment in accordance with the new information. If new address or account

information is not available after a diligent search (and in no event no later than one hundred

twenty (120) days after the initial mailing of the original check) or if the distribution check is

returned again, the check shall be voided and the Fund Administrator shall instruct the issuing

financial institution to stop payment. If the Fund Administrator is unable to find a Payee’s

correct address or other correct information needed for payment, or if despite best efforts,

payment is impractical due to geopolitical conditions including but not limited to restrictions on

payments to covered regions or financial institutions, war, or natural or manmade disasters, the

Fund Administrator, in its discretion, may remove such Payee from the distribution and the

allocated Distribution Payment will remain in the Fair Fund for distribution, if feasible, to the

remaining Payees.

85.

The Fund Administrator will reissue checks to Payees upon the receipt of a valid,

written request from the Payee prior to the initial stale date. In cases where a Payee is unable to

endorse a Distribution Payment check as written (e.g., name changes, IRA custodian changes, or

recipient is deceased) and the Payee or a lawful representative requests the reissuance of a

Distribution Payment check in a different name, the Fund Administrator will request, and must

receive, documentation to support the requested change. The Fund Administrator will review the

documentation to determine the authenticity and propriety of the change request. If, in the

discretion of the Fund Administrator, such change request is properly documented, the Fund

Administrator will issue an appropriately redrawn Distribution Payment to the requesting party.

Reissued checks will be void at the later of one hundred twenty (120) days from issuance of the

original check or sixty (60) days from the reissuance. In no event will a check be reissued after

one hundred twenty (120) days from the date of the original issuance without the approval of

Commission staff.

86.

The Fund Administrator will make reasonable efforts to contact Payees who have

failed to negotiate their Distribution Payment check and take appropriate action to follow up on

the status of uncashed checks at the request of Commission staff. The Fund Administrator may

reissue such checks subject to the time limits detailed herein. If a Distribution Payment remains

uncashed after the stale date the Fund Administrator will instruct the Bank to issue a stop

payment on the check. The Fund Administrator, in its discretion, may remove such Payee from

the distribution, and the allocated Distribution Payment will remain in the Fair Fund for

distribution, if feasible, to the remaining Payees.

Administrative Costs

87.

All Administrative Costs will be paid from the Fair Fund in accordance with the

Commission’s Rules. Upon completion of the final distribution, the Fund Administrator shall

make arrangements, in consultation with the Commission staff, for the final payment of all

Administrative Costs.

Disposition of Undistributed Funds

88.

If funds remain following the initial distribution, the Fund Administrator, in

consultation with the Commission staff, may seek subsequent distribution(s) of any available

remaining funds, in a manner consistent with this Plan, pursuant to the Commission’s Rules.

89.

A residual will be established for any amounts remaining after the final

disbursement to Payees from the Fair Fund (the “Residual”). The Residual may include funds

from, among other things, amounts remaining the Reserve, distribution checks that have not been

cashed, checks or electronic payments that were not delivered or were returned to the

Commission, and tax refunds received due to the Fair Fund’s overpayment of taxes or for waiver

of IRS penalties.

90.

Once the Fund Administrator, in consultation with the Commission staff, deems

further distribution of the Fair Fund to investors infeasible, the Fund Administrator will direct

the Bank to stop payment on all uncashed distribution payments, and return any funds remaining

in the Escrow and Distribution Accounts to the Commission to become part of the Residual.

91.

All funds remaining in the Residual that are infeasible to distribute to investors

will be held by the Commission and transferred to the U.S. Treasury after the final accounting is

approved by the Commission. Returning such money to Respondent would be inconsistent with

the equitable principle that no Person should profit from their own wrongdoing. Therefore, in

these circumstances, distributing disgorged funds to the U.S. Treasury is the most equitable

alternative.

Filing of Reports and Accountings

92.

In accordance with Rule 1105(f) of the Commission’s Rules, the Fund

Administrator shall provide to the Commission staff a progress report and a quarterly account

statement in a format to be provided by Commission staff, within forty-five (45) days of the

Commission’s approval of the Plan, and shall provide to Commission staff additional reports and

quarterly account statements within ten (10) days after the end of every calendar quarter. Such

progress reports shall inform the Commission staff of the activities and status of the Fair Fund

during the reporting period, and shall specify, at a minimum, the location of the account(s)

comprising the Fair Fund, including among other things, an interim accounting of all monies in

the Fair Fund.

93.

When the final distribution is completed, the Fund Administrator shall provide to

Commission staff a final report summarizing all tasks undertaken and the outcome of its

administrative efforts. The Fund Administrator shall make arrangement for the final payment of

all Administrative Costs, and submit a final accounting of all monies received, earned, spent, and

distributed in connection with the administration of the Plan in a format provided by the

Commission staff. The Fund Administrator will also submit a report to the Commission staff

containing the final distribution statistics regarding distributions to individuals and entities, and

such other information requested by the Commission staff.

Miscellaneous

94.

When administering this Plan, the Fund Administrator, and/or each of its

designees, agents and assigns, may rely on: all applicable law; orders issued by the Commission,

including orders issued by delegated authority; orders issued by an administrative law judge, if

any, appointed in this proceeding; and any records, including records containing investor

information, provided by Commission staff.

95.

Should any additional funds be received pursuant to Commission or Court order,

agreement, or otherwise, prior to the Commission’s termination of the Fair Fund, such funds will

be added to the Fair Fund and distributed, if feasible, in accordance with the Plan, pursuant to the

Commission’s Rules.

Wind-down and Document Retention

96.

The Fund Administrator will shut down the website, P.O. Box and customer

service telephone line(s) established specifically for the administration of the Fair Fund six (6)

months after the transfer of any remaining funds to the Commission, or at such earlier time as the

Fund Administrator determines with the concurrence of the Commission staff.

97.

The Fund Administrator will retain all materials submitted by Preliminary

Claimants in either paper or electronic form for a period of six (6) years from the date of

approval of a final fund accounting. Materials maintained in electronic form must be accessible

and readable for the duration of retention. Upon expiration of this period, and pursuant to the

Commission staff's direction, the Fund Administrator will either turn over to the Commission or

destroy all materials, including documents in any media.

Termination of the Fair Fund

98.

Once the Commission has approved the final accounting, the Commission staff

will seek an order from the Commission authorizing: (a) the transfer of any amounts remaining

in the Fair Fund that is infeasible to return to investors, and any amounts returned to the Fair

Fund in the future that is infeasible to return to investors, to the U.S. Treasury, subject to Section

21F(g)(3) of the Exchange Act; (b) discharge of the Fund Administrator; (c) cancellation of the

Fund Administrator’s bond; and (d) termination of the Fair Fund.

99.

The Fair Fund will be eligible for termination and the Fund Administrator will be

eligible for discharge after all of the following have occurred (a) a final accounting, in a standard

accounting format provided by the Commission staff, has been submitted by the Fund

Administrator and approved by the Commission; (b) all Administrative Costs have been paid;

and (c) any amount remaining in the Fair Fund has been returned to the Commission for transfer

to U.S. Treasury.

100. Once the Fair Fund has been terminated and funds, if any, are transferred to the

U.S. Treasury, no further claims will be allowed and no additional payments will be made

whatsoever.

VII.

NOTICE AND COMMENT PERIOD

101. The Notice of Proposed Plan of Distribution and Opportunity to Comment (the

“Notice”) will be published on the Commission’s website at

https://www.sec.gov/litigation/fairfundlist.htm. Any Person wishing to comment on the Plan

must do so in writing by submitting their comments to the Commission within 30 days of the

publication of the Notice: (a) to the Office of the Secretary, United States Securities and

Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090; (b) by using the

Commission’s Internet comment form (https://www.sec.gov/litigation/admin.shtml); or (c) by

sending an email to rule-comments@sec.gov. Comments submitted by email or via the

Commission’s website should include “Administrative Proceeding File Number 3-22382” in the

subject line. Comments received will be available to the public. Persons should only submit

comments that they wish to make publicly available.

Exhibit A

PLAN OF ALLOCATION

This Plan of Allocation 1 is designed to compensate investors based on their losses on the

stablecoin token TerraUSD (the “Security” or “UST”), purchased on or acquired during the period

beginning on May 23, 2021, when Tai Mo Shan entered into an agreement to purchase $20 million

worth of UST, deceiving investors about the efficacy of Terraform’s arbitrage mechanism to

maintain UST’s price at $1.00, through May 8, 2022, the eve of the Terraform ecosystem collapse,

(the “Relevant Period”). On May 9, 2022, UST’s value fell, harming investors who purchased UST

at values inflated by Tai Mo Shan’s actions. Investors who did not purchase or acquire the Security

during the Relevant Period, or who are an Excluded Party, are ineligible to recover under this Plan.

The Methodology

The Fund Administrator will calculate the amount of loss for each UST token (“Recognized

Loss per Token”) as follows:

For each UST token purchased or acquired between May 23, 2021, and May 8, 2022,

inclusive, and

A. Sold on or prior to May 8, 2022, the Recognized Loss per Token is $0.00

B. Sold between May 9, 2022, and August 6, 2022, both dates inclusive (i.e., during the

“Lookback Period”), the Recognized Loss per Token is the lesser of:

ii.

the purchase/acquisition price minus the sale price; or

the purchase/acquisition price minus the moving average closing price of the

Security on the sale date as set forth in Table A.

C. Held as of 11:59:59 PM EDT on August 6, 2022, the last day of the Lookback Period, the

Recognized Loss per Token is:

the purchase/acquisition price minus $0.07, the average price of the Security

during the Lookback Period, as shown in the last row in Table A.

If the Recognized Loss per Token calculates to a negative number, reflecting a gain, the

Recognized Loss per Token will be $0.00.

All prices mentioned in the calculations exclude all taxes, fees and commissions.

Purchases/acquisitions and sales shall be deemed to have occurred on the “contract” or “trade” date

as opposed to the “payment” or “settlement” date.

II.

Additional Provisions

FIFO Methodology

All capitalized terms used herein but not defined shall have the same meanings ascribed to them in the Plan.

Multiple purchases/acquisitions and sales of the Security during the Relevant Period will be

matched according to the first-in, first-out (“FIFO”) method. The earliest sales during the Relevant

Period will be matched first against any holdings at the opening of the Relevant Period. Once the

beginning holdings have all been matched, or in the event that there are no beginning holdings, then

any further sales will be matched against the earliest Relevant Period purchases/acquisitions and

chronologically thereafter.

Acquisitions

The receipt or grant of the Security by gift, devise, inheritance, or operation of law during the

Relevant Period is not considered an eligible purchase if the original purchase did not occur during

the Relevant Period. Tokens acquired outside the Relevant Period will be excluded from the

calculation of the Recognized Loss.

Options, Derivatives, and Other Instruments

UST is the only Security eligible for recovery under this Plan. Option contracts to purchase

or sell the Security are not eligible for recovery under the Plan. Transactions that are pursuant to, or

in connection with, futures, swaps, synthetic tokens, or any other derivative or indirect instrument

will not be eligible for recovery and will be excluded from the calculation of Recognized Loss.

Transactions executed via smart contracts are eligible only to the extent they result in the Claimant’s

acquisition or loss of beneficial ownership of the UST. Wrapped UST shall be treated as UST for

purposes of eligibility, and the holder of the wrapped UST shall be deemed the beneficial owner of

the underlying UST.

Short Sales

Any UST purchased during the Relevant Period to cover short positions held at the beginning

of the Relevant Period or to cover short positions opened during the Relevant Period will have a

Recognized Loss of $0.00. The date of a “short sale” is deemed to be the date of sale of the Security

and the date of covering a short sale is deemed to be the date of purchase of the Security. The

earliest Relevant Period purchases will be matched against any short position existing at the opening

of the Relevant Period until that short position is fully covered.

III.

Calculating Recognized Loss

Recognized Loss will be the sum of Recognized Loss per Token, as calculated above, on all

of the Security purchased or acquired by the Preliminary Claimant during the Relevant Period. If the

Recognized Loss calculates to a negative number, reflecting a gain, then the Recognized Loss will

be $0.00.

Recognized Loss may be limited to actual market loss. If a Preliminary Claimant’s actual

market loss on the Security purchased/acquired during the Relevant Period is less than his, her or its

Recognized Loss, then the Recognized Loss shall be limited to the actual market loss amount. If the

actual market loss calculates to a gain, then the Recognized Loss will be $0.00.

The actual market loss will be calculated as (a) the total purchase amount of the Security

purchased/acquired during the Relevant Period, 2 less the sum of (b) the sales proceeds from the

Security purchased/acquired during the Relevant Period and sold during the Relevant Period or

during the Lookback Period, 3 and (c) the holding value of the remaining Security purchased during

the Relevant Period, which for the purposes of this calculation will be $0.07 per token, the average

closing price of the Security during the Lookback Period, as shown on the last row in Table A. 4

IV.

Becoming An Eligible Claimant

A Preliminary Claimant who is not an Excluded Party, who submits a valid Claim Form, and

who suffered a Recognized Loss, as calculated above, will be deemed an Eligible Claimant.

Allocation of Funds

If the Net Available Fair Fund is equal to or exceeds the sum of Recognized Losses (minus

any Prior Recoveries) of all Eligible Claimants, each Eligible Claimant’s distribution amount will

equal his, her, or its Recognized Loss, plus any “Reasonable Interest” awarded. If the Net Available

Fair Fund is less than the sum of Recognized Losses (minus any Prior Recoveries) of all Eligible

Claimants, each Eligible Claimant’s distribution amount will equal his, her or its “Pro-Rata

Percentage” of the Net Available Fair Fund. In either case, the distribution amount will be subject to

the “Offset for Prior Recovery” and “Minimum Distribution Amount.”

Calculating an Eligible Claimant’s Pro-Rata Percentage

This computation is intended to measure Eligible Claimants’ Recognized Losses against one

another. The Fund Administrator shall determine each Eligible Claimant’s Pro-Rata Percentage as

the ratio of his, her, or its Recognized Loss to the sum of Recognized Losses of all Eligible

Claimants.

Offset for Prior Recovery

To avoid payment of a windfall, an Eligible Claimant’s distribution amount will be no larger

than his, her, or its Recognized Loss minus the amount of any compensation for the loss that resulted

from the conduct described in the Order that was received from another source (e.g., class action

settlement), to the extent known by the Fund Administrator (“Prior Recovery”), plus any Reasonable

Interest awarded. That is, the distribution amount will be capped at the Recognized Loss less the

Prior Recovery, plus any Reasonable Interest awarded.

Reasonable Interest

If the Net Available Fair Fund exceeds the amount necessary to pay all Eligible Claimants their

Purchases of the Security during the Relevant Period to cover short positions will be included in the calculation of

actual market loss if the purchase is matched to a short sale during the Relevant Period. Purchases/acquisitions that are

not eligible for recovery will not be considered for purposes of calculating the actual market loss.

Sales of the Security during the Relevant Period and the Lookback Period will be matched first against the opening

position and the proceeds of such sales will not be considered for purposes of calculating the actual market loss. Short

sales will be considered for purposes of calculating the actual market loss.

Any open short positions at the end of the Lookback Period will be ignored for purposes of calculating the actual

market loss.

Recognized Loss (minus any Prior Recovery) in full, the Fund Administrator, in consultation with the

Commission staff, may include interest in the distribution amount to compensate Eligible Claimants for the

time value of their respective Recognized Losses. Reasonable Interest will be calculated using the Shortterm Applicable Federal Rate plus three percentage points (3%), compounded quarterly from the end of the

Relevant Period through the approximate date of the disbursement of the funds. If there are insufficient

funds to pay Reasonable Interest in full to all Eligible Claimants, Reasonable Interest may be awarded on a

pro-rata basis from the excess funds.

Minimum Distribution Amount

The Minimum Distribution Amount will be $20.00. An Eligible Claimant whose distribution

amount (inclusive of Reasonable Interest, if any) is less than the Minimum Distribution Amount will

be deemed ineligible and his, her, or its distribution amount may be reallocated on a pro-rata basis

to Eligible Claimants whose distribution amounts are greater than or equal to the Minimum

Distribution Amount.

Payee and Distribution Payment

An Eligible Claimant whose distribution amount equals or exceeds the Minimum

Distribution Amount will be deemed a Payee, and will receive a Distribution Payment equal to his,

her, or its calculated distribution amount. In no event will a Payee receive from the Fair Fund more

than his, her, or its Recognized Loss, plus Reasonable Interest, if applicable.

Table A: UST Moving Average Daily Price during the Lookback Period

Moving

Average Closing

Price from May

9, 2020 to Date

Shown

Date

5/9/2022 $

0.80 6/8/2022 $

0.14 7/8/2022 $

0.08

5/10/2022 $

0.79 6/9/2022 $

0.13 7/9/2022 $

0.08

5/11/2022 $

0.79 6/10/2022 $

0.13 7/10/2022 $

0.08

5/12/2022 $

0.68 6/11/2022 $

0.13 7/11/2022 $

0.08

5/13/2022 $

0.57 6/12/2022 $

0.12 7/12/2022 $

0.08

5/14/2022 $

0.51 6/13/2022 $

0.12 7/13/2022 $

0.08

5/15/2022 $

0.45 6/14/2022 $

0.12 7/14/2022 $

0.08

5/16/2022 $

0.41 6/15/2022 $

0.11 7/15/2022 $

0.08

5/17/2022 $

0.37 6/16/2022 $

0.11 7/16/2022 $

0.08

5/18/2022 $

0.35 6/17/2022 $

0.11 7/17/2022 $

0.08

5/19/2022 $

0.32 6/18/2022 $

0.11 7/18/2022 $

0.08

5/20/2022 $

0.30 6/19/2022 $

0.10 7/19/2022 $

0.08

5/21/2022 $

0.28 6/20/2022 $

0.10 7/20/2022 $

0.08

5/22/2022 $

0.27 6/21/2022 $

0.10 7/21/2022 $

0.08

5/23/2022 $

0.25 6/22/2022 $

0.10 7/22/2022 $

0.08

5/24/2022 $

0.24 6/23/2022 $

0.10 7/23/2022 $

0.08

5/25/2022 $

0.23 6/24/2022 $

0.09 7/24/2022 $

0.08

5/26/2022 $

0.22 6/25/2022 $

0.09 7/25/2022 $

0.07

5/27/2022 $

0.21 6/26/2022 $

0.09 7/26/2022 $

0.07

5/28/2022 $

0.20 6/27/2022 $

0.09 7/27/2022 $

0.07

5/29/2022 $

0.19 6/28/2022 $

0.09 7/28/2022 $

0.07

5/30/2022 $

0.19 6/29/2022 $

0.09 7/29/2022 $

0.07

5/31/2022 $

0.18 6/30/2022 $

0.09 7/30/2022 $

0.07

6/1/2022 $

0.17 7/1/2022 $

0.09 7/31/2022 $

0.07

6/2/2022 $

0.17 7/2/2022 $

0.09 8/1/2022 $

0.07

6/3/2022 $

0.16 7/3/2022 $

0.09 8/2/2022 $

0.07

6/4/2022 $

0.16 7/4/2022 $

0.09 8/3/2022 $

0.07

6/5/2022 $

0.15 7/5/2022 $

0.09 8/4/2022 $

0.07

6/6/2022 $

0.15 7/6/2022 $

0.09 8/5/2022 $

0.07

0.14 7/7/2022 $

0.08 8/6/2022 $

0.07

\ 6/7/2022 $

This is a copy of a public record, reproduced as it was published. It is not legal advice, and it may not be the version a court would rely on. Check the official source before you cite it.