UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 93892 / January 3, 2022

ADMINISTRATIVE PROCEEDING

File No. 3-20150

In the Matter of

Securities America Advisors, Inc.,

Respondent.

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NOTICE OF PROPOSED PLAN OF

DISTRIBUTION AND

OPPORTUNITY FOR COMMENT

Notice is hereby given, pursuant to Rule 1103 of the United States Securities and

Exchange Commission’s (“Commission”) Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”), 17 C.F.R. § 201.1103, that the Division of Enforcement has submitted

to the Commission a proposed plan of distribution (the “Proposed Plan”) for the distribution of

monies paid in the above-captioned matter.

On November 13, 2020, the Commission issued an Order Instituting Administrative and

Cease-and-Desist Proceedings, Pursuant to Sections 203(e) and 203(k) of the Investment

Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions and a Cease-andDesist Order (the “Order”)1 against Securities America Advisors, Inc. (“SAA” or the

“Respondent”). In the Order, the Commission found that from January 1, 2016 through February

28, 2018 (“the Relevant Period”), SAA investment advisor representatives (“IARs”) invested

clients in, or recommended for their clients, certain volatility-linked Exchange Traded Products

(“ETPs”). Throughout the Relevant Period, SAA failed to adopt and implement policies and

procedures reasonably designed to prevent investments in, and recommendations of, volatility

linked ETPs that were not suitable for SAA clients. The offering materials for XIV provided that

the product was for sophisticated investors to manage daily trading risks, and the offering

materials for VIXY similarly provided that that product was for investors who understood the

consequences of seeking exposure to VIX futures contracts and was for short-term investment

horizons. SAA had no policies and procedures directed specifically at volatility-linked ETPs,

even though it knew that certain of its IARs were investing in certainly volatility-linked ETPs on

behalf of retail clients or were recommending that retail clients buy and hold the products for

extended periods. The Commission ordered the Respondent to pay $3,399.42 in disgorgement,

$377.40 in prejudgment interest, and a $600,000.00 civil money penalty, for a total of

$603,776.82, to the Commission. The Commission also created a Fair Fund, pursuant to Section

1

Advisers Act Rel. No. 5627 (Nov. 13, 2020).

308(a) of the Sarbanes-Oxley Act of 2002, so the penalty paid, along with the disgorgement and

interest paid, can be distributed to harmed investors (the “Fair Fund”). Pursuant to the Order, the

Respondent shall pay all administrative costs and expenses, including but not limited to, the fees

and expenses of a fund administrator and tax administrator.

The Fair Fund includes the $603,776.82 paid by the Respondent. The assets of the Fair

Fund are subject to the continuing jurisdiction and control of the Commission. The Fair Fund

and has been deposited in an interest-bearing account at the U.S. Department of the Treasury’s

Bureau of the Fiscal Service, and any interest accrued will be added to the Fair Fund.

OPPORTUNITY FOR COMMENT

Pursuant to this Notice, all interested persons are advised that they may obtain a copy of

the Plan from the Commission’s public website at http://www.sec.gov/litigation/fairfundlist.htm.

Interested persons may also obtain a written copy of the Proposed Plan by submitting a written

request to Amy A. Sumner, United States Securities and Exchange Commission, Byron Rogers

Federal Office Building, 1961 Stout Street, Suite 1700, Denver, CO 80294-1961. All persons

who desire to comment on the Proposed Plan may submit their comments, in writing, no later

than thirty (30) days from the date of this Notice:

1.

to the Office of the Secretary, United States Securities and Exchange

Commission, 100 F Street, NE, Washington, DC 20549-1090;

2.

by using the Commission’s Internet comment form

(http://www.sec.gov/litigation/admin.shtml); or

3.

by sending an e-mail to rule-comments@sec.gov.

Comments submitted by email or via the Commission’s website should include “Administrative

Proceeding File No. 3-20150” in the subject line. Comments received will be publicly available.

Persons should submit only information they wish to make publicly available.

THE PROPOSED PLAN

The Net Available Fair Fund2 is comprised of the $603,776.82 in disgorgement,

prejudgment interest, and civil money penalties paid by the Respondent, plus interest and income

earned thereon. The Proposed Plan provides for the distribution of the Net Available Fair Fund

to investors who purchased eligible Securities during the Relevant Period and suffered a

Recognized Loss as calculated by the methodology used in the Plan of Allocation in the

Proposed Plan.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.3

Vanessa A. Countryman

Secretary

2

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

Plan.

3

17 C.F.R. § 200.30-4(a)(21)(iii).