UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 103036 / May 13, 2025

ADMINISTRATIVE PROCEEDING

File No. 3-20883

In the Matter of

Synchronoss Technologies, Inc.,

Respondent.

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NOTICE OF PROPOSED PLAN OF

DISTRIBUTION AND OPPORTUNITY

FOR COMMENT

ADMINISTRATIVE PROCEEDING

File No. 3-20884

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In the Matter of

Clayton “Charlie” Thomas

Respondent.

ADMINISTRATIVE PROCEEDING

File No. 3-20885

In the Matter of

Marc Bandini

Respondent.

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ADMINISTRATIVE PROCEEDING

File No. 3-20886

In the Matter of

Daniel Ives

Respondent.

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ADMINISTRATIVE PROCEEDING

File No. 3-20887

In the Matter of

John Murdock

Respondent.

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ADMINISTRATIVE PROCEEDING

File No. 3-20889

In the Matter of

Ronald Prague, Esq.

Respondent.

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

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

“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 matters.

On June 7, 2022, the Commission issued six separate, but related settled Orders

(collectively the “Orders”) against Synchronoss Technologies, Inc. (“Synchronoss”), 1 Clayton

Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934,

Making Findings, and Imposing a Cease-and-Desist Order, Exchange Act Rel. No. 95049 (June 7, 2022), Admin.

Proc. File No. 3-20883.

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“Charlie” Thomas (“Thomas”), 2 Marc Bandini (“Bandini”), 3 Daniel Ives (“Ives”), 4 John

Murdock (“Murdock”), 5 and Ronald Prague, Esq. (“Prague”) 6 (collectively, the “Respondents”).

In the Orders, the Commission found that Synchronoss, a New Jersey-based technology

company that primarily provides products, software, and services to telecommunications

companies, together with several senior executives and employees engaged in improper

accounting practices from at least 2013 through 2017. In July 2018, Synchronoss announced a

restatement of its audited financial statements for the fiscal years ended December 31, 2016, and

2015 and restated selected financial data for the fiscal years ended 2014 and 2013 totaling

approximately $190 million in cumulative revenues. As part of this announcement, Synchronoss

restated revenues related to certain transactions for which Synchronoss had recognized revenue

improperly and in a manner inconsistent with generally accepted accounting principles

(“GAAP”). The restatement primarily related to three categories of transactions, for which

Synchronoss improperly recognized revenue: (1) transactions for which there was not persuasive

evidence of an arrangement; (2) acquisitions/divestitures in which Synchronoss recognized

revenue on license agreement(s) instead of combining those purported amounts with the

purchase or sales prices; and (3) license/hosting transactions, in which Synchronoss converted

prior multi-term software-as-a-service (“SaaS”) agreements into perpetual license agreements,

and improperly recognized the revenue upfront, instead of recognizing it ratably over the term of

the arrangements. In its restatement, Synchronoss also acknowledged “pervasive material

weaknesses” in its internal control over financial reporting for the restatement period. These

certain instances of Synchronoss’s improper accounting were the result of misconduct by

Synchronoss’s senior executives and other employees. As a result of this misconduct,

Synchronoss filed with the Commission materially misstated financial statements in its annual,

quarterly and current reports during the restatement period.

In their respective Orders, the Commission ordered Synchronoss to pay $12,500,000.00,

Thomas to pay $90,000.00, Bandini to pay $75,000.00, Ives to pay $15,000.00, Murdock to pay

$15,000.00 and Prague to pay $25,000.00 for a collective total of $12,720,000.00 in civil money

penalties to the Commission.

Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934,

Making Findings, and Imposing a Cease-and-Desist Order, Exchange Act Rel. No. 95050 (June 7, 2022), Admin.

Proc. File No. 3-20884.

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Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934,

Making Findings, and Imposing a Cease-and-Desist Order, Exchange Act Rel. No. 95051 (June 7, 2022), Admin.

Proc. File No. 3-20885.

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Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934,

Making Findings, and Imposing a Cease-and-Desist Order, Exchange Act Rel. No. 95052 (June 7, 2022), Admin.

Proc. File No. 3-20886.

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Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934,

Making Findings, and Imposing a Cease-and-Desist Order, Exchange Act Rel. No. 95053 (June 7, 2022), Admin.

Proc. File No. 3-20887.

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Order Instituting Public Administrative and Cease-and-Desist Proceedings Pursuant to Section 21C of the

Securities Exchange Act of 1934 and Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and

Imposing Remedial Sanctions and a Cease-and-Desist Order, Exchange Act Rel. No. 95055 (June 7, 2022), Admin.

Proc. File No. 3-20889.

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In each of the Orders, the Commission created a Fair Fund, pursuant to Section 308(a) of

the Sarbanes-Oxley Act of 2002, so the penalties collected can be distributed to harmed

investors, and further ordered that the Fair Fund may be added to or combined with any other

Fair Fund created in a related district court action or administrative proceeding arising out of the

same violations.

Respondents have paid in full. In accordance with the Orders, the $12,720,000.00

collected from the Respondents has been combined (collectively, the “Fair Fund”) and deposited

in a Commission-designated account at the U.S. Department of the Treasury. Any accrued

interest will be added to the Fair Fund. The assets of the Fair Fund are subject to the continuing

jurisdiction and control of the Commission.

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

https://www.sec.gov/litigation/fairfundlist.htm. Interested persons may also obtain a written

copy of the Proposed Plan by submitting a written request to Devon Anthony Brown, United

States Securities and Exchange Commission, at Brownde@SEC.gov. All persons who desire to

comment on the Proposed Plan may submit their comments, in writing, no later than 30 days

from the date of this Notice:

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

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

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by using the Commission’s Internet comment form

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

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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 Numbers 3-20883, 3-20884, 3-20885, 3-20886, 3-20887, and 3-20889” in the

subject line. Comments received will be publicly available. Persons should submit only

information they wish to make publicly available.

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THE PROPOSED PLAN

The Net Available Fair Fund 7 is comprised of the $12,720,000.00 in civil money

penalties collected from the Respondents, plus any interest and income earned thereon, less

taxes, fees, and expenses. The Proposed Plan provides for the distribution of the Net Available

Fair Fund to investors to compensate for their losses on shares of Synchronoss common stock

that were purchased or acquired between February 6, 2014 and May 9, 2018 due to the

misconduct of the Respondents described in the Orders.

For the Commission, by the Division of Enforcement, pursuant to delegated authority. 8

Vanessa A. Countryman

Secretary

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

Plan.

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17 C.F.R. § 200.30-4(a)(21)(iii).

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