INITIAL DECISION RELEASE NO. 1417

INITIAL DECISION RELEASE NO. 1417

ADMINISTRATIVE PROCEEDING

FILE NO. 3-22307

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________

In the Matter of

EPIC CAPITAL WEALTH ADVISORS, LLC

________________________________________________

APPEARANCES:

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INITIAL DECISION

August 8, 2025

James P. McDonald, Gregory Kasper, and Nicholas Heinke, Esqs., for

the Division of Enforcement, Securities and Exchange Commission

David M. Anthony, President, for

Respondent Epic Capital Wealth Advisors, LLC

BEFORE:

Carol Fox Foelak, Administrative Law Judge

SUMMARY

This Initial Decision dismisses the proceeding to deny the application of Epic Capital

Wealth Advisors, LLC, for registration as an investment adviser and grants the application.

I. INTRODUCTION

A. Procedural Background

The Securities and Exchange Commission instituted these proceedings on November 8,

2024, pursuant to Section 203(c)(2)(B) of the Investment Advisers Act of 1940, as to Epic Capital

Wealth Advisors, LLC. 1 On January 23, 2025, the Commission issued its Order Setting Proceeding

for Expedited Hearing. Hearing sessions were held on June 2, 3, 4, and 10, 2025; and a number

of exhibits were admitted into evidence. The hearing was closed on June 10. The Division of

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Also on November 8, 2024, and January 23, 2025, the Commission instituted proceedings pursuant

to Section 203(f) of the Advisers Act as to David M. Anthony, Epic Capital’s president, and issued

its Order Setting Proceeding Before an Administrative Law Judge, respectively. The Commission

has granted the Division of Enforcement’s April 8, 2025, request to dismiss that proceeding.

https://www.sec.gov/files/litigation/opinions/2025/ia-6903.pdf

Enforcement filed a Post-Hearing Brief on June 23, 2025. Respondent did not file a post-hearing

brief or a response to the Division’s brief.

The findings and conclusions in this Initial Decision are based on the record. Official

notice pursuant to 17 C.F.R. § 201.323 is taken of the Commission’s public official records.

Preponderance of the evidence was applied as the standard of proof. See Steadman v. SEC, 450

U.S. 91, 97-104 (1981). All arguments and proposed findings and conclusions that are inconsistent

with this Initial Decision were considered and rejected.

B. Allegations and Arguments of the Parties

The proceeding concerns Epic Capital’s application on Form ADV for registration as an

investment adviser, filed on September 24, 2024, and amended on October 2 and 25, 2024. The

second amendment, pursuant to 17 C.F.R. § 275.203A-2(c), would require Epic Capital to have at

least $100 million in assets under management within 120 days of registration. David M. Anthony

is its president, 100% owner, and compliance officer. The Division alleges that he will not be able to

raise $100 million in 120 days and that his conduct should disqualify Epic as an investment adviser.

The Division maintains that Epic Capital’s investment adviser registration should be denied

because Anthony was enjoined from the securities industry in Colorado, Chan v. Anthony, No. 22cv-30574 (Colo. Dist. Ct., Denver Cty. Apr. 17, 2023) (the Colorado Action), and denial is in the

public interest. Although the OIP alleged, based on the Colorado complaint, that Anthony offered

and sold unregistered securities, offered investment advice and accepted commissions through

unlicensed entities, commingled funds, and failed to provide full disclosure to his investors, the

Division does not now seek to prove those facts. Instead, the Division argues that denial of Epic

Capital’s registration is in the public interest because of other conduct, including that Anthony: (1)

violated a court receivership order preventing him from operating his companies; (2) falsified or

negligently completed Forms ADV, including Epic Capital’s; (3) violated state laws by recording

and sharing confidential mediation materials; and (4) showed poor judgment in managing his

investments and selectively disclosing information to investors. The Division argues that Anthony

has shown no remorse for the conduct alleged in the Colorado complaint or his subsequent actions

and does not intend to change his behavior going forward. The Division also argues that Epic

Capital should not be registered because: (1) it is unlikely to meet the requirement that it have

$100 million in assets under management after 120 days; (2) Anthony will not be able to operate

as an investment adviser representative in the states where his clients reside; and (3) there is a

public interest in according comity to state adjudications. At the hearing, Respondent largely

argued that the allegations in the Colorado complaint were false.

II. FINDINGS OF FACT

Anthony’s Background and Private Investment Funds

David Anthony graduated from Utah State University in 2000 with a bachelor’s degree in

finance and economics and then qualified as a Certified Financial Planner and Retirement

Management Analyst. Tr. 25-36. Thereafter, he worked for Merrill Lynch for two years. Tr. 26.

Then, after working in pharmaceutical sales and selling insurance, he started Anthony Capital LLC

and managed money in Colorado. Tr. 27, 38, 40. At its peak, Anthony Capital, which was a Colorado

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state-registered investment adviser, managed between $20 and $30 million in assets. Tr. 27, 38-41;

Div. Exs. 9 & 48C at 3. Anthony also had a radio program, on which he talked about retirement

income planning and which he hoped would attract clients to his business. Tr. 33-34, 51.

In addition to Anthony Capital, Anthony set up several private funds. Tr. 77-80. Five private

funds set up and managed by Anthony between 2018 and 2021 (Anthony Capital Alternative

Investments Income Funds 1-5) offered investors life settlement contracts. Tr. 77-80, 84-85; Resp.

Ex. 3. The funds purchased life insurance policies from individuals, paid the premiums on the

policies, and collected the death benefits when the insured died. Tr. 88-89. The funds had an expected

rate of return of 60% over five to seven years, which was based on the life expectancy of the insured

from whom the policy was purchased, among other factors. Tr. 95-97. When an insured died, fund

documents governed how much of the death benefit would go directly to investors and how much

would go into the fund’s cash reserves and to pay premiums. Tr. 99-101, 146, 486-87. A fund would

typically receive between 2% to 5% of a death benefit, a portion of which went to Anthony, as the

fund manager, before the rest was paid to investors and for reserves and premiums. Tr. 110-12, 14546. Anthony would also receive a commission – from 3-5% to 20-25% or higher – when the life

insurance policy was purchased through a broker. Tr. 114, 119-20. Anthony and the broker would

determine a purchase price for the policy that would result in a 60% rate of return for investors plus a

commission for Anthony. Tr. 112-22. An investor testified that he was not aware of this relationship

between the purchase price of the policy and the commission Anthony received. Tr. 657. Thus, there

is at least some evidence that Anthony’s life settlement investments involved a conflict of interest.

Typically, investors would purchase Anthony’s life settlement funds for their traditional IRAs

(funded with pre-tax contributions), convert them to Roth IRAs (which are taxed upfront and money

is withdrawn tax free), and report to the IRS a fair market value for the life settlement investment that

subtracted any fees or commissions, which often was a substantial discount to what the fund paid for

the policy. Tr. 92, 113, 115-17, 122-25. Anthony would usually only keep sufficient cash on hand

to pay for one year of policy premiums; after the first year, he would sell some of the policies or loan

money to the life settlement funds from Anthony Capital Alternative Investments - his personal

account holding his commissions - to pay the premiums. Tr. 82, 104, 127-30, 138-39.

Another of Anthony’s private funds was Anthony Capital Funding, LLC, which provided

small and medium sized businesses with working capital through merchant cash advance investments;

investors received a portion of the sales proceeds of the businesses. Tr. 164-65. Over $2 million was

invested, and some investors received monthly payments for a time, but the entire principal was

eventually lost, partly because many small businesses failed during the COVID-19 pandemic. Tr.

166-68; Div. Ex. 23 at 51-52. Further, some of the fund’s money was invested in a company,

Midtown Resources, that stole the money. Tr. 168-71. Anthony informed the investors in Anthony

Capital Funding that their investment was a “complete loss” because Midtown Resources was a Ponzi

scheme. Tr. 172-73, 177. One of Anthony’s life settlement funds loaned $602,000 to Anthony

Capital Funding, some of which was also lost to Midtown Resources. Tr. 173-74. However, Anthony

did not tell those investors about the loss because he was confident the life settlement fund would still

meet its expected return. Tr. 174-75.2

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Some money from Anthony Capital Funding was also invested in Anthony’s own life settlement

funds, which he classified as small businesses, even though Anthony was their sole employee, and

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A final private fund set up by Anthony, Anthony Capital Bond Fund 1, LLC, raised more than

$5 million and made private-placement investments in a Florida-based fund, Harbor City Capital,

from August 2020 until March 2021. Tr. 152, 155, 188, 198. Through Harbor City, the fund allocated

investments in digital media marketing and advertising and paid fixed annual interest rates that

depended on the duration for which the investor agreed to lock up the principal. Tr. 152-53. In March

2021, Commission staff informed Anthony that it was conducting a non-public investigation of

Harbor City for fraud and were attempting to ascertain if Anthony was complicit in the fraud. Tr.

188-90. Anthony immediately called Harbor City’s principal, J.P. Maroney, to ask about the

investigation and whether he needed to be concerned. Tr. 191. However, Anthony did not tell his

own investors about the Commission investigation because it was non-public. Tr. 201-02. The

Commission announced fraud charges against Harbor City and Maroney in April 2021, and

Anthony’s investors lost $5 million. “SEC Obtains Emergency Relief, Charges Florida Company

and CEO with Misappropriating Investor Money and Operating a Ponzi Scheme,” Litigation Release

No. 25082, https://www.sec.gov/enforcement-litigation/litigation-releases/lr-25082 (Apr. 27, 2021);

Tr. 198.

The Colorado State Allegations Against Anthony and the Settlement Agreement

Anthony was the owner of Anthony Capital, LLC, a Colorado state-registered investment

adviser. Tr. 27, 38-41; Div. Exs. 9, 48C at 3. In May 2021, the Colorado Division of Securities began

an examination of Anthony Capital. Tr. 206. On March 1, 2022, the Colorado Securities

Commissioner filed a lawsuit against Anthony, Anthony Capital, and his other funds and entities.

Div. Ex. 5. The complaint alleged that Anthony, while associated with investment adviser Anthony

Capital, acquired millions of dollars of investor money and: (1) offered and sold unregistered

securities without being licensed as a sales representative through entities that were not licensed as

broker-dealers; (2) offered investment advice and accepted commissions through entities that were

not licensed as investment advisers; (3) commingled funds invested in his offerings and used proceeds

from some funds to pay off investors in other funds; and (4) failed to provide full and fair disclosure

of material facts to investors, including that he received commissions of 21% to 44% and that about

$2.3 million in investor money went directly to him. Id. at 2-3. The complaint charged Anthony with

securities fraud and unlicensed activity dealing in unregistered securities. Id. at 16-20.

On March 2, 2022, a Colorado state court entered a temporary restraining order freezing the

Anthony entities’ assets and enjoining them and Anthony from offering or selling securities to any

person in or from Colorado, acting as an investment adviser, or engaging in securities fraud. Div. Ex.

6. On May 9, 2022, the state court entered an Order Appointing Receiver, which designated a receiver

(Randel Lewis) to take control of the Anthony entities’ assets and operations. Div. Ex. 9. The

receivership order covered a broad range of assets and gave the receiver complete control over

management of the estate. Id. at 2-11. It specifically prohibited Anthony from “collecting the assets

or interests held in the Estate, or any proceeds,” “withdrawing funds from any bank … or other

depository account belonging to the Estate,” or “otherwise interfering with the operation of the

they had no operations other than purchasing life settlement policies. Tr. 177-78. Anthony disclosed

that he made investments in the life settlement funds to Anthony Capital Funding investors who called

and asked him for details on where their money was being invested. Tr. 180-81.

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Estate or the Receiver’s exercise of any power hereunder.” Id. at 13-14. Anthony took several

actions that were inconsistent with these prohibitions: He diverted $100,000 from the estate,

claiming that it was owed to him before the receivership began and that, thus, he was allowed to

take it. Div. Ex. 48C at 13; Tr. 250-55. He wired money from Anthony Capital post-receivership

to close a deal. Tr. 257-58. He filed tax returns for the entities under receivership, claiming,

inaccurately, that this was not part of the operation of the receivership. Tr. 259; Div. Ex. 9 at 7.

He communicated with investors post-receivership. Tr. 259-60; Div. Ex. 48C at 13-14, 17. Finally,

he opened a new business bank account to close a transaction by sending and receiving a payment

from a company, DWS Negocios, post-receivership. Tr. 263-65.

Anthony’s case would have proceeded to trial in late February 2023, but before trial, Anthony

participated in a mediation conference on January 5, 2023, with a retired Colorado judge. Tr. 26768. Anthony, without authorization, recorded the portion of the mediation conference for which he

was present on his cellphone, which was face up on the desk; this upset the judge when she realized

what he was doing. Tr. 270, 273-74. The mediation concluded with Anthony signing a settlement

agreement providing that the parties would file with the Colorado state court a stipulated injunction

with language tracking the March 2022 complaint and barring Anthony from offering or selling

securities in Colorado for 10 years, but with Anthony “neither admitting nor denying the allegations.”

Div. Ex. 12 at 1. Anthony Capital and Anthony were to have their investment adviser and investment

adviser representative licenses suspended for 10 years, respectively, and Anthony would need to

reapply for licensing at the end of the 10-year period. Id.

Immediately after signing the settlement, Anthony decided he had made a mistake and

attempted to unwind the agreement. Tr. 305. He was particularly concerned about his ability to be

licensed in another state, such as Utah. Tr. 305-06. But the court upheld the agreement, finding that

there was no mutual mistake, and if Anthony “was concerned about [the] impact that the prohibition

in this case would have on his ability to work outside the state of Colorado, those terms should have

been reflected in the settlement agreement.” Div. Ex. 17 at 8-9. Anthony’s motion for reconsideration

was also denied. Div. Ex. 19. In April 2023, the Colorado court entered the agreed upon injunction,

and the Colorado Securities Commissioner entered the license suspensions. Div. Ex. 4; Div. Ex. 21

at 3. Anthony’s appeal of the court’s enforcement of the settlement was dismissed with prejudice in

July 2023. Div. Ex. 20; Tr. 327-28.

Anthony’s Attempt to Register in Utah

On December 1, 2023, Anthony attempted to register Anthony Capital as an investment

adviser with the state of Utah. Div. Ex. 25 at 1, 6. His Form ADV was confusing, as it was unclear

if he intended to transfer the existing Anthony Capital registration from Colorado to Utah (he used

the same CRD identifier as the one for the Colorado company) or if he was attempting to register a

new company as a Utah adviser (he incorporated a new Anthony Capital in Utah on December 5,

2023). Div. Ex. 25 at 1, 6; Div. Ex. 33; Div. Ex. 36 at 1 n.2; Tr. 54. On September 30, 2024, Utah

regulators told Anthony that they intended to deny his application because it was incomplete, he had

not answered their questions, and because of the Colorado suspension and receivership. Div. Ex. 36

at 2. Anthony withdrew his application. Div. Ex. 37 at 1; Tr. 369. The Utah regulators informed

Anthony that if instead of registering a firm as an adviser, he attempted to register himself as an

investment adviser representative in the state, such an application “is similarly reviewed … and may

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result in a denial.” Div. Ex. 37 at 2; see Tr. 370-71. Anthony received a similar response when he

attempted to register in California, and he withdrew that application as well. Tr. 403-04.

Anthony’s Application to Register Epic Capital with the Commission

Earlier, on September 8, 2023, Anthony incorporated Epic Capital as a Utah limited liability

company to serve as a “Registered Investment Advisory firm providing wealth management and

money management services for affluent clients.” Div. Ex. 27 at 1. On September 24, 2024, Epic

Capital, through Anthony, filed a Form ADV with the Commission to register as an internet adviser

under Advisers Act Rule 203A-2(e). Div. Ex. 1 at 1, 5; 17 C.F.R. § 275.203A-2(e). After speaking

with Commission staff and realizing that an internet adviser does not speak directly with clients,

Anthony amended Epic Capital’s application on October 2, 2024, to one under Advisers Act Rule

203A-2(c), which allows Commission registration if the applicant expects to be managing more than

$100 million within 120 days. Tr. 354, 378-81; Div. Ex. 2 at 1, 5; 17 C.F.R. §§ 275.203A-1(a)(1),

.203A-2(c). On October 25, 2024, Anthony amended Epic Capital’s application again in response to

a comment letter from the Commission’s Division of Examinations. Div. Exs. 3, 38; Tr. 387-89.

In Epic Capital’s Form ADV Part 2A, Anthony included a lengthy denial of the allegations

in the Colorado complaint. Div. Ex. 34 at PDF 13-14. He also stated he was a Certified Financial

Planner through 2022 and was “currently renewing as of 09/23/2024.” Id. at 22. However, this

was misleading because although he was technically still in the renewal process, his wording made

it seem like renewal was a foregone conclusion, when, in fact, by the time Anthony filed the Form

ADV, he was aware that the Certified Financial Planner board was concerned about his Colorado

suspension and might not renew his credential. Tr. 561-68.

Anthony testified that he is seeking to register with the Commission because he is trying

“to become an advisor, whether at the state level or at the federal level, however that can be done

as it’s supposed to be done.” Tr. 366. Anthony is aware that if Epic Capital is unable to raise the

$100 million required within 120 days, he must withdraw the company’s registration as is required

by the rule, and he testified that he would do so. Tr. 386-87. Finally, he testified that if he could

not register as an investment adviser representative in the states where he advised clients, he would

hire new personnel to manage client funds and could transfer ownership of the company to his

wife or child but “continue to be the rainmaker and the face” of the operation. Tr. 577-78, 582-83,

605-08.

III. CONCLUSIONS OF LAW

The issue in this case is “[w]hether the pending application of Epic Capital for registration

as an investment adviser should be denied pursuant to Section 203(c)(2)(B) of the Advisers Act.”

OIP at 3. Section 203(c)(2)(B) provides: “The Commission shall deny such registration . . . if it

finds that if the applicant were so registered, its registration would be subject to suspension or

revocation under subsection (e) of this section”; and a proceeding to determine whether

registration should be denied “shall include notice of the grounds for denial under consideration

and opportunity for hearing . . . .” 15 U.S.C. § 80b-3(c)(2)(B). The Commission’s January 23,

2025, Order setting the proceeding for hearing, explained how this proceeding will be decided,

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noting that the public interest factors from Steadman v. SEC, 603 F.2d 1126, 1140 (5th Cir. 1979),

aff’d on other grounds, 450 U.S. 91 (1981), must be considered:

Under Section 203(c)(2)(B), the Commission may deny an application for

registration as an investment adviser if it finds (1) that any person associated with

the applicant has been enjoined from acting as an investment adviser, or from

engaging in any conduct or practice in connection with that activity [as contained

in Section 203(e)], and (2) that such action is in the public interest. In assessing the

public interest, the Commission considers [the Steadman factors:] the

egregiousness of the respondent’s actions, the isolated or recurrent nature of the

infraction, the degree of scienter involved, the sincerity of the respondent’s

assurances against future violations, the respondent’s recognition of the wrongful

nature of his conduct, and the likelihood that the respondent’s occupation will

present opportunities for future violations. This public interest inquiry is flexible,

and no single factor is dispositive.

Epic Capital Wealth Advisors, LLC, Advisers Act Release No. 6834, 2025 SEC LEXIS 266, at *2

(Jan. 23, 2025) (internal footnotes omitted).

As to the first consideration, the injunction in the Colorado Action satisfies the statutory

predicate under Section 203(e). As to the second – the Steadman public-interest analysis is derived

from “the factors that have been deemed relevant to the issuance of an injunction.” Steadman, 603

F.2d at 1140. Typically, the Steadman factors turn on analyzing the underlying misconduct or

violations that gave rise to the injunction that serves as the statutory predicate. As the Ninth Circuit

explained:

The existence of the injunction may make the SEC’s job of proving [a defendant]’s

unfitness easier, but the substance of the SEC’s case against [the defendant] remains

the underlying violations he is alleged to have committed. . . . Each of the

[Steadman] factors relates solely to [the defendant]’s conduct which gave rise to

the [predicate] injunction or his failure to acknowledge his past wrongdoing.

Koch v. SEC, 177 F.3d 784, 787-88 (9th Cir. 1999). See also Howard F. Rubin, Exchange Act

Release No. 35179, 1994 SEC LEXIS 4203, at *6 (Dec. 30, 1994) (stating that an injunction is

“predicated on certain misconduct,” and “[t]o make a determination of what, if any, measures need

be taken in the public interest, we must consider that underlying misconduct.”).

The Colorado Action, as described in the OIP, concerned Anthony’s alleged violations of

securities laws, including violations of licensing and registration requirements, commingling of

funds (including using proceeds from some funds to pay off investors in the other funds), and

failures to provide full and fair disclosure to investors, including the amount he received in

commissions. OIP at 2-3. In its summary disposition filing, the Division essentially took these

allegations as undisputed facts. See Div. MSD at 1 (arguing that the proceeding “is not the

appropriate forum to relitigate the state injunction”). The Commission denied the Division’s

motion, noting that the “injunction against Anthony was entered as part of a settlement and

apparently did not require him to admit misconduct,” “the Division does not identify any state

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court findings entitled to preclusive effect as to Anthony’s conduct,” and that Respondent “disputes

that Anthony committed the violations alleged in the Colorado Action.” Epic Capital, 2025 SEC

LEXIS 266, at *3-4 & n.9. The Commission therefore set the matter for a hearing, expressly

contemplating that the hearing would “develop and resolve the disputed factual issues” and

implying that the Division must address the public interest factors in reference to the alleged

misconduct. Id. 3

At the hearing, however, the Division shifted gears and now concedes it has abandoned

trying to prove the disputed facts related to the underlying misconduct. See Div.’s Post-Hearing

Br. at 40 (“To be sure, the Division did not undertake to prove Anthony’s past violations of the law

in the Hearing.”). Instead, the Division based the public interest analysis largely on matters not

charged in the OIP, such as Anthony’s violations of the Colorado receivership order; his

unauthorized recording of the mediation hearing that led to the settlement; misleading statements

he made on Forms ADV; and instances of less than complete disclosure to investors. These points

raise serious issues regarding Anthony’s fitness to serve in a fiduciary role and could ostensibly be

part of a public interest analysis as to whether Epic Capital’s registration should be denied.

However, the Division failed to tie these aspects of Anthony’s conduct to the underlying

misconduct charged in the Colorado Action. Even when the Division demonstrated at the hearing

that Anthony failed to disclose certain information to investors, it was not the same failures of

disclosure alleged in the Colorado Action. Compare Div.’s Post-Hearing Br. at 47-51 with Div.

Ex. 5 at 17-18.

When, in prior cases, the Commission has considered matters outside the OIP in its public

interest analysis, it is usually to a limited extent, such as when considering the likelihood for future

violations. See, e.g., Robert Bruce Lohmann, Exchange Act Release No. 48092, 2003 SEC LEXIS

3171, at *17 n.20 (June 26, 2003). When the Commission’s public-interest analysis is based on

violations not mentioned in the OIP, it has provided the parties with prior notice. In Don Warner

Reinhard, Exchange Act Release No. 63720, 2011 SEC LEXIS 158 (Jan. 14, 2011), the

Commission relied on a default civil injunction involving securities law violations as the statutory

predicate but based its Steadman analysis on misconduct stemming from a separate criminal

conviction. Although the Commission did not amend the OIP to include the conviction, it provided

“express notice” to the parties that it may consider the conviction in assessing the public interest

and gave them the opportunity to file additional briefs on the matter. Id. at *17.

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In follow-on proceedings after a consent judgment where the respondent agreed not to contest

the violations, the Commission has often said that the Division does not have to prove the OIP’s

allegations to conduct the public interest analysis. See Peter Siris, Exchange Act Release No.

71068, 2013 SEC LEXIS 3924, at *33 (Dec. 12, 2013) (“We have repeatedly held that where, as

here, respondents consent to an injunction, they may not dispute the factual allegations of the

injunctive complaint in a subsequent administrative proceeding.” (cleaned up) (collecting cases)),

pet. denied, 773 F.3d 89 (D.C. Cir. 2014); see also 17 C.F.R. § 202.5(e) (Commission policy is

“not to permit a defendant or respondent to consent to a judgment or order that imposes a sanction

while denying the allegations in the complaint or order for proceedings.”). Here, however,

Anthony signed the Colorado settlement “neither admitting nor denying the allegations.” Div. Ex.

12 at 1. Without proving the facts alleged in the Colorado Action, there is no basis to consider

their impact on the public interest.

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Here, however, the Division shifted gears without Commission approval or notice, and

attempted to establish the public interest differently from how it proceeded on summary disposition

and without reference to the OIP’s allegations. Thus, Respondent was not provided with adequate

“notice of the grounds for denial under consideration” in accordance with Section 203(c)(2)(B) of

the Advisers Act and due process.

The Division’s policy arguments against Epic Capital’s registration are also insufficient on

their own to deny the registration, as again, they are not part of a Steadman public-interest analysis

predicated on the underlying violations alleged in the Colorado Action. Additionally, although the

Division argues that Epic Capital is unlikely to meet the $100 million assets under management

threshold within 120 days, Anthony testified that he would comply with the Commission’s

regulations and withdraw his registration if he did not meet the $100 million mark. Tr. 387.

Likewise, although the Division claims that Anthony will not be able to obtain an investment

adviser representative registration in the states where he operates (such as in Utah), Anthony

explained his workaround. Tr. 606-08. Thus, it would be inappropriate to prospectively deny his

registration on either of these grounds.

For these reasons, the Division has failed to meet its burden of proof, and the proceeding

must be dismissed. As the alleged grounds for denying registration are unproven, then “[a]t the

conclusion of [these] proceedings[,] the Commission, by order, shall grant . . . [Epic Capital’s]

registration.” 15 U.S.C. § 80b-3(c)(2)(B).

IV. RECORD CERTIFICATION

Pursuant to Rule 351(b) of the Commission’s Rules of Practice, 17 C.F.R. § 201.351(b), it

is certified that the record includes the items set forth in the record index issued by the Secretary

of the Commission on July 14, 2025.

V. ORDER

IT IS ORDERED, pursuant to Section 203(c)(2)(B) of the Investment Advisers Act of

1940, 15 U.S.C. § 80b-3(c)(2)(B), that this proceeding is dismissed, and Epic Capital’s application

is granted.

This Initial Decision shall become effective in accordance with and subject to the

provisions of Rule 360 of the Commission’s Rules of Practice, 17 C.F.R. § 201.360. Pursuant to

the expedited schedule that was set in accordance with Section 203(c)(2)(B) of the Advisers Act

and the agreement of the parties, a party may file a petition for review of this Initial Decision by

August 20, 2025, and the deadline for the Commission to conclude these proceedings is October

20, 2025. See Epic Capital Wealth Advisors, LLC, Admin. Proc. Rulings Release No. 6938 (ALJ

May 23, 2025), https://www.sec.gov/files/alj/aljorders/2025/ap-6938.pdf. Given the expedited

nature of this proceeding, no motion to correct a manifest error of fact will be considered. The

Initial Decision will not become final until the Commission enters an order of finality. The

Commission will enter an order of finality unless a party files a petition for review or the

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Commission determines on its own initiative to review the Initial Decision as to a party. If any of

these events occur, the Initial Decision shall not become final as to that party.

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