BOGUS $200 MILLION DEAL FOOLS INVESTORS!

SEC v. Matthew Brown and Matthew Brown Companies, LLC — U.S. Securities and Exchange Commission Litigation Release No. 26673, dated October 13, 2026.

The SEC charged Matthew Brown and his company with fraud for submitting and promoting a fake $200 million investment offer in Virgin Orbit Holdings, Inc. The court entered final judgments against them, permanently enjoining them from violating securities laws, barring Brown from serving as an officer or director of public companies, and ordering him to pay a $236,451 civil penalty. The litigation is now concluded.

In Plain English

Imagine someone pretended to have a giant pile of money to invest in a company. They told everyone they had $200 million ready to go, but it was all a lie. The SEC found out and stopped them. The person had to pay a penalty and is banned from being a boss at public companies.

Disclaimer: all facts are drawn from the SEC's own filings; the claims described are allegations unless and until a court rules or the parties settle, and some cases end in dismissal.

How the Alleged Scheme Worked

1. Fabricating a Massive Investment Offer Matthew Brown and his company, Matthew Brown Companies, LLC, allegedly created and submitted a fake offer to invest $200 million in Virgin Orbit Holdings, Inc. This company was formerly listed on the Nasdaq stock exchange.
2. Publicly Touting the Bogus Offer After submitting the fraudulent offer, Brown and his company actively promoted it to the public. This involved publicly touting the supposed $200 million investment, creating a false impression of significant financial backing for Virgin Orbit.
3. Misleading Investors The SEC's complaint alleged that this fraudulent scheme was designed to deceive investors. By presenting a fabricated investment as real, Brown aimed to manipulate perceptions of the company's financial health and prospects.
4. SEC Investigation and Charges The Securities and Exchange Commission (SEC) investigated the actions of Matthew Brown and his company. They filed charges alleging violations of antifraud provisions of the securities laws.
5. Summary Judgment on Liability On August 19, 2025, the Court granted the SEC's motion for summary judgment on liability against Brown and his company. This meant the court found them liable for the alleged fraud as a matter of law.
6. Final Judgments Entered On September 27, 2026, the U.S. District Court for the Northern District of Texas entered final judgments against Matthew Brown and Matthew Brown Companies, LLC, concluding the litigation.
7. Permanent Injunctions Issued The final judgments permanently enjoin Brown and his company from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. This prohibits them from using interstate commerce or the mails to defraud in connection with securities.
8. Conduct-Based Injunction for Brown Additionally, Matthew Brown is permanently enjoined from participating in the issuance, purchase, offer, or sale of any security, except for his own personal account transactions.
9. Officer and Director Bar for Brown The court also prohibited Matthew Brown from serving as an officer or director of any public company, preventing him from holding such positions in the future.
10. Civil Penalty Ordered Matthew Brown was ordered to pay a civil penalty of $236,451 to the SEC. This payment was to be made within 30 days of the final judgment.

The Enforcement Action

SEC Obtains Final Judgments as to Matthew Brown and His Company in Action Alleging Fraudulent Scheme. On September 27, 2026, the U.S. District Court for the Northern District of Texas entered final judgments as to Matthew Brown and his company, Matthew Brown Companies, LLC, in connection with previously-filed fraud charges. The SEC’s complaint alleged, among other things, that Brown and his company engaged in a fraudulent scheme to submit and publicly tout a bogus offer to invest $200 million in Virgin Orbit Holdings, Inc. On August 19, 2025, the Court granted the SEC’s motion for summary judgment on liability against Brown and his company. The final judgments as to Brown and Matthew Brown Companies permanently enjoin them from violating the antifraud provisions of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder; and Brown from participating in the issuance, purchase, offer, or sale of any security, except for purchases or sales for his own personal account. In addition, the final judgment as to Brown bars him from serving as an officer or director of a public company and orders him to pay a civil penalty of $236,451. The entry of the final judgments concludes the litigation.

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