DOWNTOWN SAN DIEGO

A La Jolla couple has been indicted by a federal grand jury in San Diego and sued by the U.S. Securities and Exchange Commission on allegations that they operated a yearslong pump-and-dump securities fraud scheme that netted them and their company more than $100 million in earnings.

Brett David Rosen, 45, and Deborah Rachel Rosen, 44, are accused of criminally engaging in a market manipulation scheme in which they and their investment firm, RB Capital Partners, allegedly promoted the stock of six publicly traded companies while they secretly dumped their own cheaply-acquired stock in those companies.

The SEC’s civil suit focuses on the couple’s alleged conduct related to one of the six companies. The suit also names that company’s former CEO as a defendant and accuses the Rosens and RB Capital Partners of using social media and news releases “to promote the stock of a struggling public company … while simultaneously making massive, undisclosed sales of their own … stock at enormous profits.”

The Rosens, who allegedly used the illicit profits to buy a lavish multi-million-dollar home in La Jolla, were in custody and made initial appearances Wednesday in federal court in San Diego. They pleaded not guilty to charges in a 24-count indictment alleging conspiracy to commit securities fraud, money laundering and conspiracy to commit money laundering.

Federal prison records showed both appeared to still be in custody Thursday. A defense attorney whom Brett Rosen told the judge he planned to hire did not immediately respond to a request for comment. It was unclear Thursday if Deborah Rosen had an attorney who could comment on her behalf.

The indictment alleged that the pump-and-dump scheme began in 2020 and involved at least six companies that were traded on the Over-the-Counter markets, a series of four decentralized financial markets where buyers and sellers trade directly with each other instead of through brokers. The companies in question included a solar roofing firm, a digital currency company, a pharmaceutical company and a defense firm that makes military drones and other technology.

“The indictment alleges that the Rosens’ promotions of these companies provided false and misleading information to investors, potential investors, and the market about their financing of and stock positions in these companies,” the U.S. Attorney’s Office in San Diego said in a statement. “The false and misleading information was designed to encourage the public to invest in these companies while the Rosens secretly dumped their own stock in these companies to make millions of dollars.”

According to the indictment, the Rosens used RB Capital Partners to purchase debt from microcap companies — which are also known as penny-stock companies, and refer to firms with a market capitalization of less than $300 million. Through a complex series of transactions involving promissory notes and convertible debt, the Rosens then allegedly acquired stock shares in those companies at a steep discount, according to the indictment. The couple then touted the companies on social media and elsewhere in an effort to boost the value of the stock, at which time they secretly sold their own shares to enrich themselves, the indictment states.

In one example alleged in the SEC suit, the Rosens purchased more than 1.6 billion shares of Solar Integrated Roofing Corp. stock at secretly discounted prices as low as $0.00005 per share — or half a hundredth of a cent per share — and later sold more than 1.4 billion of those shares for prices as high as $2.60 per share.

The indictment alleged that the Rosens heavily relied on the social media site Twitter, now known as X, to promote the companies whose debt they’d purchased. According to the indictment, Brett Rosen also regularly used the site to defend himself against accusations of fraud and market manipulation at least as early as 2021. His account on X is no longer active.

Brett Rosen is also identified in the indictment as Brett Hackspacher. Court records showed he successfully petitioned to change his last name in 2015. In a 2024 deposition posted on YouTube, the New York-born Rosen told an attorney that Hackspacher was his last name for most of his life, but he changed it to his mother’s maiden name several years after his parents divorced.

Deborah Rosen is also identified in the indictment and named in the SEC suit as Deborah Braun. In the deposition posted online, Rosen said he and his wife had been business partners “long before” they got married in 2021.

The indictment seeks the forfeiture of numerous financial accounts linked to the Rosens and their company, as well as their La Jolla home, which prosecutors allege was purchased with the proceeds of the fraud scheme. According to Zillow, the 5,000-square-foot home, which features a tennis court and a sweeping ocean view, was purchased in 2021 for $7.1 million and is now worth nearly $10 million.

A prosecutor told a judge Wednesday that the Rosens can continue to live at the home while the case is pending.