Securities and Exchange Commission v. Ryan C. Drexler

• Court: District Court, C.D. California
• Decided: January 17, 2024
• Docket: 2:23-cv-05102
• Status: Unknown

Opinion

7 UNITED STATES DISTRICT COURT 8 CENTRAL DISTRICT OF CALIFORNIA 9

10 SECURITIES AND EXCHANGE COMMISSION, Case No. 2:23-cv-05102-MCS-JC 11 Plaintiff, 12 STIPULATED PROTECTIVE v. ORDER1 13 RYAN C. DREXLER, 14 Defendant. 15 16 17 1. A. PURPOSES AND LIMITATIONS 18 Discovery in this action is likely to involve production of confidential, 19 proprietary or private information for which special protection from public 20 disclosure and from use for any purpose other than prosecuting this litigation may 21 be warranted. Accordingly, the parties hereby stipulate to and petition the Court to 22 enter the following Stipulated Protective Order. The parties acknowledge that this 23 Order does not confer blanket protections on all disclosures or responses to 24 discovery and that the protection it affords from public disclosure and use extends 25 only to the limited information or items that are entitled to confidential treatment 26 under the applicable legal principles. 27 1 B. GOOD CAUSE STATEMENT 2 This action is likely to involve commercial, financial, and personal 3 information for which special protection from public disclosure and from use for 4 any purpose other than prosecution of this action is warranted. Such confidential 5 and proprietary materials and information consist of, among other things, 6 confidential transcripts of testimony given during the investigation of this action, 7 financial information and account statements, or commercial information (including 8 information implicating privacy rights of third parties, such as (a) a Social Security 9 or tax-dentification number; (b) financial account numbers, including for a bank 10 account, credit card account, brokerage account, mortgage, or other loan; (c) the 11 home address and telephone number of any individual person; or (d) the birth date 12 of any individual person), information otherwise generally unavailable to the public, 13 or which may be privileged or otherwise protected from disclosure under state or 14 federal statutes, court rules, case decisions, or common law. Accordingly, to 15 expedite the flow of information, to facilitate the prompt resolution of disputes over 16 confidentiality of discovery materials, to adequately protect information the parties 17 are entitled to keep confidential, to ensure that the parties are permitted reasonable 18 necessary uses of such material in preparation for and in the conduct of trial, to 19 address their handling at the end of the litigation, and serve the ends of justice, a 20 protective order for such information is justified in this matter. It is the intent of the 21 parties that information will not be designated as confidential for tactical reasons 22 and that nothing be so designated without a good faith belief that it has been 23 maintained in a confidential, non-public manner, and there is good cause why it 24 should not be part of the public record of this case. 25 C. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER SEAL 26 The parties further acknowledge, as set forth in Section 12.3, below, that this 27 Stipulated Protective Order does not entitle them to file confidential information 1 and the standards that will be applied when a party seeks permission from the court 2 to file material under seal. 3 There is a strong presumption that the public has a right of access to judicial 4 proceedings and records in civil cases. In connection with non-dispositive motions, 5 good cause must be shown to support a filing under seal. See Kamakana v. City and 6 County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006); Phillips v. Gen. Motors 7 Corp., 307 F.3d 1206, 1210-11 (9th Cir. 2002); Makar-Welbon v. Sony Electrics, 8 Inc., 187 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated protective orders 9 require good cause showing), and a specific showing of good cause or compelling 10 reasons with proper evidentiary support and legal justification, must be made with 11 respect to Protected Material that a party seeks to file under seal. The parties’ mere 12 designation of Disclosure or Discovery Material as CONFIDENTIAL does not— 13 without the submission of competent evidence by declaration, establishing that the 14 material sought to be filed under seal qualifies as confidential, privileged, or 15 otherwise protectable—constitute good cause. 16 Further, if a party requests sealing related to a dispositive motion or trial, then 17 compelling reasons, not only good cause, for the sealing must be shown, and the 18 relief sought shall be narrowly tailored to serve the specific interest to be protected. 19 See Pintos v. Pacific Creditors Ass’n, 605 F.3d 665, 677-79 (9th Cir. 2010). For 20 each item or type of information, document, or thing sought to be filed or introduced 21 under seal in connection with a dispositive motion or trial, the party seeking 22 protection must articulate compelling reasons, supported by specific facts and legal 23 justification, for the requested sealing order. Again, competent evidence supporting 24 the application to file documents under seal must be provided by declaration. 25 Any document that is not confidential, privileged, or otherwise protectable in 26 its entirety will not be filed under seal if the confidential portions can be redacted. 27 If documents can be redacted, then a redacted version for public viewing, omitting 1 shall be filed. Any application that seeks to file documents under seal in their 2 entirety should include an explanation of why redaction is not feasible. 3 D. ACKNOWLEDGMENT OF REDACTION OBLIGATIONS 4 REGARDLESS OF DESIGNATION 5 The parties acknowledge that, pursuant to Fed. R. Civ. P. 5.2, except for 6 filings made under seal or as otherwise provided otherwise provided in that rule, in 7 an electronic or paper filing with the court that contains an individual’s social- 8 security number, taxpayer identification number, or birth date, the name of an 9 individual known to be a minor, or a financial-account number, a party or nonparty 10 making the filing may include only: 11 (1) the last four digits of the social-security number and taxpayer- 12 identification number; 13 (2) the year of the individual’s birth; 14 (3) the minor’s initials; and 15 (4) the last four digits of the financial-account number. 16 The parties further acknowledge that, pursuant to L.R. 5.2-1, except for 17 filings made under seal or as otherwise provided in that rule, the filer shall redact 18 passport numbers and driver license numbers in their entirety, and shall ensure that 19 any document that contains a home address (except any proof of service filed as 20 required by Federal Rule of Civil Procedure 4(l)) shall include only the city and 21 state. 22 2. DEFINITIONS 23 2.1 Action: this pending federal lawsuit captioned SEC v. Ryan C. Drexler, 24 No. 2:23-cv-05102-MCS-RAO 25 2.2 Challenging Party: a Party or Non-Party that challenges the 26 designation of information or items under this Order. 27 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 1 protection under Federal Rule of Civil Procedure 26(c), and as specified above in 2 the Good Cause Statement. 3 2.4 Counsel: Outside Counsel and House Counsel (as well as their support 4 staff). 5 2.5 Designating Party: a Party or Non-Party that designates information or 6 items that it produces in disclosures or in responses to discovery as 7 “CONFIDENTIAL.” 8 2.6 Disclosure or Discovery Material: all items or information, regardless 9 of the medium or manner in which it is generated, stored, or maintained (including, 10 among other things, testimony, transcripts, and tangible things) that are produced or 11 generated in disclosures or responses to formal or informal discovery in this matter. 12 2.7 Expert: a person with specialized knowledge or experience in a matter 13 pertinent to the litigation who has been retained by a Party or its counsel to serve as 14 an expert witness or as a consultant in this Action. 15 2.8 House Counsel: attorneys who are employees of a party to this Action. 16 House Counsel does not include Outside Counsel or any other outside counsel. 17 2.9 Non-Party: any natural person, partnership, corporation, association or 18 other legal entity not named as a Party to this action. 19 2.10 Outside Counsel: attorneys who are not employees of a party to this 20 Action but are retained to represent or advise a party to this Action on matters 21 pertaining to this Action, or are affiliated with Outside Counsel’s law firm, which 22 includes support staff. If defendant Drexler has Outside Counsel who have not 23 appeared in this Action, they will sign Exhibit A before reviewing any Protected 24 Material. 25 2.11 Party: any party to this Action, including all of its officers, directors, 26 employees, consultants, retained experts, and Outside Counsel (and their support 27 staffs). 1 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 2 Discovery Material in this Action. 3 2.13 Professional Vendors: persons or entities that provide litigation 4 support services (e.g., photocopying, videotaping, translating, preparing exhibits or 5 demonstrations, and organizing, storing, or retrieving data in any form or medium) 6 and their employees and subcontractors. 7 2.14 Protected Material: any Disclosure or Discovery Material that is 8 designated as “CONFIDENTIAL.” 9 2.15 Receiving Party: a Party that receives Disclosure or Discovery 10 Material from a Producing Party. 11 3. SCOPE 12 The protections conferred by this Stipulation and Order cover not only 13 Protected Material (as defined above), but also (1) any information copied or 14 extracted from Protected Material; (2) all copies, excerpts, summaries, or 15 compilations of Protected Material; and (3) any testimony, conversations, or 16 presentations by Parties or their Counsel that might reveal Protected Material. 17 Any use of Protected Material at trial shall be governed by the orders of the 18 trial judge. This Order does not govern the use of Protected Material at trial. 19 4. DURATION 20 Once a case proceeds to trial, information that was designated as 21 CONFIDENTIAL or maintained pursuant to this protective order used or introduced 22 as an exhibit at trial becomes public and will be presumptively available to all 23 members of the public, including the press, unless compelling reasons supported by 24 specific factual findings to proceed otherwise are made to the trial judge in advance 25 of the trial. See Kamakana, 447 F.3d at 1180-81 (distinguishing “good cause” 26 showing for sealing documents produced in discovery from “compelling reasons” 27 standard when merits-related documents are part of court record). Accordingly, the 1 5. DESIGNATING PROTECTED MATERIAL 2 5.1 Exercise of Restraint and Care in Designating Material for Protection. 3 Each Party or Non-Party that designates information or items for protection under 4 this Order must take care to limit any such designation to specific material that 5 qualifies under the appropriate standards. The Designating Party must designate for 6 protection only those parts of material, documents, items or oral or written 7 communications that qualify so that other portions of the material, documents, items 8 or communications for which protection is not warranted are not swept unjustifiably 9 within the ambit of this Order. 10 Mass, indiscriminate or routinized designations are prohibited. Designations 11 that are shown to be clearly unjustified or that have been made for an improper 12 purpose (e.g., to unnecessarily encumber the case development process or to impose 13 unnecessary expenses and burdens on other parties) may expose the Designating 14 Party to sanctions. 15 The designation as “Confidential” of any or all records produced to the 16 Securities and Exchange Commission (“SEC”) in its pre-filing investigation of this 17 action shall not be deemed a prohibited mass, indiscriminate or routinized 18 designation. 19 If it comes to a Designating Party’s attention that information or items that it 20 designated for protection do not qualify for protection, that Designating Party must 21 promptly notify all other Parties that it is withdrawing the inapplicable designation. 22 5.2 Manner and Timing of Designations. Except for Disclosure or 23 Discovery Material that has been disclosed or produced to a Party prior to entry of 24 this Order, or as otherwise provided in this Order (see, e.g., second paragraph of 25 section 5.2(a) below), or as otherwise stipulated or ordered, Disclosure or Discovery 26 Material that qualifies for protection under this Order must be clearly so designated 27 before the material is disclosed or produced. 1 (a) for information in documentary form (e.g., paper or electronic 2 documents, but excluding transcripts of depositions or other pretrial or trial 3 proceedings), that the Producing Party affix at a minimum, the legend 4 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page that 5 contains protected material. If only a portion of the material on a page qualifies for 6 protection, the Producing Party also must clearly identify the protected portion(s) 7 (e.g., by making appropriate markings in the margins). 8 A Party or Non-Party that makes original documents available for inspection 9 need not designate them for protection until after the inspecting Party has indicated 10 which documents it would like copied and produced. During the inspection and 11 before the designation, all of the material made available for inspection shall be 12 deemed “CONFIDENTIAL.” After the inspecting Party has identified the 13 documents it wants copied and produced, the Producing Party must determine which 14 documents, or portions thereof, qualify for protection under this Order. Then, 15 before producing the specified documents, the Producing Party must affix the 16 “CONFIDENTIAL legend” to each page that contains Protected Material. If only a 17 portion of the material on a page qualifies for protection, the Producing Party also 18 must clearly identify the protected portion(s) (e.g., by making appropriate markings 19 in the margins). 20 (b) for information produced to Plaintiff SEC in the pre-filing 21 investigation of this action, Plaintiff may designate such material as Confidential by 22 identifying it in writing to the Receiving Party. Such designation must include the 23 custodian of such production and Bates range/document identifier range. 24 (c) for testimony given in depositions, that the Designating Party 25 identifies the Disclosure or Discovery Material to be designated Confidential on the 26 record before the close of the deposition all protected testimony. 27 (d) for information produced in some form other than documentary and 1 the exterior of the container or containers in which the information is stored the 2 legend “CONFIDENTIAL.” If only a portion or portions of the information 3 warrants protection, the Producing Party, to the extent practicable, shall identify the 4 protected portion(s). 5 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 6 failure to designate qualified information or items does not, standing alone, waive 7 the Designating Party’s right to secure protection under this Order for such material. 8 Upon timely correction of a designation, the Receiving Party must make reasonable 9 efforts to assure that the material is treated in accordance with the provisions of this 10 Order. 11 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 12 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 13 designation of confidentiality at any time that is consistent with the Court’s 14 Scheduling Order. 15 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 16 resolution process under Local Rule 37.1 et seq. 17 6.3 Joint Stipulation. Any challenge submitted to the Court shall be via a 18 joint stipulation pursuant to Local Rule 37-2. 19 6.3 The burden of persuasion in any such challenge proceeding shall be on 20 the Designating Party. Frivolous challenges, and those made for an improper 21 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 22 parties) may expose the Challenging Party to sanctions. Unless the Designating 23 Party has waived or withdrawn the confidentiality designation, all parties shall 24 continue to afford the material in question the level of protection to which it is 25 entitled under the Producing Party’s designation until the Court rules on the 26 challenge. 27 /// 1 7. ACCESS TO AND USE OF PROTECTED MATERIAL 2 7.1 Basic Principles. A Receiving Party may use Protected Material that is 3 disclosed or produced by another Party or by a Non-Party in connection with this 4 Action only for prosecuting, defending or attempting to settle this Action. Such 5 Protected Material may be disclosed only to the categories of persons and under the 6 conditions described in this Order. When the Action has been terminated, a 7 Receiving Party must comply with the provisions of section 13 below (FINAL 8 DISPOSITION). 9 Protected Material must be stored and maintained by a Receiving Party at a 10 location and in a secure manner that ensures that access is limited to the persons 11 authorized under this Order. 12 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 13 otherwise ordered by the court or permitted in writing by the Designating Party, a 14 Receiving Party may disclose any information or item designated 15 “CONFIDENTIAL” only to: 16 (a) the Receiving Party’s Outside Counsel, as well as employees of said 17 Outside Counsel to whom it is reasonably necessary to disclose the information for 18 this Action; 19 (b) a Party, the officers, directors, and employees (including House 20 Counsel) of the Receiving Party to whom disclosure is reasonably necessary for this 21 Action; 22 (c) Experts (as defined in this Order) of the Receiving Party to whom 23 disclosure is reasonably necessary for this Action and who have signed the 24 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 25 (d) the court and its personnel; 26 (e) court reporters and their staff; 27 (f) a party’s Insurer(s) and their counsel, professional jury or trial 1 reasonably necessary for this Action, provided they have signed the 2 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 3 (g) the author or recipient of a document containing the information or a 4 custodian or other person who otherwise possessed or knew the information; 5 (h) during witness interviews or depositions, witnesses, and attorneys for 6 witnesses, in the Action to whom disclosure is reasonably necessary provided: (1) 7 the interviewing/deposing party requests that the witness sign the form attached as 8 Exhibit A hereto; and (2) the witness will not be permitted to keep any confidential 9 information unless they sign the “Acknowledgment and Agreement to Be Bound” 10 (Exhibit A), unless otherwise agreed by the Designating Party or ordered by the 11 court. Pages of transcribed deposition testimony or exhibits to depositions that 12 reveal Protected Material may be separately bound by the court reporter and may 13 not be disclosed to anyone except as permitted under this Stipulated Protective 14 Order; 15 (i) any mediator or settlement officer, and their supporting personnel, 16 mutually agreed upon by any of the parties engaged in settlement discussions. 17 (j) any person or entity consistent with Sections 12.4 and 12.5 of this 18 Order. 19 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED 20 IN OTHER LITIGATION 21 If a Party is served with a subpoena or a court order issued in other litigation 22 that compels disclosure of any information or items designated in this Action as 23 “CONFIDENTIAL,” that Party must: 24 (a) promptly notify in writing the Designating Party. Such notification 25 shall include a copy of the subpoena or court order; 26 (b) promptly notify in writing the party who caused the subpoena or order 27 to issue in the other litigation that some or all of the material covered by the 1 subpoena or order is subject to this Protective Order. Such notification shall include 2 a copy of this Stipulated Protective Order; and 3 (c) cooperate with respect to all reasonable procedures sought to be 4 pursued by the Designating Party whose Protected Material may be affected. 5 If the Designating Party timely seeks a protective order, the Party served with 6 the subpoena or court order shall not produce any information designated in this 7 action as “CONFIDENTIAL” before a determination by the court from which the 8 subpoena or order issued, unless the Party has obtained the Designating Party’s 9 permission. The Designating Party shall bear the burden and expense of seeking 10 protection in that court of its confidential material and nothing in these provisions 11 should be construed as authorizing or encouraging a Receiving Party in this Action 12 to disobey a lawful directive from another court. 13 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 14 PRODUCED IN THIS LITIGATION 15 (a) The terms of this Order are applicable to information produced by a 16 Non-Party in this Action and designated as “CONFIDENTIAL.” Such information 17 produced by Non-Parties in connection with this litigation is protected by the 18 remedies and relief provided by this Order. Nothing in these provisions should be 19 construed as prohibiting a Non-Party from seeking additional protections. 20 (b) In the event that a Party is required, by a valid discovery request, to 21 produce a Non-Party’s confidential information in its possession, and the Party is 22 subject to an agreement with the Non-Party not to produce the Non-Party’s 23 confidential information, then the Party shall: 24 (1) promptly notify in writing the Requesting Party and the Non-Party 25 that some or all of the information requested is subject to a confidentiality 26 agreement with a Non-Party;(2) promptly provide the Non-Party with a copy of the 27 Stipulated Protective Order in this Action, the relevant discovery request(s), and a 1 (2) make the information requested available for inspection by the 2 Non-Party, if requested. 3 (c) If the Non-Party fails to seek a protective order from this court within 4 14 days of receiving the notice and accompanying information, the Receiving Party 5 may produce the Non-Party’s confidential information responsive to the discovery 6 request. If the Non-Party timely seeks a protective order, the Receiving Party shall 7 not produce any information in its possession or control that is subject to the 8 confidentiality agreement with the Non-Party before a determination by the court. 9 Absent a court order to the contrary, the Non-Party shall bear the burden and 10 expense of seeking protection in this court of its Protected Material. 11 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 12 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 13 Protected Material to any person or in any circumstance not authorized under this 14 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 15 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 16 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 17 persons to whom unauthorized disclosures were made of all the terms of this Order, 18 and (d) request such person or persons to execute the “Acknowledgment and 19 Agreement to Be Bound” that is attached hereto as Exhibit A. 20 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 21 PROTECTED MATERIAL 22 When a Producing Party gives notice to Receiving Parties that certain 23 inadvertently produced material is subject to a claim of privilege or other protection, 24 the obligations of the Receiving Parties are those set forth in Federal Rule of Civil 25 Procedure 26(b)(5)(B). This provision is not intended to modify whatever 26 procedure may be established in an e-discovery order that provides for production 27 without prior privilege review. Pursuant to Federal Rule of Evidence 502(d) and 1 communication or information covered by the attorney-client privilege or work 2 product protection, the parties may incorporate their agreement in the stipulated 3 protective order submitted to the court. 4 12. MISCELLANEOUS 5 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 6 person to seek its modification by the Court in the future. 7 12.2 Right to Assert Other Objections. By stipulating to the entry of this 8 Protective Order, no Party waives any right it otherwise would have to object to 9 disclosing or producing any information or item on any ground not addressed in this 10 Stipulated Protective Order. Similarly, no Party waives any right to object on any 11 ground to use in evidence of any of the material covered by this Protective Order. 12 12.3 Filing Protected Material. A Party that seeks to file under seal any 13 Protected Material must comply with Local Civil Rule 79-5. Protected Material 14 may only be filed under seal pursuant to a court order authorizing the sealing of the 15 specific Protected Material at issue. If a Party’s request to file Protected Material 16 under seal is denied by the court, then the Receiving Party may file the information 17 in the public record unless otherwise instructed by the court. 18 12.4 This Order shall not limit or otherwise abrogate the ability and 19 authority of Plaintiff SEC or Defendant to: (1) use, disclose, or retain any materials 20 to the extent required by law; and/or, with respect to the SEC, (2) use or disclose 21 any materials in a manner consistent with paragraphs 1-22 of Section H of SEC 22 Form 1662 (the “Routine Uses of Information”), a copy of which is attached hereto 23 as Exhibit B, or to comply with any other statutory obligation. 24 12.5 Notwithstanding any other provision of this Order, this Order prohibits 25 the SEC or any federal agency from releasing Protected Material produced to the 26 SEC in this Action in response to a request made pursuant to the Freedom of 27 Information Act, 5 U.S.C. §552, absent a Court order permitting release of the 1 the initiation of this Action, and that document is separately produced to the SEC in 2 this Action and designated as Confidential pursuant to this Order, to the extent 3 permitted, the SEC may release the document in response to a request made 4 pursuant to the Freedom of Information Act, 5 U.S.C. §552, without seeking or 5 obtaining a Court order. 6 13. FINAL DISPOSITION 7 After the final disposition of this Action, as defined in paragraph 4, within 60 8 days of a written request by the Designating Party, each Receiving Party must return 9 all Protected Material to the Producing Party or destroy such material. As used in 10 this subdivision, “all Protected Material” includes all copies, abstracts, compilations, 11 summaries, and any other format reproducing or capturing any of the Protected 12 Material. Whether the Protected Material is returned or destroyed, the Receiving 13 Party must submit a written certification to the Producing Party (and, if not the same 14 person or entity, to the Designating Party) by the 60 day deadline that (1) identifies 15 (by category, where appropriate) all the Protected Material that was returned or 16 destroyed and (2) affirms that the Receiving Party has not retained any copies, 17 abstracts, compilations, summaries or any other format reproducing or capturing any 18 of the Protected Material. Notwithstanding this provision, Counsel are entitled to 19 retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing 20 transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 21 reports, attorney work product, and consultant and expert work product, even if such 22 materials contain Protected Material. Any such archival copies that contain or 23 constitute Protected Material remain subject to this Protective Order as set forth in 24 Section 4 (DURATION). Nothing in this paragraph shall interfere with the SEC’s 25 document preservation obligations. 26 /// 27 /// 1 14. VIOLATION 2 Any violation of this Order may be punished by appropriate measures including, 3 without limitation, contempt proceedings and/or monetary sanctions. 4 5 IT IS SO STIPULATED, THROUGH COUNSEL OF RECORD. 6 DATED: 12/15/2023 7 8 s/Zachary T. Carlyle_____________________ Zachary T. Carlyle 9 Attorneys for Plaintiff U.S. Securities and Exchange Commission 10

11 DATED: 12/15/2023 12

13 s/ Keri Curtis Axel_______________________ 14 Keri Curtis Axel Waymaker LLP 15 Attorneys for Defendant

16 L.R. 5-4.3.4(a)(2)(ii) Attestation 17 The undersigned attests that all other electronic signatories listed, and on whose 18 behalf the filing is submitted, concur in the filing’s content and have authorized the filing. 19 Dated 12/15/2023 Respectfully submitted, 20 s/Zachary T. Carlyle_____ 21 Zachary T. Carlyle 22 FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 23 DATED: January 17, 2024 24

25 _/s/ Jacqueline Chooljian_____________ 26 Honorable Jacqueline Chooljian 27 United States Magistrate Judge 1 EXHIBIT A 2 ACKNOWLEDGMENT AND AGREEMENT TO BE BOUND 3 4 I, _____________________________ [print or type full name], of 5 _________________ [print or type full address], declare under penalty of perjury 6 that I have read in its entirety and understand the Stipulated Protective Order that 7 was issued by the United States District Court for the Central District of California 8 on January 17, 2024 in the case of SEC v. Ryan C. Drexler, 2:23-cv-05102-MCS-JC. 9 I agree to comply with and to be bound by all the terms of this Stipulated Protective 10 Order and I understand and acknowledge that failure to so comply could expose me 11 to sanctions and punishment in the nature of contempt. I solemnly promise that I 12 will not disclose in any manner any information or item that is subject to this 13 Stipulated Protective Order to any person or entity except in strict compliance with 14 the provisions of this Order. I further agree to submit to the jurisdiction of the 15 United States District Court for the Central District of California for enforcing the 16 terms of this Stipulated Protective Order, even if such enforcement proceedings 17 occur after termination of this action. I hereby appoint 18 __________________________ [print or type full name] of 19 _______________________________________ [print or type full address and 20 telephone number] as my California agent for service of process in connection with 21 this action or any proceedings related to enforcement of this Stipulated Protective 22 Order. 23 Date: ______________________________________ 24 City and State where sworn and signed: _________________________________ 25 26 Printed name: _______________________________ 27