The Court rejects Defendants’ fair notice and vagueness defenses as to the Institutional Sales.

Larsen’s and Garlinghouse’s offer and sale of XRP on digital asset exchanges did not amount to offers and sales of investment contracts.

The SEC alleges that Larsen and Garlinghouse engaged in unregistered individual XRP sales, from which they received at least $450 million and $150 million.

The Court shall issue a separate order setting a trial date and related pre-trial deadlines in due course.

Summary judgment is appropriate where the record shows that there is no genuine dispute as to any material fact.

The plain words of Howey make clear that “an investment contract for purposes of the Securities Act means a contract, transaction[,] or scheme.”