SEC v. Meta Materials, Inc. ( and others (engineered short squeeze, 2024)
Settled
Checked against the primary document on October 2, 2026. The library's summary, tags and figures for this record were compared with the regulator's own document by an AI model (Claude) following written instructions, with sampled and disputed records read a second time. No lawyer has reviewed them. A checked record can still contain errors, and checked does not mean endorsed. See how we check records or report a correction.
In 2024, the Securities and Exchange Commission published a release announcing a settlement of findings that the issuer inflated its stock price around a merger dividend before an offering. This library classifies the conduct as engineered short squeeze and reverse merger schemes. The release records a civil penalty of $1,000,000.
The record
| Agency | SEC |
|---|---|
| Release number | 3-21976 |
| Date filed | 2024-06-25 |
| Date resolved | 2024-06-25 |
| Status | settled |
| Asset class | equities |
| Venue | Nasdaq |
| Criminal parallel | No |
| Defendants | Meta Materials, Inc. ( ; Torchlight Energy Resources ; Inc.) |
| Cited as charged or alleged | Exchange Act s.10(b) and Rule 10b-5 ; Exchange Act s.13(a) ; Securities Act s.17(a) |
| Techniques | Engineered short squeeze , Reverse merger schemes |
What was ordered
- Civil penalty
- $1m
- Disgorgement
- —
- Prejudgment interest
- —
- Total relief
- $1m
- Alleged gain
- —
What is alleged to have happened
the Securities and Exchange Commission announced this matter on June 25, 2024 as release 3-21976. The respondents named are Meta Materials, Inc. (, Torchlight Energy Resources and Inc.) (1 individual, 2 entities).
The order finds that the issuer designed a merger dividend to cause a short squeeze and spread that theory selectively to inflate its price before a stock offering, and orders a $1,000,000 penalty. The charges are Section 10(b) and Section 17(a), not Section 17(b), so the paid-promotion tag has been removed.
This library tags the matter as engineered short squeeze and reverse merger schemes, based on the conduct the regulator describes. Each tag links to a page explaining how that technique works, what statute it engages, and what penalties comparable actions have attracted. The tagging is ours, not the regulator's: agencies charge statutory provisions, not technique names.
The conduct is recorded against equities, with Nasdaq identified in the release.
The relief recorded in our data is a civil penalty of $1,000,000. Penalty and disgorgement are distinct: disgorgement returns the gain, while the penalty is punitive. We store them separately so that aggregate figures across the library are not double-counted.
For the regulator's own account of the facts, read the primary document linked above. This page deliberately summarises the structured record rather than reproducing the release.
What technique is this, and how does it work?
This action is tagged with 2 techniques in our taxonomy. The tagging is ours: regulators charge statutory provisions, not technique names, so the mapping is an editorial judgement described in our editorial policy.
- Engineered short squeeze — see how it works, what statute it engages, and every other action tagged the same way.
- Reverse merger schemes — see how it works, what statute it engages, and every other action tagged the same way.
Timeline
Primary documents
Everything on this page derives from the documents below. Where our summary and the primary document disagree, the primary document is right.
Related actions
Other actions in the library sharing at least one technique tag with this one.
| Action | Agency | Filed | Technique | Penalty | Status |
|---|---|---|---|---|---|
| SEC v. Brian Quinn and David Skriloff (Environmental Packaging, 2024) | SEC | 2024-10-18 | Reverse Merger Schemes , Undisclosed Control Blocks | $461k | judgment |
| SEC v. John Brda and Georgios Palikaras (engineered short squeeze, 2024) | SEC | 2024-06-25 | Engineered Short Squeeze | — | filed |
| SEC v. Darren Ofsink and Michael T. Morris (CodeSmart, 2023) | SEC | 2023-04-03 | Reverse Merger Schemes , Undisclosed Control Blocks +1 | — | judgment |
| SEC v. James T. Patten, Peter L. Coker Sr. and Peter L. Coker Jr. (reverse merger schemes, 2022) | SEC | 2022-09-27 | Reverse Merger Schemes , Price Manipulation | — | filed |
| SEC v. Charles Parkinson Lloyd (reverse merger schemes, 2021) | SEC | 2021-09-15 | Reverse Merger Schemes , Unregistered Distributions | $40k | settled |
| SEC v. Simon Piers Thurlow, Roger Fidler and others (reverse merger schemes, 2021) | SEC | 2021-09-15 | Reverse Merger Schemes | — | filed |