United States v. Ramsey
| Decision Date | 25 February 2022 |
| Docket Number | CRIMINAL ACTION 19-268 |
| Parties | UNITED STATES OF AMERICA v. MARK WAYNE RAMSEY |
| Court | U.S. District Court — Eastern District of Pennsylvania |
The standard to overturn a conviction for lack of evidence is extraordinarily high. The defendant in this case, Mark Wayne Ramsey, moves to overturn a jury's verdict finding him guilty of two counts of securities fraud and one count of conspiracy to commit securities fraud. Although Mr. Ramsey makes interesting and, in some regards, compelling arguments he has not met the high burden required of him. Thus, the Court denies his motion for judgment of acquittal.
In the fall and winter of 2014, Mychal Kendricks (then a linebacker for the Philadelphia Eagles), Mr. Ramsey (his friend and roommate), and Damilare Sonoiki (an analyst at Goldman Sachs) traded stocks and options in Mr. Kendricks's brokerage account based on Mr. Sonoiki's insider information, Mr Sonoiki, living and working in New York City, would communicate his insider information to Mr. Kendricks and/or Mr. Ramsey, then living together in Philadelphia, via text messages, cell phone calls, or FaceTime communications. Mr Ramsey and/or Mr. Kendricks, and on one occasion Mr. Sonoiki would then use money Mr. Kendricks had deposited into his brokerage account to execute trades based on Mr Sonoiki's insider information. Mr. Kendricks's account grossed approximately $1, 198, 075 from these trades.
In an Information against Mr. Kendricks and Mr. Sonoiki in 2018 the United States charged both men with conspiracy to commit securities fraud in violation of 18 U.S.C. § 371 and securities fraud in violation of 15 U.S.C. §§ 78j(b) and 78ff and 17 C.F.R. §§ 240.1 Ob-5 and 240.10b5-2. Both men waived their right to grand jury indictments and pied guilty. As part of their plea agreements with the Government, both men agreed to cooperate with the Government as witnesses.
In 2019, a grand jury returned an Indictment against Mr. Ramsey based on the same events. The Indictment charged Mr. Ramsey with ten counts. It alleged that Mr. Ramsey conspired to commit securities fraud in violation of 18 U.S.C. § 371 (Count One) and that Mr. Ramsey committed securities fraud in violation of 15 U.S.C. §§ 78j(b) and 78ff and 17 C.F.R. §§ 240.10b-5 and 240.10b5-2 in transactions involving securities of four different companies (Counts Two-Five). As pertinent to Mr. Ramsey's present motion, the indictment also alleged that Mr. Ramsey conspired to commit securities fraud in violation of 18 U.S.C. § 1349 (Count Six) and that Mr. Ramsey committed securities fraud in violation of 18 U.S.C. § 1348 in the same transactions of securities of the same four companies (Counts Seven-Ten). Mr. Ramsey proceeded to trial.
After an eight-day trial, a jury convicted Mr. Ramsey of Counts One, Four, Five, Six, Nine, and Ten. Specific to Mr. Ramsey's motion here, the jury found Mr. Ramsey guilty of conspiracy to commit securities fraud in violation of 18 U.S.C. § 1349 (Count Six), securities fraud in violation of 18 U.S.C. § 1348 as to Sapient Corporation (Count Nine), and securities fraud in violation of 18 U.S.C. § 1348 as to Oplink Communications, LLC (Count Ten). Mr. Ramsey now moves for a judgment of acquittal as to these counts. He does not contest the guilty verdict as to Counts One, Four, or Five. The Court recounts the facts of the case introduced at trial most pertinent to Mr. Ramsey's motion.
The Government called both Mr. Kendricks and Mr. Sonoiki to testify as part of their plea deals. Both witnesses described the formation of the scheme to trade in Mr. Kendricks's brokerage account with Mr. Kendricks's money based on Mr. Sonoiki's insider information.
Mr. Sonoiki worked at Goldman Sachs as an investment banking analyst in the technology, media, and telecom group. Sep. 21, 2021 Tr. at 94:23-95:25.[1] Goldman often advised companies during an acquisition, which is when one company purchases another company. Id. at 96:10-19. Like many employees, Mr. Sonoiki had access to nonpublic information about these acquisitions. Id. at 96:20-97:3. Goldman had internal policies restricting employee trading based on confidential information and preventing employees from sharing confidential information with anyone outside their specific team. Id. at 29:20-22, 30:10-21, 97:17-98:24.
Mr. Sonoiki and Mr. Kendricks first met at ¶ 2013 New Year's Eve party in Los Angeles. Id. at 100:10-18 (Mr. Sonoiki); Sep. 22, 2021 Tr. 77:24-78:6 (Mr. Kendricks). They exchanged phone numbers that night and subsequently stayed in touch, Sep. 21, 2021 Tr. at 101:3-8 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 78:7-9, 78:15-19 (Mr. Kendricks). At some point, Mr. Sonoiki told Mr. Kendricks that he worked at Goldman Sachs. Sep. 21, 2021 Tr. at 101:9-15. They then met in person in New York City in May 2014. Id. at 101:16-22 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 79:10-18 (Mr. Kendricks). They discussed Mr. Kendricks's interest in the financial markets and Mr. Sonoiki's ability to disclose insider information acquired at Goldman Sachs. Sep. 21, 2021 Tr. at 102:3-9, 102:12-103:12 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 79:19-80:16 (Mr. Kendricks). According to Mr. Sonoiki, Mr. Kendricks was interested in more than general investment advice[1] and wanted information about "stuff for certain." Sep. 21, 2021 Tr. at 103:5-12. Mr. Kendricks confirmed that he knew this arrangement was illegal. Sep. 22, 2021 Tr. at 81:5-6. For himself, Mr. Sonoiki was interested in getting "a cut" and perhaps becoming Mr. Kendricks's "finance guy." Sep. 21, 2021 Tr. at 102:16-23.
As Mr. Kendricks testified, he informed Mr. Ramsey about his meeting with Mr. Sonoiki in New York as soon as he returned. Sep. 22, 2021 Tr. at 90:2-9. The two discussed the need to keep this plan quiet because trading on insider information was illegal. Id. at 90:15-25. Mr. Ramsey immediately wanted to be involved, Mr. Kendricks said. Id. at 92:3-9. Mr. Kendricks and Mr. Ramsey planned to use the money made from the insider trading to start up additional businesses. Id. at 105:3-8.
At first, Mr. Sonoiki says, he was "noncommittal" about giving insider information because he knew doing so was illegal. Sep. 21, 2021 Tr. at 103:20-21. Around July 2014, however, Mr. Sonoiki changed his mind and told Mr. Kendricks he was willing to share insider information, Id. at 103:22-25, 104:3-4. On the afternoon of July 14, 2014, Mr. Sonoiki texted Mr. Kendricks that he "[g]ot something for [them]," meaning he had information about a deal that had not yet been publicly announced. Gov. Ex. 14-1; Sep. 21, 2021 Tr. at 107:22-108:4 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 82:11-25 (Mr. Kendricks).
Mr, Kendricks and Mr. Sonoiki then planned to speak about their plan in person on July 18, 2014, at a nightclub in York, Pennsylvania where Mr. Kendricks was making an appearance. Sep. 21, 2021 Tr. at 104:5-15 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 83:7-17 (Mr. Kendricks). According to Mr. Sonoiki, Mr. Kendricks chose the club setting because he knew it would be loud so that others would not overhear their conversations about insider trading. Sep. 22, 2021 Tr. at 22:5-19. Because Mr. Sonoiki missed his train, Mr. Kendricks paid for a private car to drive Mr. Sonoiki from New York City to the club in York, Pennsylvania. Sep. 21, 2021 Tr. at 104:16-106:9 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 83:18-84:14 (Mr. Kendricks).
At the club, the two men discussed options, specifically call options and the brokerage service available through the Charles Schwab online platform called "OptionsXpress." Sep. 21, 2021 Tr. at 110:1-6 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 84:24-85:8 (Mr. Kendricks). Mr. Sonoiki explained how he could acquire insider information at Goldman and then share that information with Mr. Kendricks. Sep. 21, 2021 Tr. at 114:11-17. Shortly after this meeting, Mr. Kendricks returned to Philadelphia and opened an OptionsXpress account in which to trade options; Mr. Sonoiki helped him open the account. Sep. 21, 2021 Tr. at 111:18-7, 112:14-24 (Mr. Sonoiki); Sep. 22, 2021 Tr. at 85:9-12, 86:10-12 (Mr. Kendricks). Mr. Kendricks initially deposited $80, 000 in this account. Sep. 22, 2021 Tr. at 86:21 25.
Mr. Ramsey was a high school friend of Mr. Kendricks. Sep. 22, 2021 Tr. at 75:3-4. Sometime in either the summer of 2013 or 2014, Mr. Ramsey moved into Mr. Kendricks's apartment in Philadelphia while Mr. Kendricks played for the Philadelphia Eagles. Id. at 75:17-22, 76:2-6. Mr. Ramsey paid no rent and Mr. Kendricks covered all expenses. Id. at 77:17-21. According to Mr. Kendricks, he and Mr. Ramsey discussed potential business opportunities and even opened a few with money that Mr. Kendricks supplied. Id. at 76:16-77:6. Mr. Ramsey also performed other tasks for Mr. Kendricks while he was busy with the Eagles. Id. at 77:10-16.
According to Mr. Kendricks, Mr. Ramsey had the password to his OptionsXpress account from the moment he created the account. Id. at 92:15-17, 23-24, 105:25-106:4. Mr. Kendricks gave him this access, he said, both because he did not understand the technology and because he did not have enough time. Id. at 93:11-16. To make trades within the account, Mr. Kendricks also had to enter a PIN number that would be texted to him; thus, Mr. Kendricks also gave Mr. Ramsey access to his laptop computer because it received Mr. Kendricks's text messages via iMessage. Id. at 106:5-13. On multiple occasions when that did not work, Mr. Ramsey would, Mr. Kendricks says, call him or text him to get his PIN. Id. at 106:17-19, 107:18-108:4, 114:1-4, 114:14-24, 115:12-14, 115:20-25; Gov. Exs. 15-2, 15-5, 15-27.
Mr Sonoiki confirmed Mr....
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