Npa Asset Management, LLC

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
Number:
31029
This advisory affiliate is 
a Firm
an Individual
Registered:
Yes
No
Name:
NATIONWIDE PLANNING
ASSOCIATES INC.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 

B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
2.
Principal Sanction:
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Other Product Types: 
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
2.
Principal Sanction:
Cease and Desist
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
09/08/2022
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
3-21047

5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Other
Other Product Types: 
FIXED INCOME; REAL ESTATE INVESTMENT TRUST
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLIC ADMINISTRATIVE
AND CEASE-AND-DESIST PROCEEDINGS BE, AND HEREBY ARE, INSTITUTED PURSUANT TO SECTIONS 203(E) AND 203(K) OF THE INVESTMENT ADVISERS
ACT OF 1940 ("ADVISERS ACT") AGAINST NPA ASSET MANAGEMENT, LLC ("NPA," "RESPONDENT," OR THE "FIRM"). THE COMMISSION FINDS THAT THIS
PROCEEDING ARISES FROM SECURITIES LAW VIOLATIONS BY NPA, A REGISTERED INVESTMENT ADVISER, THAT WERE FIRST IDENTIFIED BY STAFF OF
THE COMMISSION'S DIVISION OF EXAMINATIONS ("EXAMS") IN SEPTEMBER 2019 AND WHICH THE FIRM SUBSEQUENTLY FAILED TO REMEDIATE IN AN
ADEQUATE MANNER. FIRST, FROM AT LEAST APRIL 2017 THROUGH DECEMBER 2019, NPA MAINTAINED FEE-BASED ADVISORY ACCOUNTS WITHOUT
MONITORING OR CONDUCTING REVIEWS FOR ACCOUNT SUITABILITY, CONTRARY TO REPRESENTATIONS IN ITS FORM ADV BROCHURES AND IN BREACH
OF NPA'S DUTY OF CARE UNDER THE ADVISERS ACT. PRIOR TO OCTOBER 2019, NPA ALSO FAILED TO ADOPT POLICIES OR PROCEDURES REGARDING
BOTH THE DETERMINATION OF ADVISORY ACCOUNT SUITABILITY AT THE TIME OF ACCOUNT OPENING AND ONGOING MONITORING FOR ACCOUNT
SUITABILITY. AS A RESULT, FROM AT LEAST APRIL 2017 THROUGH DECEMBER 2019, NPA COLLECTED MANAGEMENT FEES ON HUNDREDS OF ADVISORY
ACCOUNTS FOR WHICH SUITABILITY MONITORING DID NOT OCCUR AND IN WHICH MINIMAL, IF ANY, TRADING ACTIVITY OCCURRED (I.E., "INACTIVE
ACCOUNTS"). IN 2018-19, EXAMS CONDUCTED AN EXAMINATION OF NPA THAT RESULTED IN A SEPTEMBER 2019 DEFICIENCY LETTER (THE
"DEFICIENCY LETTER") AND THAT IDENTIFIED, AMONG OTHER ISSUES, INACTIVE AND HIGH-CASH BALANCE ACCOUNTS AS POTENTIAL SUITABILITY
CONCERNS. IN OCTOBER 2019, FOLLOWING ITS RECEIPT OF THE DEFICIENCY LETTER, NPA ADOPTED A POLICY CONCERNING ACCOUNT SUITABILITY
THAT INCLUDES A REQUIREMENT FOR THE FIRM TO REVIEW INACTIVE ACCOUNTS AND ACCOUNTS WITH HIGH-CASH BALANCES. NPA, HOWEVER,
FAILED TO IMPLEMENT THIS POLICY IN AN ADEQUATE MANNER. IN ADDITION, SINCE APRIL 2017, NPA HAS ENGAGED IN APPROXIMATELY 158 FIXED
INCOME TRANSACTIONS AND 220 SALES OF CERTAIN REAL ESTATE INVESTMENT TRUST ("REIT") PRODUCTS THROUGH THE PRINCIPAL ACCOUNT OF ITS
AFFILIATED BROKER-DEALER WITHOUT PROVIDING ADVANCED WRITTEN NOTICE OR OBTAINING THE REQUIRED CLIENT CONSENTS. FINALLY, NPA
FAILED TO ADOPT AND IMPLEMENT WRITTEN COMPLIANCE POLICIES AND PROCEDURES REASONABLY DESIGNED TO PREVENT VIOLATIONS OF THE
ADVISERS ACT AND THE RULES THEREUNDER CONCERNING ACCOUNT SUITABILITY AND MONITORING, PRINCIPAL TRADING, AND THE ACCURACY OF ITS
CLIENT DISCLOSURES. AS A RESULT OF THIS CONDUCT, NPA WILLFULLY VIOLATED SECTION 206(2), SECTION 206(3), AND SECTION 206(4) OF THE
ADVISERS ACT AND RULE 206(4)-7 THEREUNDER.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Order
11. Resolution Date (MM/DD/YYYY):
09/08/2022
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 300,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
UNDERTAKINGS; RETAIN THE SERVICES OF AN INDEPENDENT COMPLIANCE CONSULTANT; PREJUDGMENT INTEREST ON DISGORGEMENT
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE FIRM SHALL CEASE AND DESIST; IS CENSURED; SHALL COMPLY WITH THE UNDERTAKINGS ENUMERATED IN THE ORDER; SHALL RETAIN THE
SERVICES OF AN INDEPENDENT COMPLIANCE CONSULTANT; SHALL PAY DISGORGEMENT OF $367,874.12 AND PREJUDGMENT INTEREST OF
$43,754.24; AND SHALL PAY A CIVIL MONEY PENALTY IN THE AMOUNT OF $300,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
RESPONDENT HAS SUBMITTED AN OFFER OF SETTLEMENT (THE "OFFER"), WHICH THE COMMISSION HAS DETERMINED TO ACCEPT.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
2.
Principal Sanction:
Cease and Desist
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
09/04/2024
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
3-22056

5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
No Product
Other Product Types: 
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE SECURITIES AND EXCHANGE COMMISSION DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLIC ADMINISTRATIVE AND CEASE-AND-
DESIST PROCEEDINGS BE, AND HEREBY ARE, INSTITUTED AGAINST NATIONWIDE PLANNING ASSOCIATES, INC. (NATIONWIDE), NPA ASSET
MANAGEMENT, LLC (NPA), AND BLUE POINT STRATEGIC WEALTH MANAGEMENT, LLC (BLUE POINT), COLLECTIVELY RESPONDENTS. IN ANTICIPATION OF
THE INSTITUTION OF THESE PROCEEDINGS, RESPONDENTS HAVE SUBMITTED AN OFFER OF SETTLEMENT WHICH THE COMMISSION HAS DETERMINED
TO ACCEPT. THE COMMISSION FINDS THAT THIS MATTER RELATES TO RESPONDENTS' VIOLATIONS OF THE WHISTLEBLOWER PROTECTIONS AFFORDED
UNDER EXCHANGE ACT RULE 21F-17(A). FROM MAY 2021 THROUGH FEBRUARY 2024, RESPONDENTS ASKED ELEVEN BROKERAGE CUSTOMERS AND
ADVISORY CLIENTS (COLLECTIVELY REFERRED TO AS CLIENTS) TO SIGN CONFIDENTIALITY AGREEMENTS IN CONNECTION WITH COMPENSATORY
PAYMENTS AUTHORIZED BY RESPONDENTS TO BE MADE TO THE CLIENTS' INVESTMENT ACCOUNTS. THESE AGREEMENTS CONTAINED PROVISIONS THAT
IMPEDED CLIENTS FROM REPORTING POTENTIAL SECURITIES LAW VIOLATIONS TO THE COMMISSION OR ANY OTHER FEDERAL, STATE, OR SELF-
REGULATORY SECURITIES COMMISSION OR AUTHORITY, PERMITTING COMMUNICATION ONLY WHERE THE COMMISSION OR OTHER REGULATOR FIRST
INITIATED AN INQUIRY. SOME OF THE AGREEMENTS FURTHER REQUIRED THE CLIENTS TO REPRESENT THAT THEY HAD NOT REPORTED THE UNDERLYING
DISPUTE TO THE COMMISSION OR TO ANOTHER SECURITIES REGULATOR AND WOULD FOREVER REFRAIN FROM SUCH REPORTING. AS A RESULT OF ITS
CONDUCT, RESPONDENTS WILLFULLY VIOLATED EXCHANGE ACT RULE 21F-17(A).
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Order
11. Resolution Date (MM/DD/YYYY):
09/04/2024
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 160,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE FIRM IS ORDERED TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF EXCHANGE
ACT RULE 21F-17(A), IS CENSURED, AND SHALL PAY A CIVIL MONETARY PENALTY OF $160,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
RESPONDENTS WILLFULLY VIOLATED EXCHANGE ACT RULE 21F-17(A). ACCORDINGLY, IT IS ORDERED THAT RESPONDENTS CEASE AND DESIST FROM
COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF EXCHANGE ACT RULE 21F-17(A), ARE CENSURED, AND NATIONWIDE
SHALL PAY A CIVIL MONETARY PENALTY OF $160,000.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:

11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
PUERTO RICO
2.
Principal Sanction:
Other
Other Sanctions: 
CONSENT
3.
Date Initiated (MM/DD/YYYY): 
08/20/2024
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
NPA ASSET MANAGEMENT, LLC
6.
Principal Product Type:
Other
Other Product Types: 

MEME STOCKS, PENNY STOCKS AND LOW-PRICED SECURITIES, LEVERAGED AND INVERSE EXCHANGE-TRADED FUNDS, AND BULK TRADES.
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
WITHOUT ADMITTING OR DENYING THE FINDINGS, NPA ASSET MANAGEMENT, LLC CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF FINDINGS
THAT IT FAILED TO REASONABLY SUPERVISE NOR ADDRESS AN INVESTMENT ADVISER REPRESENTATIVE'S DECEPTIVE PRACTICE OF MAKING
UNSUITABLE RECOMMENDATIONS AND NON-COMPLIANCE WITH FIDUCIARY DUTY IN LIGHT OF THE INFORMATION OBTAINED FROM THE CUSTOMER AT
THE INVESTMENT ADVISER. THE FIRM ALSO FAILED TO IDENTIFY THAT THE INVESTMENT ADVISER REPRESENTATIVE WAS ENGAGING IN THE DECEPTIVE
PRACTICE OF GUARANTEEING ACCOUNTS OF CLIENTS AGAINST LOSSES IN ANY SECURITIES AT THE INVESTMENT ADVISER. AS A RESULT OF THESE
SUPERVISORY FAILURES, THE AGENT ENGAGED IN SPECULATIVE TRADING IN STOCKS, INCLUDING MEME INVESTING, PENNY STOCKS, LOW-PRICED
SECURITIES, LEVERAGED AND INVERSE EXCHANGE-TRADED FUNDS, AND/OR OPTIONS TRADING, MOST OF THEM ON A DISCRETIONARY BASIS, WITHOUT
A REASONABLE BASIS TO BELIEVE THE TRANSACTIONS WERE SUITABLE FOR THE CUSTOMERS IN LIGHT OF THE INFORMATION OBTAINED FROM THEM.
MOST OF THE CUSTOMERS' ACCOUNTS WERE IRA OR PENSION PLAN ACCOUNTS OF CLIENTS OVER 60 YEARS OLD, AT OR NEAR RETIREMENT, WITH
ANNUAL INCOME BELOW $50,000.00, NET WORTH AND LIQUID NET WORTH BETWEEN $100,000.00 AND $500,000.00, AND MONTHLY WITHDRAWAL
INSTRUCTIONS IN PLACE, WHICH WAS INDICATIVE OF A NEED TO DRAW MONTHLY RETIREMENT INCOME FROM INVESTMENTS.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
08/20/2024
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 315,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
FOR ALL OF THE ABOVE­MENTIONED VIOLATIVE CONDUCT OF NPA, NPAAM, MR. COLLEARY AND MR. SUÁREZ, NPA AND/OR NPAAM, SEVERALLY, AS
PROVIDED BELOW, AND NOT JOINTLY, SHALL PAY TO THE OCFI THE TOTAL FINE OF THREE HUNDRED FIFTY THOUSAND DOLLARS ($350,000.00),
PAYABLE TO THE OCFI IN EQUAL QUARTERLY PAYMENTS FOR A PERIOD THAT SHALL NOT EXCEED DECEMBER 19, 2025, COUNTED FROM THE DATE
OF THIS CONSENT ORDER. NPAAM SHALL BE RESPONSIBLE FOR 90% OF THE FINE AMOUNT ($315,000.00) AND NPA SHALL INDEPENDENTLY BE
RESPONSIBLE FOR 10% OF THE FINE AMOUNT ($35,000.00).
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
FOR ALL OF THE ABOVE­MENTIONED VIOLATIVE CONDUCT OF NPA, NPAAM, MR. COLLEARY AND MR. SUÁREZ, NPA AND/OR NPAAM, SEVERALLY, AS
PROVIDED BELOW, AND NOT JOINTLY, SHALL PAY TO THE OCFI THE TOTAL FINE OF THREE HUNDRED FIFTY THOUSAND DOLLARS ($350,000.00),
PAYABLE TO THE OCFI IN EQUAL QUARTERLY PAYMENTS FOR A PERIOD THAT SHALL NOT EXCEED DECEMBER 19, 2025, COUNTED FROM THE DATE
OF THIS CONSENT ORDER. NPAAM SHALL BE RESPONSIBLE FOR 90% OF THE FINE AMOUNT ($315,000.00) AND NPA SHALL INDEPENDENTLY BE
RESPONSIBLE FOR 10% OF THE FINE AMOUNT ($35,000.00).
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FINDINGS, NPA ASSET MANAGEMENT, LLC CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF FINDINGS
THAT IT FAILED TO REASONABLY SUPERVISE NOR ADDRESS AN INVESTMENT ADVISER REPRESENTATIVE'S DECEPTIVE PRACTICE OF MAKING
UNSUITABLE RECOMMENDATIONS AND NON-COMPLIANCE WITH FIDUCIARY DUTY IN LIGHT OF THE INFORMATION OBTAINED FROM THE CUSTOMER AT
THE INVESTMENT ADVISER. THE FIRM ALSO FAILED TO IDENTIFY THAT THE INVESTMENT ADVISER REPRESENTATIVE WAS ENGAGING IN THE DECEPTIVE
PRACTICE OF GUARANTEEING ACCOUNTS OF CLIENTS AGAINST LOSSES IN ANY SECURITIES AT THE INVESTMENT ADVISER. AS A RESULT OF THESE
SUPERVISORY FAILURES, THE AGENT ENGAGED IN SPECULATIVE TRADING IN STOCKS, INCLUDING MEME INVESTING, PENNY STOCKS, LOW-PRICED
SECURITIES, LEVERAGED AND INVERSE EXCHANGE-TRADED FUNDS, AND/OR OPTIONS TRADING, MOST OF THEM ON A DISCRETIONARY BASIS, WITHOUT
A REASONABLE BASIS TO BELIEVE THE TRANSACTIONS WERE SUITABLE FOR THE CUSTOMERS IN LIGHT OF THE INFORMATION OBTAINED FROM THEM.
MOST OF THE CUSTOMERS' ACCOUNTS WERE IRA OR PENSION PLAN ACCOUNTS OF CLIENTS OVER 60 YEARS OLD, AT OR NEAR RETIREMENT, WITH
ANNUAL INCOME BELOW $50,000.00, NET WORTH AND LIQUID NET WORTH BETWEEN $100,000.00 AND $500,000.00, AND MONTHLY WITHDRAWAL
INSTRUCTIONS IN PLACE, WHICH WAS INDICATIVE OF A NEED TO DRAW MONTHLY RETIREMENT INCOME FROM INVESTMENTS.