UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 81460 / August 22, 2017

INVESTMENT ADVISERS ACT OF 1940

Release No. 4754 / August 22, 2017

ADMINISTRATIVE PROCEEDING

File No. 3-18129

In the Matter of

BRIAN MICHAEL BERGER,

Respondent.

ORDER INSTITUTING 

ADMINISTRATIVE PROCEEDINGS 

PURSUANT TO SECTION 15(b) OF THE 

SECURITIES EXCHANGE ACT OF 1934 

AND SECTION 203(f) OF THE 

INVESTMENT ADVISERS ACT OF 1940

AND NOTICE OF HEARING

I.

The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 

public interest that public administrative proceedings be, and hereby are, instituted pursuant to 

Section 15(b) of the Securities Exchange Act of 1934 (“Exchange Act”) and Section 203(f) of the 

Investment Advisers Act of 1940 (“Advisers Act”) against Brian Michael Berger (“Respondent” or 

“Berger”).

II.

After an investigation, the Division of Enforcement alleges that:

A. RESPONDENT

1. Berger, age 40, of Coral Springs, Florida, is presently in the custody of the 

Federal Bureau of Prisons. Berger was associated with Wells Fargo Advisors, LLC from July 

2010 through June 2014, and with MetLife Securities, Inc. from June 2014 through April 2015, 

both broker-dealers and investment advisers registered with the Commission. From April 2015 

through June 2015, Berger was associated with Newbridge Securities Corporation and Newbridge 

Financial Services Group, Inc., respectively a broker-dealer and investment adviser registered with 

the Commission. From June 2015 through July 2015, Berger was associated with Oak Grove, 

LLC, an investment adviser registered with the Commission. Additionally, prior to July 2010 and 

since 1999, Berger was associated with other registered broker-dealers.
2

B. RESPONDENT’S CRIMINAL CONVICTION

2. On November 22, 2016, Berger pleaded guilty to three counts of wire fraud 

in violation of Title 18, United States Code, Section 1343, before the United States District Court 

for the Southern District of Florida. United States v. Brian M. Berger, Case No. 9:16-CR-80167-

DTKH-1 (S.D. Fla.). On February 1, 2017, a judgment in the criminal case was entered against 

Berger. He was sentenced to a prison term of 18 months followed by three years of supervised 

release and was ordered to pay restitution in the amount of $372,643.00.

3. In connection with that plea, Respondent admitted that between April 2013 

and September 2015, he engaged in a scheme to defraud and used his position to either transfer 

money from client investment accounts to which he had access or convince clients to give him 

money to invest in non-existent businesses. Respondent admitted to the FBI that he utilized 

unauthorized transfers from client accounts to pay his personal Discover credit card account and 

obtained money for personal use by taking cash advances from that same Discover credit card 

account. He also admitted to making unauthorized withdrawals from the accounts of two clients. 

Respondent further admitted to taking through his fraud schemes a total of $372,643.00.

III.

In view of the allegations made by the Division of Enforcement, the Commission deems it 

necessary and appropriate in the public interest that public administrative proceedings be instituted 

to determine:

A. Whether the allegations set forth in Section II hereof are true and, in connection 

therewith, to afford Respondent an opportunity to establish any defenses to such allegations; 

B. What, if any, remedial action is appropriate in the public interest against Respondent 

pursuant to Section 15(b) of the Exchange Act; 

C. What, if any, remedial action is appropriate in the public interest against Respondent 

pursuant to Section 203(f) of the Advisers Act; and

D. Whether, pursuant to Section 15(b) of the Exchange Act, it is appropriate and in 

the public interest to suspend or bar Respondent from participating in any offering of penny 

stock, including: acting as a promoter, finder, consultant, agent or other person who engages in 

activities with a broker, dealer or issuer for purposes of the issuance or trading in any penny 

stock; or inducing or attempting to induce the purchase or sale of any penny stock.

IV.

IT IS ORDERED that a public hearing for the purpose of taking evidence on the questions 

set forth in Section III hereof shall be convened at a time and place to be fixed, and before an 

Administrative Law Judge to be designated by further order as provided by Rule 110 of the 

Commission's Rules of Practice, 17 C.F.R. § 201.110.
3

IT IS FURTHER ORDERED that Respondent shall file an Answer to the allegations 

contained in this Order within twenty (20) days after service of this Order, as provided by Rule 220 

of the Commission's Rules of Practice, 17 C.F.R. § 201.220. 

If Respondent fails to file the directed answer, or fails to appear at a hearing after being duly 

notified, the Respondent may be deemed in default and the proceedings may be determined against 

him upon consideration of this Order, the allegations of which may be deemed to be true as 

provided by Rules 155(a), 220(f), 221(f) and 310 of the Commission's Rules of Practice, 17 C.F.R. 

§§ 201.155(a), 201.220(f), 201.221(f) and 201.310.

This Order shall be served forthwith upon Respondent as provided for in the Commission’s 

Rules of Practice. 

IT IS FURTHER ORDERED that, pursuant to Rule 360(a)(2) of the Commission’s Rules 

of Practice, 17 C.F.R. § 201.360(a)(2), the Administrative Law Judge shall issue an initial decision 

no later than 75 days from the occurrence of one of the following events: (A) The completion of 

post-hearing briefing in a proceeding where the hearing has been completed; (B) Where the 

hearing officer has determined that no hearing is necessary, upon completion of briefing on a 

motion pursuant to Rule 250 of the Commission’s Rules of Practice, 17 C.F.R. § 201.250; or (C) 

The determination by the hearing officer that a party is deemed to be in default under Rule 155 of 

the Commission’s Rules of Practice, 17 C.F.R. § 201.155, and no hearing is necessary. 

In the absence of an appropriate waiver, no officer or employee of the Commission engaged 

in the performance of investigative or prosecuting functions in this or any factually related 

proceeding will be permitted to participate or advise in the decision of this matter, except as witness 

or counsel in proceedings held pursuant to notice. Since this proceeding is not “rule making” within 

the meaning of Section 551 of the Administrative Procedure Act, it is not deemed subject to the 

provisions of Section 553 delaying the effective date of any final Commission action.

By the Commission.

Brent J. Fields

Secretary