CONFIDENTIAL SETTLEMENT AGREEMENT

AND GENERAL RELEASE

This Confidential Settlement Agreement and General Release (the “Agreement”) is made
and entered into on May , 2020, by and between KAREN ROTHSTEIN (“Claimant”) and
CRAIG PINKSTON (“Pinkston”). Claimant and Pinkston are collectively referred to herein as
“the Parties.”

WHEREAS, on or about DATE, Claimant initiated a private arbitration proceeding before

the Financial Industry Regulatory Authority (“FINRA”), Case No. 20-01067, against Pinkston
and Ally Invest Securities (the “Arbitration”);

WHEREAS, Pinkston denies all allegations asserted by Claimant but seeks to resolve the
Arbitration without incurring the expense of attorneys’ fees and costs;

WHEREAS, without admitting or denying any facts asserted in the Claimant’s Statement
of Claim, the Parties wish to resolve amicably all claims and disputes referenced in the
Arbitration;

NOW THEREFORE, for and in consideration of the covenants and conditions set forth
in this Agreement, and other good and valuable consideration, the receipt and sufficiency of
which are acknowledged, the Parties agree as follows:

1. Settlement Conditions

Pinkston will provide full cooperation to Claimant in her continuing action against Ally
Invest Securities and provide all information in his possession requested by Claimant. Pinkston
will also make himself available during the pendency of this matter to Claimant’s counsel to be
interviewed by telephone about his knowledge of Ally Invest Securities’ policies and procedures
relating to margin accounts, and specifically, margin accounts originating with MB Trading
Securities, that were purchased by TradeKing Securities, which were then purchased by Ally
Invest Securities.

2. Claimant agrees to accept Pinkston’s offer of cooperation in full settlement and

compromise of the Arbitration and to release and discharge of any and all claims and causes of
action arising out of the events or incidents referred to or related to any facts associated with the
investments made by Claimant in the Arbitration.

3. Dismissal

At the time of execution of this Agreement, Claimant will immediately file the
appropriate documents with FINRA to dismiss Pinkston from the Arbitration in its entirety with
prejudice.

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 4. Release and Waiver

In exchange for the consideration set forth above, Claimant and her heirs and assigns
unconditionally, irrevocably and absolutely releases and discharges Pinkston and his successors
and assigns from any and all claims, debts, liabilities, demands, obligations, promises, acts,
agreements, costs, and expenses, of whatsoever kind or character, whether now known or
unknown, suspected or unsuspected, based on, arising out of, or in connection with the
Arbitration as more specifically described above.

This settlement includes an express waiver of Civil Code §1542, which states:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

THAT THE CREDITOR DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS OR HER FAVOR AT THE TIME OF
EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM
OR HER MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR.

Claimant knowingly waives and releases any right or benefit which she has or may have
under said Section 1542 of the Civil Code of the State of California pertaining to the matters
released herein. In connection with such waiver, Claimant acknowledges she is aware that she
may later discover claims presently unknown or unsuspected, or facts in addition to, or different
from those which she now knows or believes to be true. It is the intention of the Parties, through
this Agreement, and with the advice of counsel, to fully, finally and forever settle and release all
claims that have or could be asserted, arising on or before the date in which this Agreement is
executed. In furtherance of such intention, this release shall be and remain in effect as full and
complete releases of such matters notwithstanding the discovery or existence of any such
additional or different claims or facts.

5. Confidentiality.

The Parties agree not to disclose the terms of this Agreement. Specifically, the Parties
agree to keep confidential the fact of any consideration provided Claimant, the substance of the
negotiations leading up this Agreement, or the specifics of any cooperation provided by Pinkston
regarding the Arbitration provided to Claimant. The Parties further agree that they shall not use
or disclose any documents or information produced in the course of coming to this Agreement
for any purpose.

Nothing in this section is intended to preclude the Parties from disclosing information in
response to a subpoena duly issued by a court of law, arbitrator, or government agency having
jurisdiction or power to compel such a disclosure. If either of the Parties are so subpoenaed,
they agree to notify the other Party in writing, through its attorneys of record, within five [5]
days of receipt of such subpoena, so the other Party may take action to quash the subpoena,
should it choose to do so.

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 6. Non-Disparagement

Claimant agrees not to make any false or disparaging comments concerning Pinkston or
to make any oral or written statements adverse to his public image or reputation.

7. Attorneys’ Fees and Costs.

Each of the Parties to this Agreement shall bear his/her own costs, attorneys’ fees, and all
other monies incurred or paid by him/her in connection with this matter.

Should any action, arbitration, or administrative proceeding be initiated by any Party for
the purpose of enforcing, interpreting or construing this Agreement, the prevailing party (as
defined by California law) in such action, arbitration or administrative proceeding shall be
entitled to recover their reasonable attorneys’ fees and costs.

8. Entire Agreement

This Agreement constitutes the entire agreement between the Parties relating to the
subject matter hereof, and fully supersedes any and all prior understandings and agreements
between the Parties pertaining to the subject matter hereof.

9. No Duress

The undersigned represent and acknowledge they have signed the Agreement freely and
voluntarily, without duress or coercion, and shall not deny the validity of this Agreement on the
ground that they executed the same under duress or without capacity.

10. Amendment & Modification

The provisions of this Agreement may not be waived, altered, amended, modified,
assigned or repealed, in whole or in part, without the express prior written consent of the Parties
hereto. This Agreement may not be modified and/or amended except by written agreement
signed by the Parties.

11. Severability

Should any provision of this Agreement be held by a court of competent jurisdiction to

be invalid, void or unenforceable, the remaining provisions, conditions or covenants shall be
deemed severable from the remainder of this Agreement, and shall in no way affect any other
provision, covenant, condition, or promise contained herein. If any provision is deemed invalid
due to scope or breadth, that provisions shall be deemed valid to the full extent of scope and
breadth permitted by law.

12. No Waiver

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 No breach of any provision of this Agreement may be waived unless done in writing.
Waiver of any one breach shall not be deemed to be a waiver of any other breach of the same or
any other provision.

13. Counterparts

This Agreement may be executed in counterparts. Any such executed counterparts shall
constitute one Agreement, which shall be binding on the Parties, even though not all Parties may
have signed the original or same counterpart. Duplicates of this Agreement, or counterparts
thereof, showing the execution of all Parties, shall be of the same validity, force and effect as the
original. Electronically transmitted signatures shall have the same effect as original signatures.

14. No Admissions

This Agreement is intended to, and does compromise disputed claims, and shall not be
construed as an admission of liability by any Party of any claim made by any other Party. The
Parties deny any and all wrongdoing, liability, or obligation to any other party as to the various
claims and damages asserted, or which could have been asserted, and all such claims are denied
and contested, and nothing contained herein should be construed as an admission by any Party
or any liability to the other Party or any other person.

15. The Agreement is governed by the laws of the State of California. The Parties
represent and warrant that they are entering into this Agreement voluntarily after they have
carefully read and fully understood all of the provisions of this Agreement. The Parties
acknowledge that they have had the opportunity to discuss the terms of this Agreement with
counsel of their choice and freely enter into the Agreement without duress or undue influence.

IN WITNESS WHEREOF, the Parties hereto have each approved and executed this
Agreement on the dates set forth opposite their respective signatures.

CLAIMANT PINKSTON

Karen Rothstein Craig Pinkston

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