NOTE: Stipulations of Fact and Consent to Penalty (SFC); Offers of Settlement (OS); and Letters of Acceptance Waiver, and Consent (AWC) are entered into by Respondents without admitting or denying the allegations, but consent is given to the described sanctions & to the entry of findings. Additionally, for AWCs, if FINRA has reason to believe a violation has occurred and the member or associated person does not dispute the violation, FINRA may prepare and request that the member or associated person execute a letter accepting a finding of violation, consenting to the imposition of sanctions, and agreeing to waive such member's or associated person's right to a hearing before a hearing panel, and any right of appeal to the National Adjudicatory Council, the SEC, and the courts, or to otherwise challenge the validity of the letter, if the letter is accepted. The letter shall describe the act or practice engaged in or omitted, the rule, regulation, or statutory provision violated, and the sanction or sanctions to be imposed.

Kathryn Ann Winter
AWC/2011026378701

Winter participated in private securities transactions without providing prior written notice to her member firm describing in detail the proposed transactions and her proposed role, and stating whether she had received, or might receive, selling compensation in connection with the transactions.

Winter solicited investments from customers of her firm on an entity’s behalf; these customers subsequently invested $750,000 in the entity, which pooled money from investors in a common enterprise with the expectation of profit derived from others’ efforts. Winter failed to disclose these private securities transactions to her firm. Winter recommended to firm customers that they invest funds in the entity, without having reasonable grounds for believing that the recommendations were suitable for such customers, based upon the facts disclosed by such customers as to their securities holdings, and financial situation and needs.

Kathryn Ann Winter: Fined $12,500; Suspended 180 days