Former Advisor Sues Prime Capital Again Over Unpaid Equity Redemption

Posted on July 15th, 2025 at 2:07 PM
Former Advisor Sues Prime Capital Again Over Unpaid Equity Redemption

From the desk of Jim Eccleston at Eccleston Law

A former San Diego-based advisor has filed a second lawsuit against Prime Capital Financial, alleging breach of contract after the firm failed to honor agreed-upon terms related to his equity buyout.

Stephen D. Ambrosini, who ran 20/20 Capital Management before selling the firm to Prime Capital in 2021, accused his former employer of refusing to pay nearly $328,000 owed under their acquisition and termination agreements. According to AdvisorHub, Ambrosini claims that after selling his firm, which managed $677 million in assets, he received 70,450 shares in Prime Capital and entered a five-year independent contractor agreement with a guaranteed salary and a planned retirement at the end of the term.

AdvisorHub reports that in December 2024, Prime Capital’s CEO, Glenn Spencer, sent Ambrosini a termination letter without cause, restricting him from client contact and triggering a mandatory redemption of his equity stake. The firm, however, allegedly missed a redemption payment of at least $131,200 due April 30 and ignored repeated demands for payment, according to the complaint filed Friday in California Superior Court in San Diego.

This marks Ambrosini’s second legal battle with the firm. In May, the same court entered a default judgment in his favor for $517,975 after Prime Capital failed to appear or respond to his first lawsuit. That judgment covered the unpaid portion of his guaranteed annual salary under the five-year deal, along with legal costs.

AdvisorHub reports that Ambrosini had also attempted to challenge the enforceability of an 18-month non-compete and non-solicitation provision in the earlier suit, though the court did not rule on that issue. He is no longer a registered investment adviser and, according to his LinkedIn profile, now operates an insurance and annuity business under his name.

 

Eccleston Law LLC represents investors and financial advisors nationwide in securities, employment, transition, regulatory, and disciplinary matters.

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