Memorandum and Order — U.S. v. Carroll et al. (E.D. Mo.)

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A Memorandum and Order in United States v. Christopher Lee Carroll, et al., Case No. 4:21-cr-00532-SEP, in the U.S. District Court for the Eastern District of Missouri, Eastern Division, filed February 6, 2025 as Doc. # 499. It denies the defendants' Motion for Mistrial or a New Trial, Doc. [426], and Motion for Acquittal, Doc. [427]. Carroll was charged with bank fraud under 18 U.S.C. §§ 1344 and 2 and false statements to a financial institution under 18 U.S.C. §§ 1014 and 2 tied to the Paycheck Protection Program, and, with Whiskey Dix Big Truck Repair, LLC, with Clean Air Act tampering counts. The order recounts trial evidence that the Square One Group loan application answered no to a question on parole and that the loan was approved for $1,247,800. The signature block names United States District Judge Sarah E. Pitlyk.

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“Memorandum and Order — U.S. v. Carroll et al. (E.D. Mo.).” Original at archive.org. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/court-filing-no-4-21-cr-00532-dkt-499-e-d-mo-89be86c3af/, SHA-256 ea4ef985d9836c5f52850594b753a94825de3089feda06fa684ec74cb61de729.

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Case: 4:21-cr-00532-SEP Doc. #: 499 Filed: 02/06/25 Page: 1 of 19 PageID #:
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UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI
EASTERN DIVISION
UNITED STATES OF AMERICA, )
)
Plaintiff, )
v. ) Case No. 4:21-cr-00532-SEP
)
CHRISTOPHER LEE CARROLL, et al., )
)
Defendants. )
MEMORANDUM AND ORDER
Before the Court are Defendants’ Motion for Mistrial or a New Trial, Doc. [426], and
Motion for Acquittal, Doc. [427]. The motions are fully briefed and ready for disposition. See
Docs. [436]-[439]. For the reasons set forth below, both motions are denied.
BACKGROUND
Defendant Christopher Carroll was charged in the superseding indictment with three
counts of aiding and abetting bank fraud in violation of 18 U.S.C. §§ 1344 and 2; three counts of
aiding and abetting the making of a false statement to a financial institution in violation of 18
U.S.C. §§ 1014 and 2; one count of conspiracy to violate the Clean Air Act in violation of 18
U.S.C. § 371; sixteen counts of aiding and abetting the tampering with a Clean Air Act
monitoring device in violation of 42 U.S.C. § 7413(c)(2)(C) and 18 U.S.C. § 2; and two counts
of witness tampering in violation 18 U.S.C. § 1512(b)(3). See Doc. [162]. Defendant Whiskey
Dix Big Truck Repair, LLC, was also charged with sixteen counts of aiding and abetting the
tampering with a Clean Air Act monitoring device in violation of 42 U.S.C. § 7413(c)(2)(C) and
18 U.S.C. § 2. See id. The bank fraud counts and the making of a false statement to a financial
institution counts all stem from Carroll’s actions in relation to the Paycheck Protection Program
(PPP). The Clean Air Act counts relate to Carroll and Whiskey Dix’s actions in tampering with
the Onboard Diagnostic System (OBD) of diesel trucks owned by Carroll.
Prior to trial, Defendants moved to prohibit the introduction of Carroll’s prior conviction
and his parole status. See Doc. [304]. The Government responded that Carroll’s parole status
was highly relevant to the alleged scheme to defraud, specifically Carroll’s decision to omit his
name—and the name of his business partner Reed—from the loan application. Doc. [328] at 2-3.
The Government alleged that Carroll answered the form the way he did to avoid having to

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disclose his parole status. Id. at 3. The Court agreed that evidence of Carroll’s parole status was
relevant to Carroll’s intent and denied Defendants’ motion. See Doc. [386] at 5-11.
At trial, Colleen Forsythe, Director of Deposits at Enterprise Bank, explained that the
PPP provided small businesses with loans so they could “stay functioning and operating during
the pandemic.” Doc. [433] at 50-51. Square One Group (SOG) was one of the companies that
applied for a PPP loan. SOG had a complicated ownership structure: SOG was owned by
Farmington Allegiance, LLC, which was owned by Mainline Partners, LLC, which was owned,
at the relevant time, by two trusts in equal part. Doc. [441-15]. The grantors of those trusts were
Reed and Carroll. Id. Despite this layered corporate structure, Carroll’s former parole officer,
Officer Honerkamp, and two former SOG employees, Blake Wallace and William Harris, all
testified that Carroll told them he was the owner of SOG. See Doc. [433] at 35, 38, 111. Carroll
also referred to himself as the company’s Chief Executive Officer in his email signature, see
Doc. [441-9], and named himself “Chris Owner Square1” in the company group chat, see Doc.
[441-10]. Pursuant to SOG’s operating agreement, Carroll and Reed were SOG’s only
managers. Doc. [441-7] at 7. As managers, Carroll and Reed had “full and complete authority,
power, and discretion to manage and control the business, affairs and properties of the
Company[.]” Id. at 2. Daniel Human, a former employee of SOG, testified that “no decisions got
made without [Carroll] knowing about it or approving it.” Doc. [434] at 32.
In 2020 and 2021, SOG applied for PPP loans through Enterprise Bank. See Docs. [433]
at 55; [483-1]; [441-5]. As part of the First Draw PPP Loan Application, SOG had to certify that
“the funds will be used to retain workers and maintain payroll or make mortgage interest
payments, lease payments, or utility payments as specified under the Paycheck Protection
Program rule.” See Docs. [483-1] at 6; [433] at 62. SOG also had to “list all owners of 20% or
more of the equity of the Applicant” (Applicant Ownership Box). Doc. [483-1] at 5. The First
Draw PPP Loan Application considered the following parties “owners of the Applicant”:
• For a sole proprietorship, the sole proprietor;
• For a partnership, all general partners, and all limited partners owning 20% or
more of the equity of the firm;
• For a corporation, all owners of 20% or more of the corporation;
• For limited liability companies, all members owning 20% or more of the
company; and
• Any Trustor (if the Applicant is owned by a trust).

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Id. at 7. Question 5 of the First Draw PPP Loan Application asked whether “the Applicant (if an
individual) or any individual owning 20% or more of the equity of the Applicant . . . [is] on
probation or parole.” Id. at 5; Doc. [433] at 155-56.
The Government introduced text messages between Carroll, Reed, and Matthew Titus
discussing the First Draw PPP Loan Application and the importance of applying quickly. See
Doc. [441-8] at 1 (Carroll: “The CARES Act loan is first come first serve so it is imperative that
we apply for this in the morning.”). At the time, Titus was Director of Finance for SOG. Doc.
[434] at 34. In the text chain, Titus stated that he listed Kimberly Carroll, LouAnn Reed, and
Tim McFadden as “owners,” and then sent a picture of a beneficial owner form from Enterprise
Bank showing that he filled it out with Kimberly, LouAnn, and Tim’s information. Docs. [441-
8] at 2-4; [433] at 181; [427-1]. Titus explained that Julie, an employee at Enterprise Bank, “told
[them] to fill out just like the bank accounts.” Doc. [441-8] at 4. Carroll responded, “Shit,” and
Reed directed Titus to exclude McFadden and just include Kimberly and LouAnn as owners. Id.
at 5. Titus responded “10-4,” but then later sent another picture and stated, “This is in all of the
operating agreements. Should I switch from Kim and LouAnn to you two or keep?” Id. at 6.
Special Agent Mills testified that the picture Titus sent was of a signature page from an operating
agreement. Doc. [433] at 150. He testified that SOG’s operating agreement listed Reed and
Carroll as managers of SOG, and that LouAnn and Kimberly were not listed anywhere in SOG’s
operating agreement. Docs. [433] at 151; [441-7]. Reed told Titus to “[k]eep LAR n Kim.
We’re members[.]” Doc. [441-8] at 6. Carroll did not object to Reed’s direction, id. at 6-7, and
the First Draw PPP Loan Application ultimately submitted by SOG listed Kimberly and LouAnn
in the Applicant Ownership box with the title “Manager.” Doc. [483-1] at 5.
Shortly after Reed directed Titus to “[k]eep LAR n Kim,” Titus sent a picture of his
responses to Questions 1-6 on the First Draw PPP Loan Application and asked Reed and Carroll
to “[p]lease confirm questions 1-6 are answered correctly.” Doc. [441-8] at 7. The picture
showed that Titus had responded “no” to Question 5, which asked whether the applicant (if an
individual) or any individual owning 20% or more of the equity of the applicant was on parole.
Id.; Doc. [433] at 155-56. Carroll, who was on parole at the time, responded, “[t]hey’re correct.”
Id.; Doc. [433] at 33. Ms. Forsythe confirmed that Question 5 on SOG’s application had in fact
been answered “no.” Docs. [433] at 61; [483-1] at 5. She also confirmed that if Question 5 had
been answered “yes,” Enterprise Bank would not have issued the loan. Doc. [433] at 61.

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The Government called Daniel Human to testify about a conversation he had with Carroll
after the indictment came down. Doc. [434] at 35. Carroll asked Human to see if “there [was]
anything in the indictment that perhaps they could attack or that was unjust or unfair.” Id. After
reading the indictment, Human asked Carroll “[h]ow do you get past the fact that you were on
parole,” and Carroll responded, “well, why do you think I didn’t sign it.” Id. at 36. Human also
relayed a conversation he had with Carroll about listing Kimberly as a manager on the First
Draw PPP Loan Application.
A. . . . I asked him if he thought that him not signing the application would absolve him
because he technically was not listed as an owner even though obviously he owned the
company, but I think the shell groups that shielded he and George Reed from actual
ownership were such that, you know, he wouldn’t directly be associated, even though
apparently they both had their wives’ names as owners or managers or principals in
Square One Group.
Q. And what did he say about that?
A. Well, at the time, at that time we didn’t really get into that until subsequently
sometime later when there was a conversation really about Kim.
Q. What was the conversation about Kim?
A. Well, the conversation about Kim was that he felt because of her medical status that if
the government went after a woman in a wheelchair, they would look like a bunch of
jerks.
Id. at 36-37.
The First Draw PPP Loan Application was signed by Titus on April 6, 2020, Doc. [483-
1] at 6, and the loan was approved for $1,247,800. Doc. [433] at 63. Ms. Forsythe testified that
the loan amount was based on the average monthly payroll amount listed in SOG’s First Draw
PPP Loan Application. Id. at 56. Carroll and Reed signed the note for the First Draw PPP Loan,
Docs. [433] at 67; [441-3] at 5, and the money was deposited into SOG’s bank account. Human
testified that Carroll, Reed, and Titus “were tickled” when they received the PPP money. Doc.
[434] at 35. He explained that “it was almost like it was found money that they weren’t going to
have to repay.” Id. LouAnn Reed testified that Carroll said the PPP money “was free money
from the government, that you didn’t have to pay it back, and the best part was we didn’t even
need it.” Doc. [433] at 241.
FBI Forensic Accountant Emily Scott testified that following the deposit of the First
Draw PPP Loan, Carroll spent hundreds of thousands of dollars on trucks and land to start a new
business called Whiskey Dix. Doc. [434] at 73-78. Brandon Sinclair, a former Whiskey Dix
employee, testified that Carroll told him the money to fund Whiskey Dix came from “a PPP

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loan.” Id. at 116-17. Ms. Forsythe confirmed that such purchases did not qualify as eligible
expenses under the PPP. See Doc. [433] at 94 (Ms. Forsythe confirming that “buying a bunch of
assets for a totally unrelated business” was not an eligible expense). According to Scott, Carroll
made these purchases at a time when “dozens of [SOG] employees [were] not receiv[ing] a
paycheck.” Doc. [434] at 78. She elaborated:
Q. Ms. Scott, how many names were on the list that Square One Group gave the bank in
support of its application for a loan to protect paychecks?
A. 97.
Q. In May of 2020 after they got the PPP loan, did Square One Group come close to
paying 97 people?
A. No, they did not.
Q. How about in June?
A. No, they did not.
Q. How about in July?
A. No, they did not.
Q. Were there dozens of employees in all of those months who did not get a paycheck
from Square One Group?
A. Yes.
Id. at 104. Scott’s testimony was corroborated by multiple former SOG employees who testified
that they were sent home without pay for weeks and sometimes months. See Docs. [433] at 43
(Blake Wallace testifying that he went without pay for “a few months”); 115 (William Harris
testifying that he was furloughed and “on unemployment” for “six, seven weeks”); 123 (Heather
Williams testifying that the only money she received came from unemployment and she
eventually returned to work the first week of June); [434] at 60-61 (Jay Borders testifying that he
was “laid off” and returned to work “two weeks after the first week of June”). Former Sales
Director of SOG, Nick Chappell, testified about a message he sent his sales team in early April.
The message stated:
I was just informed that during the remainder of the Coronavirus outbreak issue the
company is downsizing from 8 teams to 3 and our[s] was one of the downsized. Once we
are cleared to go back to work we’ll be back on the road doing what we do. Feel free to
file for unemployment. Everyone stay safe and once I know when we’re scheduled to be
back I’ll let you know . . . .
Doc. [441-11] at 2. According to Chappell, Carroll was the one who told him about downsizing
and provided the instructions related to filing for unemployment. Doc. [434] at 66-67. Chappell
testified that he was laid off by SOG around the same time as this message and did not return to
work for “approximately three months.” Id. at 67.

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The Government also presented evidence that some SOG employees went without health
insurance while Carroll spent money on trucks and land for his new business. Despite promising
his employees that he was going to “pay 100% of everybody’s health insurance until this
coronavirus thing is over,” Doc. [441-10] at 1, Carroll authorized the termination of 17
employees’ health insurance benefits just a few days before receiving the First Draw PPP Loan.
Doc. [441-9]. Blake Wallace testified that he went without pay for a few months, during which
time his health insurance was “not valid.” Doc. [433] at 43. Nick Chappell was also sent home
for months, during which time he did not have health insurance. Doc. [434] at 67-68.
On November 24, 2020, SOG sought to have the First Draw PPP Loan ($1,247,800)
completely forgiven. Docs. [441-4]; [433] at 68. Ms. Forsythe testified that “loan forgiveness
was a part of the [PPP] whereby if [the company] followed the rules of the program, utilized the
funds for employment of their associates and proper rent payments and things of that sort, the
SBA would forgive the loans, which means they did not have to pay it back.” Doc. [433] at 54.
She further testified that if the business did not use the loan to retain its workers and maintain
payroll, the loan was not eligible for forgiveness. Id. at 55. The Government introduced a text
exchange between Blake Wallace and Carroll demonstrating that Carroll knew about these
limitations. See Docs. [441-1] at 3 (Carroll responded, “Yes,” to Blake Wallace’s text message
stating, “I feel ya are you going to apply for the grant for business? Seems like it might be
alright they say you don’t have to repay it if your [sic] paying your employees during this
time.”). In the Forgiveness Application, companies were asked to check a box if they had “not
reduced the number of employees or the average paid hours of your employees between January
1, 2020 and the end of the Covered Period [October 15, 2020].” Docs. [441-4] at 3; [433] at 68.
SOG checked that box. Id. Ms. Forsythe confirmed that if Enterprise Bank had known that this
representation was false, that would have influenced the bank’s decision to approve forgiveness.
Doc. [433] at 69.
SOG then applied for another PPP loan, this time in the amount of $1,633,830. Doc.
[433] at 69-70. As part of the Second Draw PPP Loan Application, SOG certified that “the
applicant received a First Draw Paycheck Protection Program Loan and, before the Second Draw
Paycheck Protection Program Loan is disbursed, will have used the full loan amount (including
any increase) of the First Draw Paycheck Protection Program Loan only for eligible expenses.”
Docs. [433] at 70; [441-5] at 2. SOG also certified that “[t]he funds will be used to retain

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workers and maintain payroll.” Doc. [433] at 71; [441-5] at 2. Relying on these certifications,
Enterprise Bank issued the loan for $1,633,830. Doc. [433] at 71. And as with the First Draw
PPP Loan, Reed and Carroll signed the note on the loan. Docs. [433] at 72; [441-6] at 6.
Scott testified that following the deposit of the Second Draw PPP Loan, Carroll took two
separate owner draws, one in the amount of $160,000, and the other in the amount of $250,000.
Docs. [434] at 79-80; [441-2] at 4-5. Reed also took a $250,000 owner draw. Docs. [434] at 79-
80; [441-2] at 6. Scott confirmed that the owner draws would not have cleared without the
deposit of the Second Draw PPP Loan. Doc. [434] at 80. Ms. Forsythe confirmed that the owner
draws were not eligible expenses, and that Enterprise Bank would not have issued the loan had
they known that Carroll and Reed would take out more than $660,000 in owner draws using the
Second Draw PPP Loan funds. Doc. [433] at 72, 95.
The Government also introduced evidence relating to Defendants’ alleged tampering with
a Clean Air Act monitoring device. Three former employees of Carroll—Bruce Aden, Greg
Hubbell, and Chip Forester—all testified that trucks had been “deleted” at Whiskey Dix. See
Doc. [434] at 156, 164, 178. Expert witness Brent Ruminski explained that “[d]eleting a truck
refers to the removal of the emission controls . . . and it also includes modifying the software on
the ECM (Engine Control Module).” Id. at 136; see also 174 (Special Agent Kenny Jamison
confirming that deletion means “you are changing the on-board diagnostic system of the truck so
that it won’t detect the removal of the emissions control equipment”). Ruminski testified that the
Onboard Diagnostic System (OBD) is part of the ECM: “[t]he ECM itself is the hardware, but it
contains software that includes the OBD.” 1 Id. at 145. He explained that when the OBD detects
that emissions controls aren’t functioning, it can send the truck into limp mode, which “reduces
[the] power and speed available to the driver.” Id. at 140. Ruminski testified that you can
prevent an OBD from sending a deleted truck into limp mode by “installing a tune onto the
control system, or ECM . . . [which] allow[s] basically the OBD system to be modified in a way
that it will no longer look for those malfunctions.” Id. at 140-41.
Special Agent Kenny Jamison was called to testify about his investigation into Carroll
and Whiskey Dix. SA Jamison confirmed that he found “multiple instances of thousands of
dollars being paid by Defendant Carroll to Texas Truck Tuning for deletion services.” Id. at 175.

1
The Government also produced a diagram showing that the OBD was a component of the ECM. Doc.
[441-14] at 4.

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He also confirmed that the trucks described in the superseding indictment were required to have
a functioning OBD, but service records from Whiskey Dix showed that the diagnostic systems
had been tampered with by Whiskey Dix. Id.
Following a five-day trial, Defendants were convicted on all counts. See Doc. [412].
Defendants now move for a mistrial claiming that evidence of Carroll’s prior conviction should
not have been admitted. Doc [426] at 1. Defendants also move for acquittal on all counts except
Counts 35 and 36, claiming that the “evidence is completely lacking to submit a guilty verdict
‘beyond a reasonable doubt.’” Doc. [427] at 1.
LEGAL STANDARD
Federal Rule of Criminal Procedure 33 provides that “[u]pon the defendant’s motion, the
court may vacate any judgment and grant a new trial if the interest of justice so requires.” “Rule
33 relief is strong medicine that should be dispensed sparingly.” United States v. Hansen, 111
F.4th 863, 869 (8th Cir. 2024) (citing United States v. Harriman, 970 F.3d 1048, 1058 (8th Cir.
2020)). “In evaluating a motion for Rule 33 relief, the ‘court may weigh the evidence, disbelieve
witnesses, and grant a new trial’ when the ‘evidence weighs so heavily against the verdict that a
miscarriage of justice may have occurred.’” Id. (quoting Harriman, 970 F.3d at 1058). But
“[u]nless the district court ultimately determines that a miscarriage of justice will occur, the
jury’s verdict must be allowed to stand.” United States v. Campos, 306 F.3d 577, 579 (8th Cir.
2002); see also United States v. Fetters, 698 F.3d 653, 656 (8th Cir. 2012) (“Motions for new
trials are generally disfavored and will be granted only where a serious miscarriage of justice
may have occurred.” (quoting United States v. Rice, 449 F.3d 887, 893 (8th Cir. 2006))). “With
respect to allegations of trial error, the court should ‘balance the alleged errors against the record
as a whole and evaluate the fairness of the trial’ to determine whether a new trial is appropriate.”
United States v. Davis, 2024 WL 3924605, *2 (E.D. Mo. Aug. 23, 2024) (quoting United States
v. McBride, 862 F.2d 1316, 1319 (8th Cir. 1988)).
Federal Rule of Criminal Procedure 29 governs post-trial motions for judgment of
acquittal. See Fed. R. Crim. P. 29(c)(2) (“If the jury has returned a guilty verdict, the court may
set aside the verdict and enter an acquittal.”). Such motions “put[ ] in issue the sufficiency of the
evidence to sustain the verdict.” United States v. Lincoln, 630 F.2d 1313, 1316 (8th Cir. 1980).
It is the duty of the Court to view the “evidence in the light most favorable to the government,
resolving conflicts in the government’s favor, and accepting all reasonable inferences that

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support the verdict.” United States v. Garcia, 646 F.3d 1061, 1066 (8th Cir. 2011) (citation and
internal quotations omitted). “The standard for determining whether evidence is insufficient is
very strict, requiring acquittal only where there is ‘no interpretation of the evidence that would
allow a reasonable jury to find the defendant guilty beyond a reasonable doubt.’” United States
v. Munoz, 2012 WL 3031143, at *1 (D. Minn. July 25, 2012) (quoting United States v. Gomez,
165 F.3d 650, 654 (8th Cir.1999)).
DISCUSSION
I. Defendants are not entitled to a mistrial or new trial.
Defendants submit that a mistrial should be declared, or at a minimum, a new trial
granted, claiming that “the highly unfair and prejudicial evidence that Mr. Carroll had a prior
conviction should have never been admitted into evidence.” Doc [426] at 1. Prior to trial,
Defendants had argued that Carroll’s parole status was not relevant because under the definition
provided in the First Draw PPP Loan Application, the owner of SOG was Farmington
Allegiance, not Carroll. Doc. [304] at 2.
In ruling on Defendants’ initial motion, the Court first noted that the First Draw PPP
Loan Application was not a model of clarity. Doc. [386] at 5. A reasonable person trying to
truthfully fill the form out on behalf of SOG might have reached one of two conclusions:
(1) that it sought information about the owner(s) of 20% or more the SOG, whether
human beings or entities, in which case they would have entered Farmington
Allegiance in the Applicant Ownership box; or
(2) that it sought information about individuals who own the equity of the Applicant,
whether or not their ownership is mediated through corporate entities, in which case
the reasonable individual would have entered Carroll and Reed into the Applicant
Ownership box.
Id. at 6-7. Either way, one might have checked “Yes” for Question 5, because it plainly asked
for information about individual owners of equity, not corporate entities, and the only individuals
who own equity in the company within the meaning of the form were Carroll and Reed. Id. at 7.
But one might have interpreted the language “any individual” to contemplate the possibility that
no such individual existed. Id. And so, filling it out with a “No,” on the assumption that the
only owner of equity in the company was Farmington Allegiance, would also have been
reasonable. Id.
Because one of the possible answers would have put Carroll’s name in the Applicant
Ownership Box and suggested a “Yes” to Question 5, the Court held that the Government was

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free to argue and present evidence that Carroll caused Kimberly Carroll and LouAnn Reed to be
listed in the Applicant Ownership Box to avoid having to disclose his parole status. Id. at 5. The
Court emphasized that the Government had not charged Carroll with making a false statement on
Question 5. Id. at 9. The allegation was that Carroll’s answer to Question 5 was part of a
scheme to defraud. Id. And whether a person engaged in a scheme to defraud is a broader
question than whether a discrete statement is true or false. Id.; see United States v. Steffen, 687
F.3d 1104, 1113 (8th Cir. 2012) (“[The Eighth Circuit has] previously characterized a scheme to
defraud as ‘a departure from fundamental honesty, moral uprightness, or fair play and candid
dealings in the general life of the community.’” (quoting United States v. Britton, 9 F.3d 708,
709 (8th Cir. 1993))). The Court concluded that the Government could try to convince the jury
that Carroll was trying to conceal his connection to SOG by filling out the form the way he did,
and Defendants could try to show that Carroll filled out the form based on an honest belief that
the form was not asking for information about him because he was not the owner of SOG. Doc.
[386] at 9-10. And because Carroll’s intent was at issue, the Court also held that the
Government could introduce evidence that Carroll was on parole for a felony. Id. at 10. The
Court reasoned that Carroll’s parole status was highly probative of why Carroll might have put
someone else’s name on the First Draw PPP Loan Application. Id.
Defendants now claim that there was “no justification for disclosure of [Carroll’s] prior
conviction,” because there was “unrefuted evidence that under the definition of owner provided
by the First Draw Application Chris Carroll was not an owner of Square One Group LLC.” Doc.
[426] at 1, 3. According to Defendants, the words in the First Draw PPP Loan Application “gave
a singular definition of who was an owner—members of the LLC.” Id. at 2. And Enterprise
Bank employee Ms. Forsythe testified that the company had a right to rely on the definition
supplied on the form. Doc. [433] at 74. Because the Government never introduced a
“competing definition or interpretation to refute the straightforward definition that the jury was
told that the company had the right to rely,” Doc. [426] at 2, Defendants assert that the literally
and factually correct answer that none of SOG’s owners were on parole cannot form the basis for
a fraud charge. Id. at 2. As such, Defendants maintain that the “highly unfair and prejudicial
evidence that Mr. Carroll had a prior conviction should have never been admitted into evidence.”
Id. at 1.

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The Court rejects Defendants’ arguments for the same reasons as stated in its prior ruling.
Proof of an affirmative misrepresentation is not required to sustain a conviction under 18 U.S.C.
§ 1344(1). “[F]raud includes acts taken to conceal, create a false impression, mislead, or
otherwise deceive in order to prevent the other party from acquiring material information.”
United States v. Steffen, 687 F.3d 1104, 1113. Thus, the Government was permitted, but not
required, to introduce a competing definition or interpretation of who was an owner. Because
even without a competing definition or interpretation, the jury could have reasonably concluded
that Carroll took acts to conceal his parole status with the intent of deceiving the lender. As the
Court stated in it prior ruling, it was up to the jury to resolve the disputed facts about what
Carroll understood the form to mean, whether he caused it to be filled out the way that it was,
and if so, why. And Carroll’s parole status was highly probative of why he might have filled the
form out in the way he did. Moreover, the Court provided the jury with a good faith instruction
that adequately informed the jury that a conviction could not stand if Carroll truly believed he
filled the form out correctly. See Doc. [408] at 17; see also United States v. Mann, 2000 WL
1597824, at *4-5 (6th Cir. 2000) (unpublished table decision) (upholding district court’s refusal
to give a “literal truth” instruction in a 18 U.S.C. § 1344 prosecution because “there is no
‘literally true’ defense to § 1344(1) prosecutions” and “the good faith instruction that the court
gave adequately informed the jury that [the defendant] would lack the necessary scienter for the
offense if he truly believed that the statements he made on the Borrower’s Certificates were
true”). Thus, while a prior conviction is always prejudicial, the probative value of Carroll’s prior
conviction outweighed any prejudicial effect. See Fed. R. Evid. 403.
Moreover, even if the Court erred in admitting evidence of Carroll’s conviction,
Defendants could not obtain a new trial on that ground because “[a]n allegedly erroneous
evidentiary ruling does not warrant a new trial ‘unless the evidence was so prejudicial that a new
trial would likely produce a different result.’” Harrison v. Purdy Bros. Trucking Co., 312 F.3d
346, 351 (8th Cir. 2002) (quoting Bevan v. Honeywell, Inc., 118 F.3d 603, 612 (8th Cir. 1997)).
As described in greater detail in the next section, Carroll’s concealment of his parole status was
not the only basis for the bank fraud charges. And given the strength of the Government’s
evidence on all the counts, the Court finds that a new trial would not likely produce a different
result.

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II. Defendants are not entitled to acquittal on any of the counts.
Defendants move for acquittal on all counts except Counts 35 and 36. Count 1 includes
the submission of the note signed by Carroll for the First Draw PPP Loan; Count 2 includes the
submission of the Forgiveness Application; Count 3 includes the submission of the note signed
by Carroll for the Second Draw PPP loan; Count 10 includes the false statement on the First
Draw PPP Loan Application that Kimberly Carroll and LouAnn Reed were the managers of
SOG; Count 11 includes the false statement on the Forgiveness Application that SOG had “not
reduced the number of employees or the average paid hours of [their] company’s employees
between January 1, 2020 and the end of the Covered Period”; and Count 12 includes the false
statements in the Second Draw PPP Loan Application that SOG had used the full amount of the
First Draw PPP loan (including any increase) of the First Draw Paycheck Protection Program
Loan for permitted expenses and that SOG would use the Second Draw PPP funds to retain
workers and maintain payroll. See Doc. [408]. Counts 14-18, 20-22, 24, 26-31, and 33 allege
Clean Air Act violations. See id.
A. The evidence presented at trial was sufficient for the jury to find that Defendant
Carroll knew that the offense was being committed or going to be committed in
Counts 1-3 and 10-12.
For Counts 1-3 and 10-12, the jury was instructed that Carroll “may be found guilty of
each of the crimes charged . . . even if [Carroll] personally did not do every act constituting the
offense charged, if [Carroll] aided and abetted the commission of the crime.” Doc. [408] at 8.
The jury was further instructed that, in order to have aided and abetted the commission of the
crimes charged, Carroll must, either before or at the time the crime was committed:
(1) have known that the offense was being committed or going to be committed;
(2) have had enough advance knowledge of the extent and character of the offense that
the defendant was able to make the relevant choice to walk away from the offense before
all elements of that offense were complete;
(3) have knowingly acted in some way for the purpose of causing or aiding the
commission of the offense; and
(4) (a) for Counts 1 through 3 (bank fraud), have intended to defraud; or
(b) for Counts 10 through 12 (false statement to a financial institution), have
known the statements were false . . . .
Id.

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Carroll argues that the Government failed to prove the first element: knowledge that the
offense was being committed or going to be committed. Doc. [427] at 2. He asserts that
“[d]efinitively missing from this trial was any testimony from anyone who participated in
preparing or submitting the two loan applications” or “any evidence that Chris Carroll ever saw
either of the two loan applications or the Forgiveness [A]pplication.” Id. at 2-3. Contrary to
Defendants’ argument, the evidence presented at trial was sufficient for the jury to reasonably
conclude that Carroll knew about the representations in the First Draw PPP Loan Application,
the Forgiveness Application, and the Second Draw PPP Loan Application. See United States v.
Surratt, 172 F.3d 559, 565 (8th Cir. 1999) (“It is not necessary for the evidence before the jury to
rule out every reasonable hypothesis of innocence. It is enough that the entire body of evidence
be sufficient to convince the fact-finder beyond a reasonable doubt of the defendant’s guilt.”
(citing United States v. Noibi, 780 F.2d 1419, 1422 (8th Cir. 1986))).
The evidence at trial established that Carroll was significantly involved in the business
decisions of SOG. As a manager, Carroll had “full and complete authority, power, and
discretion to manage and control the business, affairs and properties of the Company,” Doc.
[441-7] at 2. In fact, Carroll considered himself the owner of SOG. Docs. [433] at 35, 38, 111;
[441-9]; [441-10]. And according to Daniel Human, “no decisions got made without [Carroll]
knowing about it or approving it,” Doc. [434] at 32. Because of his role in the company, Carroll
was required to sign the note for the First Draw PPP Loan and the Second Draw PPP Loan.
Docs. [433] at 65; [441-3] at 5; [441-6] at 6. As argued by the Government, the jury could have
reasonably inferred that a hands-on executive such as Carroll knew what information his
company communicated in the three applications to secure “nearly $3 million” from the federal
government. Doc. [437] at 3-4; see United States v. Gardner, 204 F. Supp. 3d 1057, 1063 (D.
Minn. 2016) (“The fact that [the defendant] was chairman of the board and a member of the
bank’s loan committee—and the fact that he was directly involved in approving the loan—is
strong circumstantial evidence that he read the credit presentation.”).
The jury could also have reasonably inferred that Carroll knew about the representations
in the First Draw PPP Loan Application based on Daniel Human’s testimony and the text
messages between Carroll, Titus, and Reed discussing the First Draw PPP Loan Application.
See Docs. [441-8]; [434] at 35 (Carroll responding, “[W]ell, why do you think I didn’t sign it”);
36-37 (“Well, the conversation about Kim was that he felt because of her medical status that if

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the government went after a woman in a wheelchair, they would look like a bunch of jerks.”).
That evidence, viewed in the light most favorable to the verdict and granting all reasonable
inferences in favor of the Government, established that Carroll intentionally concealed his name
on the First Draw PPP Loan Application to avoid disclosing his parole status.
The evidence at trial also established that Carroll knew that the First Draw PPP Loan
would be forgiven only if the funds were used to maintain payroll, and yet he chose to use the
loan proceeds to buy trucks and land for his new business while his employees went without pay
and health insurance. See Docs. [441-1] at 3 (Carroll responding “Yes,” to Blake Wallace’s text
stating, in part, “they say you don’t have to repay it if your [sic] paying your employees during
this time”); [434] at 78, 104 (Scott testifying that dozens of SOG employees did not receive a
paycheck); 116-17 (Sinclair testifying that Carroll told him some of the money to fund Whiskey
Dix came from “a PPP loan”); [433] at 43, 115 (former employees testifying they were sent
home without pay); [434] at 60-61, 67 (same); [441-9] (Carroll authorizing the termination of 17
employees’ health insurance); [433] at 43 (former employee testifying that he did not have health
insurance for months); [434] at 67-68 (same). Such actions, especially when coupled with
LouAnn Reed’s testimony that Carroll referred to the PPP money as “free money” that “we
didn’t even need,” Doc. [433] at 241, provided the jury with sufficient evidence to reasonably
conclude that Carroll knowingly participated in the bank fraud scheme as alleged in Counts 1
and 2, as well as making the false statement in the Forgiveness Application that SOG had not
reduced the number or the average paid hours of their employees as alleged in Count 11.
Finally, as it specifically relates to the representations in the Second Draw PPP Loan
Application, the jury heard Forensic Accountant Scott testify that following the deposit of the
Second Draw PPP Loan, Carroll and Reed took out owner draws that would not have cleared
without the deposit of the Second Draw PPP Loan. Doc. [434] at 79-80; see Doc. [441-2] at 4-6.
Given Carroll’s actions following the deposit of the Second Draw PPP Loan and evidence of
Carroll’s involvement with the First Draw PPP Loan Application and the Forgiveness
Application, the jury could have reasonably concluded that Carroll knowingly participated in the
bank fraud scheme and the making of a false statement as alleged in Counts 3 and 12.

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B. The evidence presented at trial was sufficient for the jury to find that Defendant
Carroll knowingly acted in some way for the purpose of causing or aiding the
commission of Counts 2 and 11.
Carroll next argues that the Government failed to present any evidence that he
knowingly acted in some way for the purpose of causing or aiding the commission of Counts 2
and 11. According to Carroll, “[a]t least as to both loan applications, the Government can point
to [ ] Carroll signing the loan note . . . , [b]ut for the Forgiveness Application, the Government
did not offer a scintilla of evidence that [ ] Carroll took any action whatsoever.” Doc. [427] at 4.
“[A] person is liable under [18 U.S.C.] § 2 for aiding and abetting a crime if (and only if) he (1)
takes an affirmative act in furtherance of that offense, (2) with the intent of facilitating the
offense’s commission.” Rosemond v. United States, 572 U.S. 65, 71 (2014); see United States v.
Mitchell, 388 F.3d 1139, 1143–44 (8th Cir. 2004) (“There are three essential elements of aiding
and abetting: (1) the defendant associated h[im]self with the unlawful venture; (2) the defendant
participated in it as something []he wished to bring about; and (3) the defendant sought by h[is]
actions to make it succeed.”).
Because the PPP counts are interconnected, in deciding whether there was sufficient
evidence for the jury to find that Carroll knowingly acted in some way for the purpose of causing
or aiding the commission of Counts 2 and 11, the Court must consider all the evidence related to
all the PPP counts. As already outlined above, viewed in the light most favorable to the verdict
and granting all reasonable inferences in favor of the Government, that evidence established that
Carroll was a hands-on executive who intentionally concealed his name on the First Draw PPP
Loan Application to avoid disclosing his parole status. It also established that, despite the
representation in the First Draw PPP Loan Application that the PPP funds would be used to
“retain workers and maintain payroll,” Carroll let his employees go without paychecks and
health insurance while he used the PPP funds to start a new business. SOG was then absolved of
repaying the First Draw PPP Loan based on misrepresentations in the Forgiveness Application
that SOG had used the First Draw PPP Loan on costs eligible for forgiveness and that SOG had
not reduced the number or average paid hours of their employees. SOG then received an
additional $1.6 million in PPP funds based on the representations in the Second Draw PPP Loan
Application that SOG had used the First Draw PPP Loan on permitted expenses and that it would
use the Second Draw PPP funds to retain workers and maintain payroll. Finally, the Government

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put on evidence that Carroll and Reed used the Second Draw PPP proceeds to fund $660,000 in
owner draws—owner draws that would not have cleared but for the PPP loan.
Under an aiding and abetting theory, the Government needed to prove only that Carroll
“associated himself with the unlawful venture, participated in it as something he wished to bring
about, and by his action sought to make the activity succeed.” United States v. Clark, 980 F.2d
1143, 1146 (8th Cir. 1992). The evidence recounted above established Carroll’s participation in
an overarching scheme to obtain “free money” from the federal government. The Government’s
showing was more than sufficient for a reasonable jury to convict Carroll of aiding and abetting
bank fraud and the making of a false statement as alleged in Counts 2 and 11.
C. The evidence presented at trial was sufficient for the jury to find that the
statement in the Forgiveness Application was false.
Carroll also argues that the Government failed to prove that the statement in the
Forgiveness Application was false. He asserts that Count 11 in the superseding indictment
alleged, in part, that Carroll “knowingly made a false statement . . . that Square One Group had
‘not reduced the number of employees or the average paid hours of [their] employees between
January 1, 2020 and the end of the Covered Period,’ despite the fact that, as Defendant Chris
Carroll and George Reed knew, Square One Group had furloughed employees without
compensation and reduced the number of employees during the covered period of the loan.”
Doc. [162] ¶ 90 (emphasis added). Carroll explains that the phrase “during the covered period of
the loan” has a specific definition in the Forgiveness Application; that is, the period between
May 1, 2020, to October 15, 2020. See Doc. [441-4]. The Government repeated this definition
in the superseding indictment. See Doc. [162] ¶ 45 (“During the covered period of the First
Draw PPP loan, which was from May 1, 2020 until October 15, 2020 . . . .”). Carroll argues that
while the Government can point to “plenty of evidence that before May there was downsizing,
the Government can point to no evidence that any employee was laid off during ‘the covered
period.’” Doc. [438] at 6.
While Carroll’s objection relies on language from the superseding indictment, the
Court—with no objection from Carroll and consistent with the false statement alleged in the

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superseding indictment 2—instructed the jury that it must find, inter alia, that Carroll “knowingly
aided and abetted the making of a false statement; that is, that Square One Group had not
reduced the number of employees or the average paid hours of its employees between January 1,
2020, and October 15, 2020, to Enterprise Bank and Trust.” Doc. [408] at 15 (emphasis added).
And the evidence presented at trial was more than sufficient for the jury to find that (1) the
statement was false and (2) Carroll knew that the statement was false. See Docs. [434] at 78-78,
104 (Scott testifying that dozens of SOG employees did not receive a paycheck); [433] at 43, 115
(former employees testifying they were sent home without pay); [434] at 60-61, 67 (same); [434]
at 64-67 (Chappell testifying that Carroll was the one who told him about the downsizing and
provided the instructions related to filing for unemployment). 3
D. The evidence presented at trial was sufficient for the jury to find that the
statement in the Second Draw PPP Loan was false.
Carroll also argues that the Government failed to prove that the statement in the Second
Draw PPP Loan, as alleged in Count 12, was false. The Government alleged that the Second
Draw PPP Loan Application included the false statement that SOG had used the full amount of
the First Draw PPP loan (including any increase) of the First Draw Paycheck Protection Program
Loan for permitted expenses and that it would use the Second Draw PPP funds to retain workers
and maintain payroll. Doc. [162] ¶ 92.
Carroll first claims that Scott made several admissions on cross-examination that
“completely negate any theory that after obtaining the first draw the company did not ‘retain
workers and maintain payroll.’” Doc. [438] at 7. Such admissions included that the number of
SOG employees increased from May to June and June to July, Doc. [434] at 94, and that when
calculating how many employees did not receive a paycheck, she did not consider whether the
employee had quit or if the employee even wanted to come back to work, Doc. [434] at 94-95

2
The superseding indictment also states: “In Square One Group’s First Draw PPP loan forgiveness
application, George Reed and Defendant Chris Carroll falsely indicated that Square One Group had ‘not
reduced the number of employees or the average paid hours of [their] employees between January 1, 2020
and the end of the Covered Period,’ despite the fact that, as Defendant Chris Carroll and George Reed
knew, Square One Group had furloughed its sales force and suspended their compensation for a period of
more than two months.” Doc. [162] ¶ 65 (emphasis added).
3
Carroll briefly argues that because SOG qualified for forgiveness under the alternative calculation
methodologies, the false statement that SOG had not reduced the number of employees or the average
paid hours of its employees was immaterial. Contrary to Carroll’s assertion, Ms. Forsythe confirmed that
had Enterprise Bank known that this statement was false, it would have influenced the bank’s decision to
advance forgiveness. Doc. [433] at 69.

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(Scott: “I compared the information that they provided to the bank for the payroll number that
they used on the first draw application . . . and then I looked to see if those individuals did in fact
receive paychecks during this time period and counted whether they did or did not.”).
In considering a motion for judgment of acquittal, the Court “must neither assess the
witnesses’ credibility nor weigh the evidence.” United States v. Johnson, 474 F.3d 1044, 1048
(8th Cir. 2007). It was up to the jury to decide how much weight to give Scott’s testimony.
Viewing the evidence in the light most favorable to the verdict and granting all reasonable
inferences in favor of the Government, the Government established that Carroll spent hundreds
of thousands of dollars on trucks and land to start a new business while dozens of his employees
went without pay. Docs. [434] at 73-78, 104 (Scott testifying that dozens of SOG employees did
not receive a paycheck); [433] at 43, 115 (former employees testifying they were sent home
without pay); [434] at 60-61, 67 (same). Thus, the jury could have reasonably concluded that
SOG had not in fact used the First Draw PPP Loan on permitted expenses.
Carroll also claims that there was no evidence that SOG reduced its workforce and
payroll after receiving the Second Draw PPP Loan Application. Doc. [438] at 7. But the jury
heard from Scott that shortly after receiving the Second Draw PPP Loan proceeds, Carroll and
Reed took out $660,000 in owner draws—owner draws that would not have cleared but for the
PPP loan. Docs. [434] at 79-80; [441-2] at 4-6. Based on Scott’s testimony, the Government
produced sufficient evidence for the jury to reasonably conclude that the Second Draw PPP
funds were not used to “retain workers and maintain payroll.”
E. The evidence presented at trial was sufficient for the jury to find that
Defendants tampered with the Onboard Diagnostic Device.
Jury Instruction 19 lists the elements of the Clean Air Act violations as charged in Counts
14-18, 20-22, 24, 26-31, and 33.
One, the defendant you are considering knowingly aided and abetted the tampering with
or rendering inaccurate of a monitoring device;
Two, the monitoring device was required to be maintained under the Clean Air Act.
A vehicle’s Onboard Diagnostic System is a monitoring device required by the Clean Air
Act.
Doc. [408] at 25.
Defendants maintain that the evidence at trial established that the ECM, not the OBD,
was manipulated. First, Defendants point to the receipt from Texas Truck Tuning showing that

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the company billed Whiskey Dix for “Service ECM Calibration (deleted).” Docs. [441-13];
[434] at 172-75. Second, Defendants point to the testimony of the three former employees who
each mentioned manipulating the ECM, but never mentioned OBDs. See Doc. [434] at 114, 117
(“You have to . . . tune the ECM to delete the vehicle” by “hooking a computer to [the ECM] and
manipulating the files inside the ECM.”); 166 (“[For the truck to run right after you delete it,]
[y]ou have to go in and reprogram the whole ECM on the unit.”); 180 (confirming that
“[s]omebody would need to reprogram the ECM”). Finally, Defendants points to Ruminski’s
testimony where he confirmed that the sensors in the pollution control system report information
to the ECM, Doc. [434] at 146; that the tune file is installed on the ECM, id.; and that the tune
file tells the ECM how to operate, 147.
Defendants’ argument is unavailing. Ruminski clearly testified that the OBD is part of
the ECM, and that installing a tune on the ECM causes the OBD to no longer look for
malfunctions. See Doc. [434] at 134-41. The evidence Defendants point to does nothing to call
Ruminski’s testimony into question, and Ruminski’s testimony was sufficient to support the
jury’s verdict. As such, the Court denies Defendants’ motion for acquittal on the Clean Air Act
violations.
CONCLUSION
Because the probative value of Carroll’s prior conviction outweighed any prejudicial
effect, the Court denies Defendants’ motion for a new trial or mistrial on that basis. The Court
also denies Defendants’ motion for acquittal because there was sufficient evidence for the jury to
convict on all counts.
Accordingly,
IT IS HEREBY ORDERED that Defendants Motion for Mistrial or a New Trial, Doc.
[426], and Motion for Acquittal, Doc. [427], are DENIED.
Dated this 6th day of February, 2025.

SARAH E. PITLYK
UNITED STATES DISTRICT JUDGE

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