The AMMO, Inc. lawsuit landscape centers on a December 2025 Securities and Exchange Commission civil fraud case against three former executives, a parallel SEC administrative settlement with the company itself (now renamed Outdoor Holding Company), and a pending shareholder class action in Arizona federal court. A separate suit brought by GunBroker.com’s founder was settled in May 2025. All of it traces back to allegations that AMMO concealed the ongoing executive role of co-founder Christopher Larson, who had been court-ordered off the leadership of any public company, and misstated its financial results for several years.
What Triggered the Lawsuits
Christopher D. Larson co-founded AMMO with Fred Wagenhals in 2016. In June 2020, a federal court in Arizona entered a consent judgment barring Larson from serving as an officer or director of any public company for five years, part of the resolution of an earlier SEC stock-manipulation case. According to the SEC, Larson never actually left AMMO. He continued to function as a senior executive under a title akin to vice president of finance, and he led the negotiation of AMMO’s $240 million acquisition of GunBroker.com in 2021.1SEC.gov. SEC v. Wagenhals et al., Litigation Release No. 26446
The SEC alleges that CEO Fred Wagenhals and CFO Robert Wiley signed and certified filings that omitted Larson from the list of executive officers and stated that no officer had faced disciplinary action. When outside auditors asked about Larson, the two allegedly produced false information, including a fabricated separation agreement suggesting Larson had resigned in August 2020.2SEC.gov. SEC Complaint, SEC v. Wagenhals et al.
The SEC also alleges Larson used his hidden position for family and personal financial benefit. AMMO hired his brother’s company, Larson Building, Inc., to build a $25 million Wisconsin manufacturing facility with no competitive bids and no board approval, paying more than $1.4 million a quarter without disclosing the related-party relationship. Larson’s wife transferred 200,000 shares worth about $770,000 to an investor relations vendor, and the family was reimbursed through a shell entity called RW Cabo, LLC. Larson also negotiated an arrangement in which AMMO overpaid a payment processor so the processor could funnel $814,864 back to Larson’s consulting company.2SEC.gov. SEC Complaint, SEC v. Wagenhals et al.
Alongside the self-dealing, the SEC alleges the company misclassified roughly $6.8 million in investor relations costs across fiscal years 2021 and 2022, understated stock compensation expense by a combined $9.7 million across fiscal 2021 through 2023, and quietly changed its Adjusted EBITDA calculation in the second quarter of fiscal 2021 to report a positive figure of $976,521 while attributing the result to operational improvements.3SEC.gov. In the Matter of AMMO Inc. n/k/a Outdoor Holding Company, Release No. 33-11397
The SEC Civil Case Against Wagenhals, Wiley, and Larson
On December 15, 2025, the SEC filed SEC v. Frederick W. Wagenhals, Robert D. Wiley, and Christopher D. Larson (Case No. 2:25-cv-04696-SMB) in the U.S. District Court for the District of Arizona. All three are charged with violating federal antifraud provisions under Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act. Wagenhals and Wiley face additional charges for falsifying books and records, lying to auditors, filing false certifications, and failing to reimburse compensation after the accounting restatement, as required under the Sarbanes-Oxley Act.1SEC.gov. SEC v. Wagenhals et al., Litigation Release No. 26446
The agency is seeking permanent injunctions, civil penalties, and officer-and-director bars against all three defendants, disgorgement from Larson, and reimbursement of executive compensation from Wagenhals and Wiley.2SEC.gov. SEC Complaint, SEC v. Wagenhals et al.
Wagenhals, 84, co-founded AMMO and served as chairman and CEO from 2016 until moving to executive chairman in July 2023. He left the board in April 2025. Wiley, 34, was hired as controller in 2018 at age 27 with no prior corporate-officer experience and was promoted to CFO in January 2019. The board requested his resignation on September 20, 2024.2SEC.gov. SEC Complaint, SEC v. Wagenhals et al.
As of June 2026, all three defendants have moved to dismiss the complaint. The SEC filed a consolidated opposition in April 2026, and the defendants filed reply briefs in May 2026. The case, assigned to Judge Susan M. Brnovich, is awaiting a ruling on those motions. No answers have been filed and discovery has not begun.4CourtListener. SEC v. Wagenhals, Docket No. 2:25-cv-04696
The SEC Settlement With the Company
On the same day it sued the three individuals, the SEC issued an administrative order against AMMO, Inc. (now Outdoor Holding Company). The order found the company had violated multiple provisions of the Securities Act and Exchange Act by failing to disclose Larson’s role and the related-party transactions, misstating its financials, and maintaining inadequate internal controls. The company agreed to a cease-and-desist order without admitting or denying the findings.3SEC.gov. In the Matter of AMMO Inc. n/k/a Outdoor Holding Company, Release No. 33-11397
No civil penalty was imposed. The SEC credited the company’s remediation, including replacing senior leadership, restating results for fiscal years 2022 through 2024, retaining Sarbanes-Oxley compliance advisors, forming a disclosure committee, and adding two independent directors. As part of the settlement, the company must hire an outside compliance consultant, implement all of the consultant’s recommendations within two years, and certify compliance to the SEC.5Yahoo Finance. Outdoor Holding Company Announces Settlement With SEC
The Shareholder Class Action
A separate securities class action is pending in the U.S. District Court for the District of Arizona on behalf of investors who purchased AMMO stock between August 19, 2020 and September 24, 2024. The complaint alleges the company made materially false and misleading statements during that period by concealing internal-control deficiencies, Larson’s undisclosed role, the related-party transactions, the improper capitalization of investor relations costs, and the undervaluation of stock compensation awards. It invokes Sections 10(b) and 20(a) of the Securities Exchange Act.6BusinessWire. POWW Investors Have Opportunity to Lead AMMO Inc. Securities Fraud Lawsuit
An Arizona federal judge appointed Pomerantz LLP and Bronstein Gewirtz & Grossman LLC as co-lead counsel for the shareholder class, rejecting a competing motion for lead-plaintiff status.7Law360. 2 Firms Win Bid to Lead Ammunition Co. Investor Suit The case is before Judge Diane J. Humetewa.
The GunBroker.com Founder’s Suit, Now Settled
Steven Urvan, GunBroker.com’s founder and AMMO’s largest shareholder, sued AMMO and ten current and former executives in Delaware’s Court of Chancery in 2023, alleging he had been “duped” into selling the marketplace. AMMO counterclaimed alleging fraud by Urvan. A Chancery Court judge denied both sides’ motions to dismiss, finding it “reasonably conceivable” that either side could prevail.8Bloomberg Law. Dueling Fraud Claims Advance Over AMMO Inc.’s GunBroker.com Deal
The parties settled in May 2025. Jared Smith, who had succeeded Wagenhals as CEO in July 2023, resigned immediately, and Urvan was appointed CEO and chairman at a base salary of $1.00 for his first year. The company issued Urvan a $12 million unsecured promissory note and a second note for $39 million, along with warrants to purchase 7 million shares of common stock. Former directors agreed to a three-year standstill barring them from seeking board control, soliciting proxies, or bringing litigation against the company, and requiring them to vote their shares in line with board recommendations. All claims and counterclaims were dismissed with prejudice.9SEC.gov. Settlement Agreement, Urvan v. AMMO Inc. and AMMO v. Urvan
What the Company Looks Like Now
The entity being sued no longer sells its own name-brand ammunition. On January 21, 2025, AMMO agreed to sell its ammunition manufacturing assets, including its 185,000-square-foot Manitowoc, Wisconsin facility, to Olin Winchester, LLC for $75 million. The sale closed on April 22, 2025.10SEC.gov. AMMO Inc. Announces Sale of Ammunition Manufacturing Assets11Winchester. Olin Winchester Completes Acquisition of Small Caliber Ammunition Manufacturing Assets
After the divestiture and the Urvan settlement, the company rebranded as Outdoor Holding Company, doing business as “Outdoors Online,” with GunBroker.com as its sole operating business. It regained compliance with Nasdaq’s periodic-reporting requirements in May 2025 after filing its delayed and restated financials and continues trading on the Nasdaq under the tickers POWW and POWWP.12Outdoor Holding Company. Outdoor Holding Company Reports First Quarter Fiscal 2026 Financial Results