Contract analysis

1. My name is Rachel Fong. I am over the age of eighteen years and am competent to testify to the facts set forth in this declaration. I have personal knowledge of each of the matters stated herein and, if called as a witness, could and would competently testify thereto.

2. I currently serve as Vice President of Engineering at Lumos Analytics Inc. ("Lumos" or "Lumos AI"), a Delaware-incorporated, California-headquartered software-as-a-service company specializing in artificial-intelligence-driven financial analytics for institutional asset managers. Lumos's principal place of business is located at 4700 Orchard Parkway, Suite 300, San Jose, California 95134. In my capacity as Vice Pr

3. I have over eighteen years of professional experience in software engineering, machine-learning systems, and data-infrastructure design. Prior to joining Lumos, I held senior engineering leadership positions at two prominent enterprise software companies, where I led teams responsible for building large-scale data-processing and predictive-analytics platforms. At Lumos, I oversee the engineering organization, whic

4. I joined Lumos in April 2018, approximately one year after the company's founding, and have served continuously in roles of increasing responsibility since that time. Over the course of nearly five years with the company, I have developed deep and comprehensive familiarity with every aspect of Lumos's proprietary technology, including the specific trade secrets and proprietary materials at issue in this matter. Du

5. I make this declaration for the purpose of providing the Court with detailed technical information regarding the proprietary technology and trade secrets at issue in this matter, and to describe the findings of the internal IT security investigation conducted by the Lumos information-security team under my oversight, which identified the specific data-exfiltration events carried out by the individual Defendants in

6. Lumos Analytics Inc. was founded in approximately January 2017 by Priya Chandrasekaran and two co-founders with the mission of applying advanced machine-learning techniques to financial data to generate actionable, predictive analytics for institutional asset managers. Since its founding, Lumos has built and continuously refined its flagship software-as-a-service platform, branded "LumosEdge." The LumosEdge platfo

7. Lumos's competitive advantage in the marketplace rests fundamentally on its proprietary technology — specifically, its machine-learning model architectures, feature-engineering libraries, data-ingestion and transformation pipelines, curated training datasets, and confidential strategic product plans. This technology has been developed over the course of approximately six years at enormous expense. The cumulative i

8. Lumos maintains rigorous and multi-layered security protocols specifically designed to protect its proprietary technology and trade secrets from unauthorized access, use, and disclosure. These protocols include, but are not limited to: (a) role-based access controls ("RBAC") that restrict access to specific repositories, systems, and datasets based on an employee's job function and need-to-know; (b) mandatory mult

9. The PIIAA executed by each Lumos engineering employee contains several critical provisions designed to protect the company's intellectual property. Specifically, each PIIAA includes: (a) an assignment-of-inventions clause, under which the employee assigns to Lumos all right, title, and interest in any invention, improvement, development, discovery, or trade secret conceived or developed during the employee's tenur

10. In my capacity as Vice President of Engineering, I was personally and directly involved in overseeing the development and ongoing maintenance of each of the five categories of proprietary technology described in the following paragraphs. I am intimately familiar with the technical details, competitive significance, and protective measures associated with each category. Category 1: LumosEdge Ensemble ML Model Arch

11. The LumosEdge ensemble machine-learning model architecture is the core technological engine of the LumosEdge platform. This architecture consists of a proprietary neural-network topology that combines multiple distinct model types — including deep neural networks, gradient-boosted decision trees, and proprietary attention-based transformer variants — into an ensemble framework specifically designed and optimized

12. The LumosEdge ensemble model architecture was developed over a multi-year period, beginning in approximately mid-2018 and continuing through the present, by a core team of senior machine-learning engineers working under my supervision. Defendant Rajiv Anand was a central member of this core team. Anand served as Principal Engineer — ML Infrastructure at Lumos from March 2019 through September 30, 2022, and was on

13. The ensemble model architecture, including all topology definitions and hyperparameter configurations, is not disclosed publicly in any form. It is not described in any published papers, blog posts, patent applications, or marketing materials. The architecture is stored exclusively on access-restricted internal code repositories that require both role-based authorization and multi-factor authentication to access.

14. The loss of confidentiality in the LumosEdge ensemble model architecture would allow a competitor to replicate the core signal-generation capabilities of the LumosEdge platform without incurring the same development time and cost that Lumos invested. Such a competitor would be able to stand up a functionally equivalent predictive-analytics engine in a dramatically compressed timeframe, enabling it to enter Lumos'

15. Lumos has developed and maintains a proprietary set of feature-engineering libraries containing 2,847 individually engineered features specifically designed for financial signal generation. In machine learning, "features" are the specific, mathematically defined transformations applied to raw input data to create the structured inputs that are fed into predictive models. Lumos's 2,847 proprietary features transfo

16. The feature-engineering library is the product of years of extensive research, experimentation, and iterative testing. The process of developing effective features for financial signal generation is one of the most time-intensive and intellectually demanding aspects of building predictive ML models for financial applications. It requires deep domain expertise in both quantitative finance and machine learning, com

17. Defendant Derek Yun served as Machine Learning Engineer II at Lumos from January 2021 through October 21, 2022. In that role, Yun had direct access to the proprietary feature-engineering libraries as part of his daily work. Yun's responsibilities included implementing new features, testing feature performance, and integrating features into the model-training pipeline. Through this work, Yun gained intimate knowle

18. Access to the complete set of 2,847 proprietary features would provide a competitor with an enormous head start in developing a competing predictive-analytics platform. Rather than investing the years of research and experimentation necessary to identify and validate effective features, a competitor in possession of Lumos's feature library could immediately deploy those features in its own models, capturing the v

19. Lumos has developed a proprietary data-ingestion and transformation system known internally as "DataStream." DataStream is an extract, transform, and load ("ETL") pipeline consisting of a proprietary codebase and accompanying data-schema definitions that manage the end-to-end process of ingesting, cleaning, normalizing, enriching, and delivering data from 43 distinct alternative-data vendors into the LumosEdge pl

20. The DataStream pipeline was built and maintained by a specialized data-pipelines engineering team within the Lumos engineering organization. Defendant Serena Mallick served as Senior Software Engineer — Data Pipelines at Lumos from June 2020 through October 14, 2022. During her tenure, Mallick was the primary engineer responsible for building and maintaining the DataStream system. She designed and implemented man

21. The DataStream codebase includes proprietary logic for parsing, deduplicating, reconciling, and enriching data from each of the 43 vendor integrations. Each vendor integration represents significant engineering effort, as each vendor delivers data in its own format, with its own quirks, quality issues, delivery schedules, and API specifications. The DataStream codebase embodies proprietary knowledge about vendor-

22. The complete DataStream repository, including all source code, configuration files, data-schema definitions, test suites, and internal documentation, represents approximately 780 megabytes of data. This codebase is stored in a private, access-restricted Git repository hosted on Lumos's internal Aldermere Software instance. Access to the DataStream repository is limited to members of the data-pipelines team and se

23. Lumos maintains a proprietary training dataset of approximately 14.6 terabytes of curated and labeled historical financial and alternative data. This dataset was assembled over the entire course of Lumos's operations, beginning in 2017, and represents the cumulative output of years of data acquisition, curation, cleaning, labeling, and annotation by Lumos's data science team. The dataset includes historical marke

24. Critically, the training dataset includes not only raw data that has been licensed from third-party data providers under agreements that contain strict restrictions on redistribution and sublicensing, but also substantial quantities of proprietary labels, annotations, and derived data that were created by Lumos's data science team through extensive manual and semi-automated processes. These proprietary labels and

25. Defendants Anand and Yun each had access to portions of this training dataset through their respective work on the ML infrastructure and model-training pipelines. Anand, as Principal Engineer — ML Infrastructure, had broad access to the training-data infrastructure, including the systems used to store, version, and serve training data to model-training jobs. Yun, as Machine Learning Engineer II, had access to spe

26. In addition to its existing proprietary technology, Lumos maintains confidential product roadmap documents that detail the company's strategic product direction for the period 2023 through 2025. These documents include detailed specifications for the as-yet-unreleased "LumosEdge 3.0" product version, which represents the next major evolution of the LumosEdge platform. The roadmap document is a 37-page PDF that co

27. Access to the LumosEdge 3.0 product roadmap was strictly restricted to senior leadership — including the CEO, CTO, and VP of Engineering — and a small number of select senior engineers who were directly involved in the planning process and whose input was necessary to develop the technical specifications. Defendant Anand was one of the senior engineers who was granted access to the LumosEdge 3.0 roadmap by virtue

28. Disclosure of the LumosEdge 3.0 product roadmap to a competitor would provide direct and detailed insight into Lumos's strategic direction, planned technology investments, and go-to-market timelines. A competitor armed with this information could preempt Lumos's planned product launches by racing to develop and release competing features before Lumos brings LumosEdge 3.0 to market. Such preemption would undermine

29. Defendant Rajiv Anand, age 37, served as Principal Engineer — ML Infrastructure at Lumos from March 2019 through September 30, 2022 — a period of approximately three and a half years. Anand was one of the most senior individual contributors in the engineering organization and was a key architect of the LumosEdge signal-generation engine. By virtue of his seniority and his central role in the design and implementa

30. In connection with the commencement of his employment at Lumos in March 2019, Anand executed the company's standard PIIAA, including all of the restrictive covenant provisions described in Paragraph 9 above — specifically, the assignment-of-inventions clause, the three-year post-termination confidentiality and non-disclosure provision, the twelve-month non-solicitation-of-employees clause, the perpetual covenant

31. Anand resigned from Lumos on September 30, 2022, effective immediately, without providing the standard two-week notice period customary in the technology industry and expected by Lumos. He provided no explanation for his abrupt departure and did not disclose any plans regarding future employment or business ventures. Just three days later, on October 3, 2022, NovaSpark Technologies Inc. was incorporated in the St

32. Defendant Serena Mallick, age 34, served as Senior Software Engineer — Data Pipelines at Lumos from June 2020 through October 14, 2022 — a period of approximately two years and four months. As described in Paragraphs 19 through 22 above, Mallick was the primary engineer responsible for building and maintaining the proprietary DataStream ETL pipeline system. She had complete access to the entire DataStream codebas

33. In connection with the commencement of her employment at Lumos in June 2020, Mallick executed the company's standard PIIAA, including all of the restrictive covenant provisions described in Paragraph 9 above. A true and correct copy of Mallick's executed PIIAA is attached to the concurrently filed Declaration of Katherine Everett as Exhibit B.

34. Mallick resigned from Lumos on October 14, 2022. Based on information obtained during the course of this litigation, Mallick commenced employment at NovaSpark Technologies Inc. as Vice President of Engineering just three days later, on October 17, 2022. Mallick did not disclose her plans to join NovaSpark at the time of her resignation, nor did she return company materials or confirm in writing the deletion of Lu

35. Defendant Derek Yun, age 31, served as Machine Learning Engineer II at Lumos from January 2021 through October 21, 2022 — a period of approximately one year and ten months. As described in Paragraphs 15 through 18 and 25 above, Yun had direct access to Lumos's proprietary training datasets, model hyperparameters, and the feature-engineering libraries containing 2,847 engineered features. His daily work involved i

36. In connection with the commencement of his employment at Lumos in January 2021, Yun executed the company's standard PIIAA, including all of the restrictive covenant provisions described in Paragraph 9 above. A true and correct copy of Yun's executed PIIAA is attached to the concurrently filed Declaration of Katherine Everett as Exhibit C.

37. Yun resigned from Lumos on October 21, 2022, and based on information obtained during the course of this litigation, commenced employment at NovaSpark Technologies Inc. as a founding engineer just three days later, on October 24, 2022. Like Anand and Mallick, Yun did not disclose his plans to join NovaSpark at the time of his resignation, nor did he return company materials or confirm in writing the deletion of L

38. NovaSpark Technologies Inc. was incorporated in the State of Delaware on October 3, 2022 — precisely three days after Defendant Anand's resignation from Lumos — with Defendant Anand serving as Chief Executive Officer and co-founder. According to publicly available corporate filings and NovaSpark's own website, the company is headquartered at 88 Bluxome Street, Floor 4, San Francisco, California 94107. The timing

39. According to NovaSpark's website and publicly available marketing materials, NovaSpark purports to offer AI-driven alternative-data analytics for hedge funds and proprietary trading desks. This description of NovaSpark's business directly overlaps with Lumos's core offering and with the specific technology at issue in this case. NovaSpark is targeting the same category of institutional clients, offering the same

40. Based on publicly available information, NovaSpark received $12 million in seed funding from Blackpine Capital Partners LP, a venture capital firm whose Managing Partner is Franklin Osei. This seed round closed on approximately November 15, 2022 — only approximately six weeks after the incorporation of NovaSpark and only weeks after the departures of all three individual Defendants from Lumos. The speed with whic

41. On December 12, 2022, members of Lumos's IT security team, operating under my direct oversight, identified anomalous data-exfiltration activity during a routine review of the company's access and transfer logs. The anomalous activity dated to the final weeks of Defendants Anand's, Mallick's, and Yun's respective tenures at Lumos — specifically, the period from approximately September 26, 2022, through October 18,

42. The anomalous activity was identified through Lumos's comprehensive logging and monitoring infrastructure. As described in Paragraph 8 above, Lumos maintains extensive logging of all data-access events, file transfers, data exports, cloud-upload events, USB-device connections, and email forwarding of attachments. These logs are generated by an integrated suite of security tools, including a data-loss prevention (

43. The IT security investigation revealed that on September 26, 2022 — four days before his resignation from Lumos — Defendant Anand initiated a bulk file transfer from Lumos's internal Aldermere Software repositories to a personal Hollowell Health IT account. The transfer, which was logged by Lumos's DLP system, comprised approximately 3.2 gigabytes of files. Analysis of the DLP logs identified the transferred file

44. Additionally, on September 28, 2022 — two days before his resignation — Anand accessed the confidential "LumosEdge 3.0 Product Roadmap" document, a 37-page PDF stored in the restricted-access strategic planning folder within Lumos's internal document-management system. Lumos's email security gateway logs confirm that on the same date, Anand forwarded this 37-page PDF as an email attachment to his personal email a

45. Both of the foregoing transfers — the 3.2 GB transfer to personal Hollowell Health IT on September 26, 2022, and the email forwarding of the roadmap document on September 28, 2022 — were captured and logged by Lumos's data-loss prevention and email monitoring systems. Both transfers were to personal, non-Lumos accounts that Anand controlled, and neither transfer was authorized by Lumos management. I have confirme

46. Detailed analysis of the DLP logs for the 3.2 GB transfer to Westvale Technologies that the transferred files originated from directories within the ML infrastructure repository that contained the following categories of proprietary materials: (a) ensemble model architecture specifications, including the documents defining the structure and design of the LumosEdge ensemble framework; (b) neural-network topology d

47. On October 10, 2022 — four days before her resignation from Lumos — Defendant Mallick connected a personal external USB storage device to her Lumos-issued laptop computer and cloned the entire DataStream ETL pipeline repository to that device. The connection of the USB device and the subsequent file transfer were logged by Lumos's endpoint detection and response ("EDR") system, which recorded the USB device's ser

48. The cloned repository contained the complete DataStream codebase, including all source code, data-schema definitions, vendor-specific parsing and transformation logic for all 43 alternative-data vendor integrations, configuration files, test suites, and associated internal documentation. As described in Paragraphs 19 through 22 above, this codebase represents the entirety of Lumos's proprietary data-ingestion and

49. On October 18, 2022 — three days before his resignation from Lumos — Defendant Yun downloaded 47 proprietary Jupyter notebooks from Lumos's internal code repository to a personal Larkspur Technologies account. Jupyter notebooks are interactive computational documents commonly used in data science and machine learning that contain both executable code and explanatory text. The download was logged by Lumos's cloud

50. Analysis of the CASB logs and a review of the file names and directory paths of the 47 downloaded Jupyter notebooks confirmed that the notebooks contained feature-engineering code, including the mathematical formulations and software implementations for a significant portion of the 2,847 proprietary engineered features described in Paragraphs 15 through 18 above. In addition, the notebooks contained model-trainin

51. Yun's download of these 47 notebooks to a personal cloud storage account was logged by the CASB system with full timestamps, file identifiers, and destination account details. No legitimate business justification existed for downloading these notebooks to a personal Larkspur Technologies account. The transfer was unauthorized by Lumos management and was in direct violation of Lumos's information-security policies

52. In summary, the IT security investigation conducted under my oversight revealed a clear and troubling pattern: all three individual Defendants — Anand, Mallick, and Yun — exfiltrated Lumos proprietary materials to personal, non-Lumos accounts or storage devices in the days immediately preceding their respective resignations from the company. The exfiltration events occurred within a compressed timeframe — between

53. Based on my technical expertise and my intimate familiarity with the proprietary technology at issue, it is my professional opinion that the exfiltrated materials described above would enable NovaSpark Technologies Inc. to replicate core components of the LumosEdge platform in a fraction of the time and at a fraction of the cost that Lumos invested in developing those components. Specifically, I estimate that acc

54. As described in Paragraph 39, NovaSpark's stated business — AI-driven alternative-data analytics for hedge funds and proprietary trading desks — directly competes with Lumos's core market. NovaSpark is targeting the same types of institutional clients, offering the same category of predictive-analytics services, and leveraging the same types of alternative data that are at the heart of the LumosEdge platform. The

55. Once trade secrets are disclosed to or used by a competitor, the resulting damage cannot be undone. The confidential nature of the information is permanently and irreversibly compromised. Even if the trade secrets are subsequently enjoined from further use, the knowledge gained from reviewing and analyzing the misappropriated materials cannot be "unlearned" by the individuals who have been exposed to them. Moneta

56. The competitive harm to Lumos is further compounded by the fact that the exfiltrated materials include not only existing technology but also the confidential LumosEdge 3.0 product roadmap. Possession of this 37-page strategic document gives NovaSpark advance knowledge of Lumos's unreleased product plans, including planned features, technical specifications, competitive positioning, and go-to-market timelines for

57. Absent immediate injunctive relief from this Court, Lumos faces ongoing and escalating irreparable harm. Each day that passes without a restraining order is a day during which NovaSpark and the individual Defendants may continue to possess, review, analyze, and use the misappropriated materials to develop competing products, refine their technology, and solicit Lumos's existing and prospective customers. The risk

58. Based on the foregoing, Lumos Analytics Inc. respectfully requests that this Court issue a Temporary Restraining Order and Order to Show Cause Re: Preliminary Injunction requiring Defendants NovaSpark Technologies Inc., Rajiv Anand, Serena Mallick, and Derek Yun, and each of their agents, servants, employees, and all persons acting in concert or participation with them, to: (a) Immediately cease and desist from a

59. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed on January 19, 2023, at San Jose, California. ________________________________________ Rachel Fong Vice President of Engineering Lumos Analytics Inc. 4700 Orchard Parkway, Suite 300 San Jose, California 95134 Date: January 19, 2023 LUMOS ANALYTICS INC., a Delaware corporation, | Case No. 2