Contract analysis

1. This action arises from the systematic theft and misappropriation of the most valuable proprietary technology, trade secrets, and confidential information belonging to Lumos Analytics Inc. — a leading AI-driven financial analytics software-as-a-service ("SaaS") company — by three of its former senior engineers, Defendants Rajiv Anand, Serena Mallick, and Derek Yun (collectively, the "Individual Defendants"), and t

2. Over the course of their employment at Lumos, the Individual Defendants occupied positions of trust and responsibility at the heart of Lumos's engineering organization. They were granted access to Lumos's most sensitive proprietary codebases, machine-learning model architectures, training datasets, data-pipeline infrastructure, and confidential business strategy documents. They repaid that trust by orchestrating a

3. The Individual Defendants departed Lumos en masse in late September through October 2022, in rapid succession, pursuant to a pre-arranged plan. Defendant Anand resigned on September 30, 2022. Defendant Mallick resigned on October 14, 2022. Defendant Yun resigned on October 21, 2022. Each departure was effective immediately or near-immediately, and each Individual Defendant commenced employment at NovaSpark within

4. In the days immediately preceding their respective resignations, each Individual Defendant exfiltrated substantial quantities of Lumos proprietary materials from Lumos's secured systems. Defendant Anand transferred approximately 3.2 gigabytes of proprietary model architecture files and hyperparameter configurations to a personal Hollowell Health IT account and forwarded the confidential 37-page "LumosEdge 3.0 Prod

5. Defendant Anand incorporated NovaSpark Technologies Inc. in the State of Delaware on October 3, 2022 — just three days after his resignation from Lumos. Defendants Mallick and Yun followed, joining NovaSpark within days of their own departures. NovaSpark directly competes with Lumos in the AI-driven financial analytics market, purporting to offer AI-driven alternative-data analytics for hedge funds and proprietary

6. In a remarkably compressed timeframe, NovaSpark secured $12 million in seed funding from Blackpine Capital Partners LP, with the round closing on November 15, 2022 — barely six weeks after NovaSpark's incorporation. Upon information and belief, NovaSpark was able to secure this funding by leveraging the very technology misappropriated from Lumos, presenting investor materials and prototype technology that were der

7. Through this action, Lumos seeks injunctive relief to prevent the continued use and disclosure of its trade secrets, compensatory damages to redress the harm caused by Defendants' unlawful conduct, exemplary damages on account of Defendants' willful and malicious misappropriation, disgorgement and restitution of all profits and benefits obtained by Defendants through their unlawful conduct, reasonable attorneys' f

8. Plaintiff Lumos Analytics Inc. Lumos Analytics Inc. is a corporation duly organized and existing under the laws of the State of Delaware, with its principal place of business at 4700 Orchard Parkway, Suite 300, San Jose, California 95134. Lumos's Delaware File Number is 6518274. Lumos's Employer Identification Number ("EIN") is 82-4713956. Lumos's registered agent for service of process in Delaware is National Cor

9. Lumos was founded in approximately 2017 and is a software-as-a-service company specializing in AI-driven financial analytics for institutional asset managers, including hedge funds, mutual fund complexes, pension funds, and proprietary trading desks. Lumos's flagship product, "LumosEdge," uses proprietary ensemble machine-learning models to generate predictive signals for equity and fixed-income portfolio optimiza

10. Since its founding, Lumos has raised approximately $185 million in venture capital funding through its Series D financing round. Significant milestones in Lumos's financing history include a $40 million Series B round led by Ridgeline Ventures in 2019 and a $72 million Series D round led by Northstar Growth Equity, which closed in June 2022. These investments reflect the substantial value of Lumos's proprietary t

11. As of the date of this filing, Lumos employs approximately 340 full-time employees and generated 2022 annual recurring revenue ("ARR") of approximately $67 million. Lumos's Chief Executive Officer is Priya Chandrasekaran. Lumos's General Counsel is Thomas Brightwell. Lumos's Vice President of Engineering is Rachel Fong.

12. Defendant NovaSpark Technologies Inc. NovaSpark Technologies Inc. is a corporation organized and existing under the laws of the State of Delaware, with its principal place of business at 88 Bluxome Street, Floor 4, San Francisco, California 94107. NovaSpark's Delaware File Number is 7294183. NovaSpark's Employer Identification Number ("EIN") is 88-3291047. NovaSpark's registered agent for service of process in De

13. NovaSpark was incorporated on October 3, 2022 — just three days after Defendant Rajiv Anand resigned from Lumos on September 30, 2022. NovaSpark purports to offer AI-driven alternative-data analytics for hedge funds and proprietary trading desks — a market that directly and substantially overlaps with the core market served by Lumos's LumosEdge product. Upon information and belief, NovaSpark's products and servic

14. NovaSpark received $12 million in seed funding from Blackpine Capital Partners LP, a venture capital firm with offices at 101 Mission Street, 38th Floor, San Francisco, California 94105 (Managing Partner: Franklin Osei). The seed funding round closed on November 15, 2022 — barely six weeks after NovaSpark's incorporation. Defendant Rajiv Anand serves as Chief Executive Officer and co-founder of NovaSpark.

15. Defendant Rajiv Anand. Rajiv Anand, age 37, is an individual residing at 1482 Mariposa Avenue, Palo Alto, California 94306. Anand served as Principal Engineer — ML Infrastructure at Lumos from approximately March 2019 through September 30, 2022 — a period of approximately three and a half years. In this role, Anand was a key architect of the LumosEdge signal-generation engine and had broad and deep access to Lumo

16. Anand resigned from Lumos on September 30, 2022, effective immediately, providing no advance notice. Three days later, on October 3, 2022, Anand incorporated NovaSpark Technologies Inc. in the State of Delaware. Anand now serves as Chief Executive Officer and co-founder of NovaSpark.

17. Upon joining Lumos in March 2019, Anand executed Lumos's standard Proprietary Information and Inventions Assignment Agreement ("PIIAA"), which contains, among other provisions, confidentiality and non-disclosure obligations, non-solicitation of employees restrictions, invention-assignment provisions vesting ownership of work product in Lumos, a requirement to return all company materials upon termination of emplo

18. Defendant Serena Mallick. Serena Mallick, age 34, is an individual residing at 578 Guerrero Street, Apartment 3B, San Francisco, California 94110. Mallick served as Senior Software Engineer — Data Pipelines at Lumos from approximately June 2020 through October 14, 2022 — a period of approximately two years and four months. In this role, Mallick was directly responsible for building, maintaining, and enhancing the

19. Mallick resigned from Lumos on October 14, 2022, effective immediately. Three days later, on October 17, 2022, Mallick commenced employment at NovaSpark in the role of Vice President of Engineering. The minimal interval between Mallick's resignation from Lumos and commencement of employment at NovaSpark confirms that Mallick's departure was pre-arranged as part of the coordinated scheme orchestrated by the Indivi

20. Upon joining Lumos in June 2020, Mallick executed Lumos's standard PIIAA, which contains the same confidentiality, non-disclosure, non-solicitation, invention-assignment, return-of-materials, and restrictive covenant provisions described above with respect to Defendant Anand.

21. Defendant Derek Yun. Derek Yun, age 31, is an individual residing at 2241 Cowper Street, Apartment 12, Palo Alto, California 94301. Yun served as Machine Learning Engineer II at Lumos from approximately January 2021 through October 21, 2022 — a period of approximately one year and ten months. In this role, Yun had direct access to Lumos's proprietary training datasets, model hyperparameters, feature-engineering l

22. Yun resigned from Lumos on October 21, 2022, effective immediately. Three days later, on October 24, 2022, Yun commenced employment at NovaSpark as a founding engineer. As with Defendants Anand and Mallick, the minimal interval between Yun's resignation and commencement of employment at NovaSpark confirms that Yun's departure was pre-arranged as part of the coordinated scheme.

23. Upon joining Lumos in January 2021, Yun executed Lumos's standard PIIAA, which contains the same confidentiality, non-disclosure, non-solicitation, invention-assignment, return-of-materials, and restrictive covenant provisions described above with respect to Defendants Anand and Mallick. JURISDICTION AND VENUE

24. This Court has jurisdiction over the subject matter of this action pursuant to the California Constitution, Article VI, Section 10, which grants the Superior Courts of the State of California original jurisdiction in all cases except those given by statute to other trial courts. The amount in controversy exceeds the jurisdictional minimum of this Court.

25. Venue is proper in the County of Santa Clara pursuant to California Code of Civil Procedure Section 395 because Lumos's principal place of business is located in San Jose, Santa Clara County, California; a substantial portion of the tortious conduct alleged herein occurred in Santa Clara County, including the exfiltration of proprietary data from Lumos systems accessed and maintained in Santa Clara County; and th

26. This Court has personal jurisdiction over all Defendants. Each Individual Defendant resides in the State of California and committed the tortious acts alleged herein within the State of California. Defendant NovaSpark Technologies Inc. maintains its principal place of business in San Francisco, California, conducts business within the State of California, and has committed the tortious acts alleged herein within

27. Over the course of approximately six years since its founding, Lumos has invested substantial effort and tens of millions of dollars in research and development to create its proprietary technology, which constitutes the core competitive advantage of the company and forms the technological foundation of its flagship product, LumosEdge. Lumos's proprietary technology represents the cumulative output of years of it

28. The trade secrets at issue in this action fall into five principal categories, each of which is described in detail below. Each category of trade secret derives independent economic value, actual or potential, from not being generally known to the public or to other persons who could obtain economic value from their disclosure or use, and Lumos has taken extensive and reasonable measures to maintain the secrecy o

29. The first category of trade secrets at issue is the proprietary neural-network topology, ensemble model architecture, and hyperparameter configurations used in the LumosEdge signal-generation engine (collectively, the "Model Architecture"). The Model Architecture defines the fundamental structure and behavior of the machine-learning models that power LumosEdge's predictive analytics capabilities — including the s

30. The Model Architecture represents years of iterative development and refinement by Lumos's engineering team, including substantial contributions by Defendant Anand in his role as Principal Engineer — ML Infrastructure. The specific configuration of the Model Architecture is not disclosed to Lumos's customers or to the public and is maintained as a closely guarded trade secret. The Model Architecture provides Lumo

31. The second category of trade secrets at issue is Lumos's proprietary feature-engineering library, which contains 2,847 individually engineered features for financial signal generation (the "Feature Library"). Each feature in the Feature Library represents a specific quantitative transformation, calculation, or derivation applied to raw financial data or alternative data to extract predictive information relevant

32. The Feature Library represents the distillation of Lumos's deep domain expertise at the intersection of quantitative finance and machine learning. The development of these features required extensive experimentation, backtesting, and validation by Lumos's team of engineers and quantitative researchers. The Feature Library is critical to LumosEdge's predictive performance, and the specific features contained withi

33. The third category of trade secrets at issue is Lumos's proprietary "DataStream" ETL (extract, transform, load) pipeline codebase and associated data-schema definitions (collectively, the "DataStream System"). The DataStream System is the technology infrastructure that enables LumosEdge to ingest, normalize, and process alternative financial data from 43 distinct alternative-data vendors. The DataStream System in

34. The DataStream System represents years of proprietary innovation in data engineering. The architecture, source code, data-schema definitions, and operational parameters of the DataStream System are closely guarded trade secrets that are not disclosed to Lumos's customers or to the public. Defendant Mallick, as Senior Software Engineer — Data Pipelines, was intimately involved in the development and maintenance of

35. The fourth category of trade secrets at issue is Lumos's curated and labeled training dataset of approximately 14.6 terabytes of historical financial and alternative data (the "Training Dataset"). The Training Dataset has been painstakingly assembled, cleaned, labeled, and validated over the course of several years by Lumos's data-engineering and quantitative-research teams. The Training Dataset includes historic

36. The value of the Training Dataset lies not only in the raw data itself — much of which is sourced from third-party vendors pursuant to licensing agreements — but in the proprietary labeling, curation, structuring, and quality assurance applied by Lumos's engineering team. The specific composition, labeling conventions, temporal alignment, and data-quality standards of the Training Dataset represent significant in

37. The fifth category of trade secrets at issue is Lumos's confidential product roadmap for the period 2023 through 2025, including detailed specifications for the unreleased "LumosEdge 3.0" product upgrade (the "Product Roadmap"). The Product Roadmap is a 37-page PDF document containing highly sensitive strategic plans, technical specifications, competitive-positioning analysis, go-to-market strategies, timeline mi

38. The Product Roadmap was circulated internally at Lumos on a strictly need-to-know basis and was accessible only to senior members of the engineering and executive teams. The Product Roadmap contains forward-looking strategic information the disclosure of which to a competitor would cause severe and irreparable competitive harm to Lumos. Defendant Anand, by virtue of his role as Principal Engineer — ML Infrastruct

39. Lumos has taken extensive and reasonable measures to protect the secrecy of each of the foregoing categories of trade secrets, including but not limited to the following: (a) Requiring all employees, contractors, and consultants with access to proprietary information to execute PIIAAs containing confidentiality, non-disclosure, invention-assignment, and restrictive covenant provisions prior to being granted acces

40. Despite these extensive protective measures, Defendants circumvented Lumos's security controls and exfiltrated proprietary materials through the methods described in detail below. B. The Defendants' Employment at Lumos and Contractual Obligations

41. Each Individual Defendant — Anand, Mallick, and Yun — executed Lumos's standard Proprietary Information and Inventions Assignment Agreement ("PIIAA") upon commencing his or her employment with Lumos. The PIIAA is a comprehensive agreement governing the protection of Lumos's proprietary information and intellectual property and sets forth each employee's obligations with respect thereto during and after employment

42. The PIIAA includes, among other provisions, the following material terms: (a) Assignment of Inventions. An assignment of all inventions clause, pursuant to which each employee assigns to Lumos all right, title, and interest in and to any and all inventions, discoveries, improvements, works of authorship, software code, algorithms, data compilations, and other intellectual property conceived, developed, or reduced

43. Each Individual Defendant acknowledged and agreed to the terms of his or her PIIAA, which was supported by adequate consideration in the form of, among other things, the offer of employment, access to Lumos proprietary information, and receipt of compensation and equity awards. True and correct copies of the PIIAAs executed by Defendants Anand, Mallick, and Yun will be produced to the Court and opposing counsel i

44. None of the three Individual Defendants returned any company materials or confirmed the deletion of Lumos proprietary information from personal devices and accounts at any time following their respective departures from Lumos. As detailed below, each Individual Defendant instead retained and misappropriated Lumos proprietary materials for use at NovaSpark. C. The Coordinated Departure and Formation of NovaSpark

45. The Individual Defendants orchestrated a coordinated and pre-planned scheme to leave Lumos in rapid succession, take with them Lumos's most valuable proprietary technology and trade secrets, and use those misappropriated materials to launch a directly competing company — NovaSpark Technologies Inc. The timing, sequence, and circumstances of the Individual Defendants' departures demonstrate that the scheme was car

46. The relevant timeline is as follows: (a) September 30, 2022: Defendant Rajiv Anand resigns from Lumos, effective immediately, providing no advance notice. Anand does not participate in an exit interview, does not return any company materials, and does not confirm the deletion of Lumos proprietary information from personal devices or accounts. (b) October 3, 2022: Just three (3) calendar days after his resignation

47. The rapid and sequential nature of these departures — each resignation followed by commencement of employment at NovaSpark within exactly three calendar days — combined with the immediate incorporation of a directly competing company, demonstrates beyond any reasonable doubt that the Individual Defendants engaged in a pre-arranged scheme to leave Lumos, misappropriate its technology, and launch a competing enterp

48. On November 15, 2022 — just forty-three (43) days after NovaSpark's incorporation — NovaSpark closed a $12 million seed funding round from Blackpine Capital Partners LP, a venture capital firm based at 101 Mission Street, 38th Floor, San Francisco, California 94105, managed by Managing Partner Franklin Osei. The extraordinary speed with which NovaSpark secured institutional venture capital funding is consistent w

49. NovaSpark purports to offer AI-driven alternative-data analytics for hedge funds and proprietary trading desks — the same core market served by Lumos's LumosEdge product. NovaSpark's stated business model, target customer base, and technology offering overlap directly and substantially with Lumos's existing business, confirming that NovaSpark was conceived and designed as a direct competitor to Lumos, built upon

50. On or about December 12, 2022, Lumos's IT security team, operating under the direction of Vice President of Engineering Rachel Fong, conducted a routine post-departure audit of the Individual Defendants' system access and data activity during their final weeks of employment. This audit identified anomalous data-exfiltration activity from the final weeks of each Individual Defendant's employment at Lumos.

51. Lumos promptly retained the forensic technology consulting firm CyberTrace Solutions LLC, based in Mountain View, California, to conduct a comprehensive forensic investigation of the Individual Defendants' data-access and data-transfer activity. The forensic investigation confirmed the specific acts of exfiltration summarized below. (i) Rajiv Anand's Exfiltration.

52. On September 26, 2022 — four (4) days before his resignation — Defendant Anand transferred approximately 3.2 gigabytes ("GB") of files from Lumos's internal systems to a personal Hollowell Health IT account not associated with Lumos's corporate Crestline Software environment. Lumos's audit logs and the forensic investigation confirm that the transferred files included model architecture specifications, neural-net

53. On September 28, 2022 — two (2) days before his resignation — Defendant Anand accessed the confidential "LumosEdge 3.0 Product Roadmap" document (a 37-page PDF file) from Lumos's secure internal document-management system and forwarded the document from his Lumos corporate email address to his personal email address at r.anand.personal@vaultmail.com. Lumos's email server logs confirm this transmission. The LumosE

54. These transfers were made by Anand without any authorization from Lumos management, were not related to any legitimate business purpose, and were undertaken in direct violation of Lumos's information-security policies and Anand's obligations under his PIIAA. The timing of these transfers — in the days immediately preceding Anand's unannounced resignation — demonstrates that they were undertaken in furtherance of

55. On October 10, 2022 — four (4) days before her resignation — Defendant Mallick cloned the entire DataStream ETL pipeline repository from Lumos's internal version-control system to a personal external USB drive. Lumos's endpoint-monitoring systems recorded the connection of an external USB storage device with serial number WD-4837291 to Mallick's Lumos-issued workstation on that date. The cloned repository compris

56. The DataStream repository cloned by Mallick encompasses the entirety of Lumos's proprietary ETL infrastructure, including all custom data connectors for 43 alternative-data vendors, the complete normalization logic, data-schema definitions, quality-assurance protocols, and operational configuration files. This transfer was made by Mallick without any authorization from Lumos management, was not related to any leg

57. On October 18, 2022 — three (3) days before his resignation — Defendant Yun downloaded 47 proprietary Jupyter notebooks from Lumos's internal data-science platform to a personal Larkspur Technologies account. Lumos's network-monitoring systems detected the outbound data transfer to external Larkspur Technologies servers associated with Yun's personal account. The downloaded notebooks contained proprietary feature

58. Notably, October 18, 2022 — the date of Yun's exfiltration — was three days before Yun's own resignation from Lumos, but three days after Defendant Mallick had already commenced employment at NovaSpark on October 17, 2022. This chronological overlap further evidences the coordinated nature of the scheme: Yun was exfiltrating Lumos's proprietary materials while his co-conspirator Mallick was already working at Nov

59. This transfer was made by Yun without any authorization from Lumos management, was not related to any legitimate business purpose, and was undertaken in direct violation of Lumos's information-security policies and Yun's obligations under his PIIAA. E. Defendants' Use of Lumos Trade Secrets at NovaSpark

60. Upon information and belief, Defendants have used and continue to use Lumos's misappropriated trade secrets and proprietary information in the development, marketing, and operation of NovaSpark's competing products and services. The following circumstances support this allegation: