March 27, 2026:  United States District Judge John F. Walter signed an order certifying Pino v. Cardone Capital, LLC, Case No. 2:20-cv-08499-JFW-KS, as a class action in the Central District of California. The class consists of investors who purchased interests in Cardone Capital’s funds and were exposed to the return projections the Ninth Circuit Court of Appeals found, in its June 2025 opinion, likely lacked a reasonable basis and that Cardone himself likely did not believe.

The certification order is a major legal development. It transforms what was a lawsuit filed by the late Luis Pino’s daughter Christine Pino into a vehicle that can deliver financial accountability to the full universe of Cardone Capital investors harmed by the same alleged conduct. It also arrives at the precise moment Grant Cardone has announced the largest single-entity real estate tokenization in history — a $5 billion play that, as we documented in our companion articles this week, is structured to open new capital formation channels to investors worldwide, many of whom have never heard of this litigation.

The timing is not coincidental. The class certification order, Grant Cardone’s tokenization announcement, the 25%+ IRR projection Cardone posted to X on March 13, and the NODE40 infrastructure built by his twin brother Gary Cardone are not separate stories. They are the same story, seen from different angles.

I. What the Class Certification Order Actually Says is Staggering in its Possible Consequences

Judge Walter’s March 27 order certified the class under Rule 23(b)(3) of the Federal Rules of Civil Procedure — the provision requiring that common questions of law or fact predominate over individual questions, and that a class action is superior to other available methods of adjudication.

The court certified four common questions that will govern the litigation going forward:

First: whether Grant Cardone and Cardone Capital made actionable misrepresentations or omissions to investors.

Second: whether those misrepresentations or omissions were material — meaning a reasonable investor would have considered them important in making an investment decision.

Third: whether the defendants are liable as sellers or control persons under the applicable securities statutes.

Fourth: whether damages can be calculated on a classwide basis using a common method.

On the damages methodology, Judge Walter adopted a clean structure. Investors who still hold their fund interests are entitled to rescission — the return of their purchase price minus any income received. Investors who have already sold their interests are entitled to the Section 10(b) out-of-pocket formula: what they paid minus what they received.

The court rejected Cardone’s argument that individual issues predominated because he had offered refunds to investors who requested them. Judge Walter found that this did not defeat superiority — it is not a defense to securities fraud that the defendant offered to partially unwind the transactions after the fraud was discovered. The class action remains the superior vehicle. Said another way, Grant Cardone cannot buy his way out of this by offering refunds. Cardone is alleged to have engaged in fraudulent solicitations and this cannot be undone. 

The court also found that the litigation had already been pending for five years in the Central District, making consolidation in that forum both efficient and appropriate. A nationwide class proceeding in a single court, before a judge with five years of institutional familiarity with the facts, is a materially different threat than scattered individual claims.

Class notice and any other necessary documents are due April 13, 2026 — two weeks from today.

II. The Ninth Circuit Foundation: What the Appellate Court Already Established

To understand what class certification means, you have to understand what the Ninth Circuit already decided in June 2025.

In its opinion in Pino v. Cardone Capital, No. 23-3512, the Ninth Circuit reversed the district court’s prior dismissal and found that plaintiff Christine Pino had adequately alleged both subjective and objective falsity in Cardone’s return projections. The court found that Cardone’s projections lacked a reasonable basis. It found that no prior funds had performed to the projected level. And it found that Cardone’s removal of his 15% IRR projections from SEC filings — without rebuttal, without argument, in response to an SEC comment letter — was evidence that Cardone himself did not believe the projections he was making to investors.

The SEC’s comment letter had stated directly that Cardone appeared to have no basis for his 15% IRR projection and instructed him to remove it. Cardone’s entire response, in full, was: “We have removed the references on pages 17, 26, and 32.” Eleven words. No rebuttal. No assertion of a factual basis. No defense of the projection.

The Ninth Circuit found this eleven-word response to be evidence of subjective falsity — that Cardone removed the projections without argument because he had no argument to make. And then, critically, he kept making the same projections on social media after removing them from the SEC filing. The Ninth Circuit’s analysis of this gap — between what Cardone said to the SEC and what he continued to say to investors — is the evidentiary foundation on which the class action now proceeds.

The Barnes and Thornburg law firm, in a June 2025 client alert, analyzed Pino v. Cardone Capital not as a Cardone-specific problem but as a precedent-setting opinion with implications for every public company that receives an SEC comment letter. The firm explicitly framed the situation as “the plaintiff using the SEC review process as a sword.” Barnes and Thornburg advised its entire client base to add preemptive disclaimer language to SEC response letters.

When a major national law firm changes how it instructs every client to respond to the SEC because of your case, you are no longer dealing with a nuisance lawsuit.

III. The March 13 Post: The Pino Pattern Running Live

Here is the fact that every current and prospective Cardone Capital investor needs to read carefully.

On March 13, 2026 — nine months after the Ninth Circuit found his 15% IRR projections likely lacked a reasonable basis and that he probably did not believe them — Grant Cardone posted the following to his 1.1 million followers on X. Where are Cardone’s lawyers?

Cardone’s March 13, 2026 post is not merely damaging as background color. It is an admission against interest made after the Ninth Circuit had already told Cardone — in a published opinion — that the gap between his social media return projections and his SEC filings was evidence of subjective falsity. He then re-created that exact gap, with a higher number (25%+ versus 15%), on the same platform, fourteen days before certification. Plaintiff’s counsel at Susman Godfrey will use that post in deposition and almost certainly in a motion for summary judgment. The deposition question writes itself: “Mr. Cardone, what was the factual basis for your projection of 25% or greater IRR on March 13, 2026?

Newest project adds $30M in BTC and still cash flows. 12% IRR investment turns into ~25%+ with most stable asset on planet when adding BTC.
Cardone Capital Real Estate BTC Hybrid
+ Cash flow
+ Stability
+ Capital Protection
+ Rent growth
+ Appreciation
+ Tax benefits
+ BTC… pic.twitter.com/V30S5KPOC2

— Grant Cardone (@GrantCardone) March 13, 2026

Cardone’s tweet is statutory selling and promises exact returns:  

Newest project adds $30M in BTC and still cash flows. 12% IRR investment turns into ~25%+ with most stable asset on planet when adding BTC. Cardone Capital Real Estate BTC Hybrid. High net worth — text 404-Bitcoin.

This post is a direct investor solicitation. “High net worth — text 404-Bitcoin” is not motivational content. It is an invitation to invest, made on a public platform, with quantified return projections, directed at prospective investors.

The 25%+ IRR figure requires Bitcoin to appreciate substantially from its post-crash levels. At the time of the post, Bitcoin was trading near $70,000-$80,000 — approximately 40-45% below its October 2025 peak of $126,000. The 25%+ projection is not grounded in current fund performance. It is grounded in the hope that Bitcoin recovers, and then some. No prior Cardone Capital fund has delivered anywhere near this return.

The claim that Bitcoin is “the most stable asset on planet” compounds the problem. Bitcoin dropped 45% in four months between October 2025 and February 2026. It has historically experienced drawdowns exceeding 80%. Characterizing it as the most stable asset on the planet, in an investor solicitation, is not colorful marketing. It is a material misstatement.

The Pino framework applies directly to this post. Any attorney representing Bitcoin hybrid fund investors who lose money now has a blueprint: find the SEC correspondence for the hybrid funds, look for any comment letter addressing the 25%+ IRR projections, document whether Cardone pushed back or silently complied. If the pattern holds — if Cardone removed the projections without rebuttal because he had no rebuttal to make — the Ninth Circuit’s analysis maps onto the Bitcoin hybrid funds with precision.

What makes the March 13 post particularly significant is its timing relative to the class certification order. Cardone posted his 25%+ IRR solicitation fourteen days before Judge Walter signed the certification order. He was, in effect, generating new potential class members — and new potential liability — while the district court was preparing to certify the existing class.

IV. What Class Certification Does to the Tokenization Announcement

On February 26, 2026 — three weeks before the class certification order — Grant Cardone announced via X that Cardone Capital plans to tokenize its entire $5 billion real estate portfolio. He said the firm wants to give investors “collateral and liquidity in the secondary markets” and aims to become “the market leader tokenizing assets at scale.”

The tokenization plan involves Regulation D for U.S. accredited investors and Regulation S for international participants. The Reg S component is the structural element that demands immediate scrutiny in light of class certification.

Regulation S allows U.S. issuers to sell securities to non-U.S. investors without SEC registration. It was designed to facilitate legitimate cross-border capital formation. In the context of Cardone’s tokenization announcement, it functions as a mechanism to raise money from investors in jurisdictions where the class certification order, the Ninth Circuit opinion, the SEC comment letter history, and the accumulated deficit in Cardone REIT I are not part of the accessible public record.

A French investor, a Japanese investor, a UAE investor who responds to Grant Cardone’s tokenization marketing has no practical mechanism to discover, without substantial independent research, that a federal appellate court found Cardone’s return projections likely fraudulent, that a class action has now been certified against him, or that his flagship REIT carries a $38.7 million accumulated deficit on $31 million in total assets.

The question that belongs in any tokenization offering document — and that prospective investors in any jurisdiction are entitled to know before committing capital — is whether these material facts will be disclosed. The tokenization announcement named no blockchain partner, offered no firm timeline beyond “mid-2026,” and disclosed no related-party relationships. It did not mention Pino v. Cardone Capital. It did not mention the Ninth Circuit opinion. It did not mention the class certification.

Under Regulation D and Regulation S, issuers are required to disclose material facts that a reasonable investor would consider important. The class certification order is a material fact. The Ninth Circuit opinion is a material fact. Whether Cardone’s offering documents for any tokenized securities will carry these disclosures is a question that the SEC — and plaintiff’s counsel in the Pino litigation — will be watching closely.

V. The NODE40 Connection: Gary Cardone’s Infrastructure Play

Layered beneath the tokenization announcement is a related-party question we documented in detail in our March 23 companion article, and which the class certification order makes newly urgent.

Gary Cardone — Grant’s twin brother, seed investor in Cardone Capital dating to 2002, and fellow Scientology OT8 — holds a $12 million investment in NODE40, a digital asset accounting and compliance platform, and currently serves as NODE40’s Chairman of the Board. NODE40’s flagship product converts complex blockchain transaction data into audit-ready financial reporting for institutional clients. Its stated targets include Goldman Sachs, Fidelity, and Ernst and Young.

In March 2026 — six days after Grant’s tokenization announcement — NODE40 published a white paper describing its implementation of Anthropic’s Model Context Protocol to allow AI agents to query NODE40’s compliance infrastructure through governed, permissioned interfaces. The white paper explicitly addresses IRS final broker reporting regulations (Form 1099-DA) and FASB ASU 2023-08 fair value measurement requirements — exactly the compliance infrastructure you need when you tokenize a $5 billion real estate portfolio and create thousands of token holders with reportable tax events.

The business logic of the brothers is this: Grant announces the largest single-entity real estate tokenization in history. A $5 billion portfolio tokenized across tens of thousands of token holders generates an enormous and continuous volume of on-chain transactions, each requiring cost-basis tracking, IRS 1099-DA reporting, and FASB fair value accounting. NODE40 is purpose-built for exactly this function. Gary’s $12 million investment in NODE40 would benefit directly from the institutional adoption that his twin brother’s tokenization program would generate.

We reviewed the SEC filings for Cardone REIT I — the 1-K for year ended December 31, 2024, and the 1-SA for the period ending June 30, 2025 — for any reference to Gary Cardone, Card1Ventures, or NODE40. There is no such reference in the related-party disclosures of either filing. The Form D filings for the three Bitcoin hybrid funds remain a priority research target. If NODE40 has been engaged, or is contemplated as a vendor for the tokenization program, that relationship is a material related-party transaction that belongs in the offering documents — not concealed behind an X post.

The class certification order sharpens this question. In discovery, plaintiff’s counsel in Pino now has broad access to Cardone Capital’s internal communications, financial records, and vendor relationships. Any undisclosed arrangement with Gary Cardone’s NODE40 — whether for the hybrid funds or for the tokenization program — is exactly the kind of self-dealing that the Pino litigation was designed to expose.

VI. The Debt Architecture Behind the Announcement

The class certification order must also be read against the financial reality that the SEC filings document — a reality we analyzed in full in our March 23 companion article.

Cardone Capital claims $5.1 billion in assets under management across 14,200 apartment units. At a conservative 75% leverage ratio, consistent with Cardone’s own disclosed loan structures, the debt load is approximately $3.825 billion. The loans taken out during the 2020-2022 period — when interest rates were near zero — are now repricing. We calculated in April 2020 that Cardone’s annual principal and interest obligations would reach approximately $316 million per year by 2026, or $26.3 million per month. That wall has arrived.

Cardone REIT I, LLC — the non-accredited investor vehicle — tells the specific story. The fund carries an accumulated deficit of $38.7 million against total assets of $31 million. Its independent auditor, Kaufman Rossin, included going concern evaluation language in its audit opinion. The fund raised approximately $1 million in new capital in the twelve months ending December 31, 2024 — against a $75 million target. The fundraising channel is effectively closed.

The Bitcoin hybrid funds are the mechanism Cardone has constructed to replace the exhausted REIT channel. By our calculation, Cardone Capital has accumulated approximately 2,814 BTC at a blended cost of roughly $99,000 per coin — approximately $279 million in Bitcoin purchases using investor money. When Bitcoin crashed below $70,000 in early February 2026, Cardone was sitting on approximately $101 million in unrealized losses on that position.

The tokenization announcement came twenty-one days after that crash. The sequence — debt wall arrives, Bitcoin pivot fails, fundraising collapses, Ninth Circuit ruling creates securities law precedent, class certification granted, tokenization announced — is not the sequence of a confident operator executing a planned strategy. It is the sequence of a man trying to stay ahead of a converging set of problems.

VII. What the Certification Means for the IPO Ambition

Grant Cardone has stated publicly, including to BitcoinTreasuries.net in March 2026, that his ambition is to build “the world’s largest real estate Bitcoin publicly traded treasury company.” He has set a target of 10,000 Bitcoin, with ambitions to expand to 20,000 or 50,000. The logical endpoint of the tokenization play — if it succeeds — is a public market listing that allows Cardone to exit with liquidity while institutional shareholders inherit the debt.

Class certification substantially complicates this path.

No reputable investment bank will underwrite an IPO with an active, certified securities class action pending at the district court level, following an adverse Ninth Circuit opinion finding the issuer’s historical return projections likely fraudulent. The S-1 registration statement for any such offering would be required to disclose the Pino litigation as a material risk factor. The securities class action would be prominently featured in the risk section of every IPO roadshow document. Institutional investors conducting due diligence would identify the litigation immediately.

The tokenization route — using Reg D for U.S. accredited investors and Reg S for international participants — was presumably chosen in part because it avoids the full disclosure requirements of a registered public offering. But the tokenization path does not avoid the Pino litigation. It does not avoid the class certification order. And it does not avoid the question of whether the offering documents will carry material disclosures about both.

Any attorney representing investors in a Cardone Capital tokenized offering who later loses money will have two ready-made frameworks: the Ninth Circuit’s June 2025 opinion on the 15% IRR projections, and — if the March 13 post pattern holds — a parallel analysis of the 25%+ IRR projections made on X while the class certification was pending.

VIII. What to Watch

April 13, 2026 — the class notice deadline. This is when the class notice and related documents must be filed with the court. The form of the notice will define the class precisely and establish the opt-out rights of class members. Current Cardone Capital investors who receive the notice will face a decision: remain in the class, opt out and pursue individual claims, or do nothing.

The Cardone REIT I 1-K for year ended December 31, 2025. Due approximately late April 2026. This will be the first filing showing the Bitcoin loss impact on the REIT’s financials, the auditor’s going concern determination, and — critically — whether any Bitcoin hybrid fund vendors, including any Gary Cardone or NODE40 entity, appear in the related-party disclosures.

The Form D filings for the Bitcoin hybrid funds. The specific question: do the offering documents disclose that the 1% acquisition fee Cardone collects on real estate also applies to Bitcoin purchases? Do they disclose Gary Cardone, Card1Ventures, or NODE40 as related parties? By our calculation, Cardone has already collected approximately $2.79 million in personal acquisition fees on Bitcoin purchases made with investor money. The Form D filings are where this disclosure either appears or is conspicuously absent.

The tokenization offering documents. When Cardone names a blockchain partner and files offering documents for the tokenized securities, those documents must be examined for: disclosure of the Pino class certification; disclosure of the Ninth Circuit opinion; disclosure of the accumulated deficit in Cardone REIT I; disclosure of any related-party relationship with Gary Cardone’s NODE40; and disclosure of the fact that Bitcoin purchases generate a 1% personal acquisition fee for Grant Cardone.

The March 13 post in discovery. Plaintiff’s counsel now has a certified class and broad discovery rights. The March 13 X post — “12% IRR investment turns into ~25%+ with most stable asset on planet” — is a direct investor solicitation made nine months after the Ninth Circuit found Cardone’s prior projections likely fraudulent. In deposition, Cardone will be asked what the factual basis was for the 25%+ projection. The answer — or the absence of one — will matter.

IX. The Bottom Line

Grant Cardone is now a class action defendant in certified federal securities litigation, with an adverse Ninth Circuit opinion establishing that his historical return projections likely lacked a reasonable basis and that he likely did not believe them. He is simultaneously announcing the largest single-entity real estate tokenization in history, posting 25%+ IRR projections on X to 1.1 million followers, and promoting Bitcoin as “the most stable asset on planet” — all while his flagship REIT carries a $38.7 million accumulated deficit and his investors are sitting on approximately $101 million in unrealized Bitcoin losses.

His twin brother Gary Cardone, who settled a $12.5 million RICO class action in December 2025, holds a $12 million investment in NODE40 — the digital asset compliance platform that is purpose-built for exactly the institutional tokenization program Grant is now promoting. The related-party disclosures for the tokenization offering have not appeared. The Form D filings for the Bitcoin hybrid funds are a priority research target.

The class certification order is not the end of the Pino litigation. It is the beginning of the phase in which discovery, depositions, and the classwide damages methodology will produce the documentary record of what Cardone knew, when he knew it, and what he continued to say to investors after he knew it. The certification order means that record will be developed on behalf of all harmed investors, not just Christine Pino.

For any investor considering participation in Cardone Capital’s tokenization offering — in any jurisdiction, under any regulatory framework — the question is not whether the offering is innovative. The question is whether the offering documents will tell you what the SEC filings, the Ninth Circuit opinion, and the class certification order already tell anyone who reads them.

Scroll down to read the Court’s Decision. 

Sources and Methodology

Primary sources: Pino v. Cardone Capital, LLC, Case No. 2:20-cv-08499-JFW-KS, Order Granting Class Certification (C.D. Cal. March 27, 2026); Pino v. Cardone Capital LLC, No. 23-3512 (9th Cir. June 10, 2025); SEC EDGAR filings for Cardone REIT I, LLC (CIK 0001882616), Form 1-K for year ended December 31, 2024, and Form 1-SA for period ended June 30, 2025; Grant Cardone X post, March 13, 2026 (embedded in companion article); NODE40 MCP white paper (March 2026); Gary Cardone LinkedIn and Card1Ventures seed round announcement; Sihler et al. v. Global E-Trading LLC, No. 8:23-CV-01450 (M.D. Fla.), settlement (December 2025); Barnes and Thornburg LLP client alert on Pino v. Cardone Capital, National Law Review (June 24, 2025); BitcoinTreasuries.net interview with Grant Cardone (March 5, 2026); prior Scientology Money Project reporting, March 23, 2026 (companion articles). Copyright 2026.

Jeffrey Augustine is an investigative journalist and licensed private investigator based in Los Angeles. He operates the Scientology Money Project (scientologymoneyproject.com) and Augustine Investigative Services.