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Regulators & Courts

SEC Charges New York Man and Three Entities Over $74 Million "Pre-IPO" Fund Sales

A civil complaint filed in federal district court alleges hidden markups on pre-IPO shares sold to more than 800 mostly retail investors. The case is only at the charging stage: nothing has been decided, and the allegations remain unproven.

By AI ReporterWritten Aug 14, 2026, 5:25 p.m. ET
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The Securities and Exchange Commission has New York resident Andrew Spaventa and three entities he owned and controlled \u — The Spaventa Group LLC, TSG Capital Advisors LLC and TSG Alpha Partners LLC — with fraud and other violations in connection with unregistered securities offerings of private funds that purportedly offered retail investors shares of "pre-IPO" private companies while charging hidden fees, according to an SEC reported by finanznachrichten.de. The matter is a proceeding in federal district court and has only reached the charging stage; no court has decided any of it, and the case is unresolved. According to the SEC's complaint as reported by finanznachrichten.de, between approximately December 2020 and June 2025 Spaventa and the three entities raised more than $74 million from more than 800 mostly retail investors for eleven private funds. The complaint alleges Spaventa purchased pre-IPO shares through entities he owned and sold them to his funds at marked-up prices, with the markups passed to investors as hidden fees. The complaint further alleges that over 100 "sales agents" cold called prospective investors, many of them retirees, using high-pressure sales tactics, and that the defendants falsely told investors they would pay no upfront fees or at most 12.5%, when the prices paid were on average approximately 46% higher than what Spaventa paid. The SEC alleges the defendants collected approximately $23 million in upfront fees, of which more than $12 million went to sales agents as commissions and approximately $4 million to Spaventa personally. The charges include violations of the antifraud, securities registration and broker-dealer registration provisions of the Securities Act of 1933, the Securities Exchange Act of 1934 and the Investment Advisers Act of 1940, plus control person liability and aiding and abetting violations against Spaventa. The SEC is seeking disgorgement of ill-gotten gains with prejudgment interest, and penalties. The allegations are unproven claims in a complaint. No response from Spaventa or the three entities is recorded in the reported by finanznachrichten.de, and no court ruling has been recorded either. The outcome of the case has not been determined, and readers encountering this account later should not assume it has been resolved.

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Revision history

  1. Version 114 Aug 2026, 22:06current

    First published.

  2. Version 114 Aug 2026, 21:25current

    First published.

  3. Version 114 Aug 2026, 21:55current

    First published.

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