In an August 14, 2026 press release, the Securities and Exchange Commission (“SEC”) announced charges against Andrew Spaventa (“Spaventa”) and three entities he owned and controlled for alleged fraud and other violations involving unregistered private-fund securities offerings. The entities are The Spaventa Group LLC, TSG Capital Advisors LLC, and TSG Alpha Partners LLC.
According to the SEC, the funds purportedly offered retail investors an opportunity to invest in shares of private companies before an initial public offering while charging hidden fees. Between approximately December 2020 and June 2025, Spaventa and the three entities allegedly raised more than $74 million from more than 800 mostly retail investors across the United States for eleven private funds.
How Did the Alleged Scheme Operate?
The SEC alleges that Spaventa used entities he owned to purchase pre-IPO shares, either directly or through another investment fund, and then sold the shares to his funds in principal transactions at marked-up prices. The alleged markups were passed on to investors as hidden fees charged on the sale of membership interests in the funds.
As alleged, more than 100 “sales agents” cold-called and pitched the funds to thousands of prospective investors, many of them retirees, using high-pressure sales tactics. The defendants allegedly told investors that they would pay no upfront fees or fees of no more than 12.5%, although the prices investors paid were, on average, approximately 46% higher than the prices Spaventa paid for the investments.
The SEC alleges that the defendants collected approximately $23 million in upfront fees. According to the agency, more than $12 million was paid to sales agents as commissions and approximately $4 million went to Spaventa personally.
What Does the SEC Seek?
The SEC’s complaint, filed in the U.S. District Court for the Southern District of New York, charges the defendants with violating 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. The SEC also charges Spaventa with control-person liability and aiding and abetting violations.
The agency seeks permanent injunctions, disgorgement of alleged ill-gotten gains with prejudgment interest, and civil penalties from all defendants, as well as conduct-based injunctions against Spaventa.
Sources
SEC Press Release No. 2026-75 (August 14, 2026)
About Kehoe Law Firm, P.C.
Kehoe Law Firm, P.C. is a nationally-recognized, plaintiff-side class action law firm representing investors and consumers in matters involving securities fraud, corporate misconduct, mergers and acquisitions, antitrust violations, whistleblower claims, data breaches, consumer fraud, employment law violations, and retirement-plan mismanagement. Its attorneys have served as lead or co-lead counsel in major securities cases, recovering more than $10 billion for institutional and individual investors.
All representation is provided on a contingency-fee basis, and plaintiffs are not responsible for attorneys’ fees, court costs, or litigation expenses. Any request for attorneys’ fees and expenses will be subject to court approval.
SEND US A MESSAGE
Contact Us
ADDRESS
Kehoe Law Firm, P.C.
2001 Market Street
Suite 2500
Philadelphia, PA 19103