Securities Regulation Daily Wrap Up, ENFORCEMENT—S.D.N.Y.: SEC charges adviser with misappropriation, undisclosed charges, (Aug 12, 2026)

By Anne Sherry, J.D.

Investors wanted access to private stock in pre-IPO companies.

The SEC charged a New York-based adviser, its CEO, and its affiliated general partners with defrauding investors in pre-IPO shares of companies including SpaceX and Klarna. Adit Ventures Management and the other defendants allegedly misappropriated client assets, upcharged for pre-IPO shares, charged unauthorized fees, and pledged client assets as loan collateral. The defendants agreed to a permanent injunction and monetary relief to be determined later (SEC v. Munson, No. 26-cv-06800 (S.D.N.Y filed Aug. 10, 2026)).

“Investment advisers are entrusted with acting in their clients’ best interests,” said Corey A. Schuster, Chief of the Enforcement Division’s Asset Management Unit. “Here, the defendants allegedly engaged in repeated fraudulent acts to benefit or enrich themselves.”

According to the complaint, Adit’s CEO, Eric Munson, solicited investors by offering shares of stock of private, pre-IPO companies. In one case, Munson secured a $15 million investment by falsely claiming that a vehicle he controlled already owned shares of a pre-IPO company. In another case, Munson persuaded an investor to contribute $5 million into a fund by falsely claiming that he would invest $5 million of his own money into the fund.

The defendants told investors that they had to contribute funds immediately so that the defendants could seize on near-term pre-IPO opportunities, but the defendants then used investor capital for their own purposes and for the benefit of the other funds they managed.

The complaint also alleges that the defendants misrepresented their actual cost to acquire pre-IPO shares. Often, a general partner would use capital borrowed from a client fund (in an unauthorized, undisclosed loan) or the GP’s own money to buy shares of target pre-IPO company stock. The GP or its affiliate would cause a client fund to buy the shares at a higher price, inflating the purchase price it reported to investors to conceal the markup.

The defendants further charged an “acquisition fee” that not only was not authorized in the fund agreements, but sometimes violated affirmative representations that the defendants would not charge such a fee.

The SEC’s complaint alleges that all defendants violated Securities Act Section 17(a) and Exchange Act Section 10(b) and Rule 10b-5, and Advisers Act Sections 206(1), (2), (4), and Rule 206(4)-8. The agency further charged the general partners with violating Advisers Act Section 206(3) and Adit Ventures Management with violating Advisers Act Section 203(a). The complaint also contains counts for control-person and aiding-and-abetting liability.

Without admitting the allegations, the defendants consented to permanent injunctions and agreed to pay disgorgement with prejudgment interest and a civil penalty in an amount to be determined by the court upon motion by the Commission. Munson also agreed to an associational bar with a right to reapply after three years.

The case is No. 26-cv-06800.

Attorneys: Zachary A. Avallone for the SEC.

Companies: Adit Ventures Management, LLC; Adit Ventures, LLC

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