Eric Munson, 65, founded New York-based Adit Ventures Management LLC in 2016 and built it into an investment adviser managing approximately $465 million in assets, primarily through funds focused on pre-IPO investments in technology and space companies. Munson marketed Adit’s funds as a way for investors to gain access to shares of coveted private companies before they went public, names like SpaceX and Klarna that ordinary investors could rarely reach. From at least April 2019 through December 2024, according to the SEC, Munson and Adit used false claims and promises to persuade investors to contribute capital, including Munson personally soliciting an investor by falsely claiming that a fund already owned shares of a private, pre-IPO company when it did not. On August 10, 2026, the SEC charged Munson, Adit Ventures Management, and three affiliated general partner entities, Adit Ventures LLC, Adit Ventures II LLC, and Adit Ventures III LLC, in the U.S. District Court for the Southern District of New York. Undisclosed markups on pre-IPO shares also drove the boiler-room scheme run by Drew Spaventa of TSG Invest, while fabricated access to private shares defined the case against Giovanni Pennetta of Sestante Capital.
Without admitting the allegations, the defendants consented to a judgment, subject to court approval, that permanently enjoins them from violating the antifraud provisions of the Securities Act, Exchange Act, and Investment Advisers Act, and the registration provisions of the Advisers Act, with disgorgement, prejudgment interest, and a civil penalty to be determined by the court. Munson also agreed to an associational bar with the right to apply for reentry after three years. In a statement, Munson said he was settling because fighting the matter would not benefit him or the investors he had spent his professional life serving.
A Fund That Claimed to Own 32,000 Klarna Shares It Did Not Have, and a $15M Investment
One of the central misrepresentations involved the Swedish payments company Klarna. According to the complaint, Adit told an investor that one of its funds owned 32,000 Klarna shares when the fund did not own those shares. Relying on that representation, the investor committed approximately $15 million. The claim that a fund already held a specific, substantial position in a sought-after pre-IPO company is a powerful inducement: it tells the investor the access is real, the shares are secured, and the opportunity is concrete rather than speculative. The SEC alleges the representation was simply false, and that the fund did not own the Klarna shares it claimed. The episode illustrates the broader pattern the SEC describes, in which Adit used false claims about what its funds owned to bring in investor capital.
SpaceX Shares Bought at $420 and Sold to Client Funds at $498, With the $78 Difference Hidden
The self-dealing at the heart of the case involved undisclosed markups on the pre-IPO shares Adit acquired. According to the complaint, the defendants bought pre-IPO shares using fund loans or their own capital and then sold or assigned the same economic interest to client funds at higher prices, keeping the difference. In one documented example, Adit bought SpaceX shares for $420 each and charged a client fund $498 per share, concealing the $78-per-share markup. Because Munson and Adit controlled both sides of these transactions, buying the shares and then causing their own client funds to buy them at a markup, the arrangement required the clients’ informed consent under the rules governing principal transactions by investment advisers. The SEC alleges the defendants never obtained that consent and misrepresented the true cost of acquiring the shares. More than 150 such transactions allegedly occurred across many funds and investors, generating tens of millions of dollars in unauthorized loans, markups, and fees.
SpaceX priced its initial public offering at $135 per share in June 2026 before the stock rose to a post-IPO high of about $225. The pre-IPO shares Adit was buying and marking up traded at far higher per-share prices in the private market, reflecting the pre-split economics of the private company. The specific $420 to $498 markup is the kind of concrete, per-share detail that distinguishes a disclosure dispute from straightforward concealment: the client fund paid $498 for something Adit had just acquired for $420, and the clients were not told.
Client Assets Pledged for a $10M Credit Line Used to Pay the Defendants’ Own Obligations
Beyond the markups, the complaint alleges that Munson and Adit regularly used client capital for their own benefit, including by taking unsecured loans from the funds on favorable terms that were not authorized by fund documents and generally not disclosed to investors. The defendants also allegedly overcharged their client funds millions of dollars in unauthorized “acquisition fees.” In one of the more serious allegations, they improperly pledged client assets as collateral for a $10 million line of credit, which was used in part to pay off the defendants’ own obligations. Pledging client assets to secure borrowing that benefits the adviser personally is a direct conflict with the fiduciary duty an investment adviser owes its clients. The SEC also alleges that Adit Ventures Management failed to register as an investment adviser as required. The involvement of the Asset Management Unit reflects the SEC’s continued focus on private fund advisers and the growing market for pre-IPO shares.
Conclusion
Eric Munson sold access to the most sought-after private companies in the world, SpaceX and Klarna among them, to investors who trusted Adit Ventures to act in their interest. According to the SEC, he told an investor a fund owned 32,000 Klarna shares it did not have and collected $15 million, bought SpaceX shares at $420 and charged his own client funds $498 while hiding the difference, ran that markup across more than 150 transactions, took undisclosed loans and fees from client funds, and pledged client assets to secure a $10 million credit line used to pay his own obligations. He managed $465 million. He settled without admitting wrongdoing and accepted a three-year bar. The clients who paid $498 were never told he had just paid $420.
