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Financial Advisor Andrew Caputo Spaventa Faces a Civil Complaint Filed by the SEC

Broker’s Background

 

Andrew Caputo Spaventa (CRD #: 6175466) is registered with TSG Capital Advisors in Hauppauge, NY. Spaventa’s past employers include Cape Securities Inc., Salomon Whitney Financial, Network 1 Financial Securities Inc., SW Financial, Quantum Advisory Group, LLC and TSG Alpha Partners, LLC.

 

Current and Past Allegations of Conduct Leading to Investment Loss

 

According to publicly available records released by the Financial Industry Regulatory Authority (FINRA), in August 2026, Andrew Caputo Spaventa became the subject of an SEC civil complaint alleging: “Plaintiff Securities and Exchange Commission, for its Complaint against Defendants Andrew Spaventa, The Spaventa Group LLC , TSG Capital Advisors LLC, and TSG Alpha Partners LLC (collectively, “Defendants”), alleges in its complaint that this action arises from Defendants’ fraudulent, unregistered securities offerings of investment vehicles that purported to provide retail investors with the opportunity to invest in shares of private companies that may undertake an initial public offering. Defendants pitched these offerings as unique investment opportunities in highly-coveted, limited-supply shares not yet available on a public stock exchange, while using false and misleading statements to charge investors hidden fees. From approximately December 2020 through at least June 2025 (the “Relevant Period”), Defendants raised over $74 million from more than 800 mostly retail investors across the United States, including in this District, for eleven private funds (individually, a “Fund”; collectively, the “Funds”). Defendants operated boiler rooms (call center operations using aggressive sales pitches) from which more than 100 “sales agents” cold-called and pitched the Funds to thousands of prospective investors, many of them retirees. Spaventa and his managers trained these sales agents using scripts and employee handbooks filled with high-pressure sales tactics, and Spaventa directed the agents to market the firm as charging no hidden fees. Spaventa used TSG and another entity he wholly owned to acquire shares in private companies, either directly or through another investment fund (the “Pre-IPO Securities”). Spaventa then caused these entities to sell the Pre-IPO Securities to the Funds at substantially marked-up prices. Defendants passed on these marked-up prices to investors by embedding hidden fees in the prices at which Defendants sold membership interests in the Funds (“Interests”). The prices paid for Interests were on average approximately 46% higher than the prices Spaventa paid for the Pre-IPO Securities. Spaventa and entities under his control served as investment advisers to the Funds and thus breached their fiduciary duties to the Funds by charging these undisclosed markups. Defendants collected a total of approximately $23 million in upfront fees from unsuspecting investors. Spaventa personally enriched himself by at least $4 million from these fees, which he used for personal expenses such as luxury car payments and home renovations. Defendants also used over $12 million from the upfront fees to pay commissions to their sales agents. As for Fund investors, the vast majority have not recouped their investments and some have already incurred total or near-total losses. Defendants’ sales agents also made additional misrepresentations to investors about the Funds. Sales agents falsely claimed that the supply of remaining Units was scarce or nearly exhausted, regardless of how many Units actually remained available for sale. Sales agents also falsely touted extraordinary investment returns, ranging from 200% to 1,000%, without any reasonable basis, by relying on false statements concerning TSG’s track record of prior investments. And, sales agents misled investors concerning Defendants’ proffered valuations of the Pre-IPO Securities, falsely claiming that Unit prices reflected the “market value” of the Pre-IPO Securities when, in fact, these prices included Defendants’ hidden fees, which raised the prices investors paid well above market value. In addition to their fraud on investors and the Funds, Defendants violated the securities and broker-dealer registration provisions of the securities laws. In addition, TSG, at Spaventa’s direction, operated as an unregistered broker-dealer by employing sales agents not associated with a registered broker-dealer and paying them commissions to solicit Fund investors”.

 

In addition, Andrew Caputo Spaventa has been the subject of five past FINRA disclosures, including the following:

  • February 2026 – SEC investigation alleging “The SEC is conducting a non-public inquiry into the firm in connection with a broader review of private market activity. The firm has cooperated fully from the outset. In late March 2026, the firm submitted a comprehensive written response addressing the staff’s questions, and on April 22, 2026, counsel met with SEC staff to present the firm’s position. The matter remains open and no findings have been made against the firm”.
  • September 2019 – FINRA allegations of Respondent Andrew Caputo Spaventa failed to comply with an arbitration award or settlement agreement or to satisfactorily respond to a FINRA request to provide information concerning the status of compliance. Pursuant to Article VI, Section 3 of FINRA By-Laws, and FINRA Rule 9554, Respondent Andrew Caputo Spaventa is suspended on September 6, 2019, for failure to comply with an arbitration award or settlement agreement or to satisfactorily respond to a FINRA request to provide information concerning the status of compliance. Suspension lifted on December 16, 2019.
  • April 2018 – Customer allegations of Churning, negligence, unsuitability, unauthorized trading, breach of contract. Damage amount requested was $114,357.00. Settlement amount was $14,999.00.
  • September 2014 – Florida Office of Financial Regulation allegations of making a material false statement on the application for registration.
  • October 2010 – Criminal contempt charges amended to reduced to Class A misdemeanor then reduced to V.

For a copy of Andrew Caputo Spaventa’s FINRA Broker Check, click here

We Help Investors Recover Investment Losses

 

Financial advisors have a legal and regulatory obligation to recommend only suitable investments that are appropriate for their clients’ needs and objectives. Their employing brokerage firm has a legal and regulatory obligation to supervise the Financial Advisors’ sales practices and dealings with clients. To the extent any of these duties are breached, the customer may be entitled to a recovery of his or her investment losses.

 

Reasonable basis suitability requires that a recommended investment or investment strategy be suitable or appropriate for at least some investors. Reasonable basis suitability requires an advisor to conduct adequate due diligence so that he or she can determine the risks and rewards of the investment or investment strategy.

 

Quantitative suitability requires a brokerage firm or financial advisor with actual or de facto control over a customer’s account to have a reasonable basis for believing that a series of recommended transactions – even if suitable when viewed in isolation – is not excessive and unsuitable for the customer when taken together in light of the customer’s investment profile. No single test defines excessive activity, but factors such as the turnover rate, the cost-equity ratio, and the use of in-and-out trading in a customer’s account may provide a basis for a finding that a member or associated person has violated the quantitative suitability obligation. Financial advisors have a legal and regulatory obligation to recommend only suitable investments that are appropriate for their clients’ needs and objectives. Their employing brokerage firm has a legal and regulatory obligation to supervise the Financial Advisors’ sales practices and dealings with clients. To the extent any of these duties are breached, the customer may be entitled to a recovery of his or her investment losses.

 

The Wolper Law Firm represents investors nationwide in securities litigation and arbitration on a contingency fee basis. Matt Wolper, the Managing Principal of the Wolper Law Firm, is a trial lawyer who has handled hundreds of securities cases during his career involving a wide range of products, strategies, and securities. Prior to representing investors, he was a partner with a national law firm, where he represented some of the largest banks and brokerage firms in the world in securities matters. We can be reached at (855) 289-7868 or by email at mwolper@wolperlawfirm.com

 

 

Attorney Matthew Wolper

Attorney Matthew WolperMatt Wolper is a trial lawyer who focuses exclusively on securities litigation and arbitration. Mr. Wolper has handled hundreds of securities matters nationwide before the Financial Industry Regulatory Authority (FINRA), American Arbitration Association (“AAA”), JAMS, and in state and federal court. Mr. Wolper has handled and tried cases involving complex financial products and strategies ranging from traditional stocks and bonds to options, margin and other securities-based lending products, closed/open-end mutual funds, structured products, hedge funds, and penny stocks. [Attorney Bio]