SEC Accuses Linqto Executives of Fraud Involving Over $430 Million in Pre-IPO Offerings

Federal securities regulators initiated legal action on October 9, 2026, accusing two former corporate officers of conducting a fraudulent scheme tied to private technology investments.¹ The enforcement action targets William Sarris and Joseph Endoso, both of whom previously served as executive leaders at Linqto, Inc., an enterprise located in San Jose, California.¹ According to the regulator's formal filing, an operating subsidiary of the company distributed more than $430 million in financial instruments to individual retail buyers between at least 2021 and 2024.¹ Those distributed assets were structured as special purpose vehicles that maintained underlying equity interests in closely held commercial entities.¹ The government alleges that the two former corporate leaders actively misled and swindled individuals utilizing the firm's web portal to secure stakes in pre-IPO unicorn enterprises.¹

The transactions at issue occurred over a span of several years, beginning no later than 2021 and continuing forward through 2024.¹ During that multi-year interval, ordinary members of the public seeking access to late-stage venture enterprises acquired interests in special purpose vehicles through Linqto's affiliate.¹ The collective volume of these alternative structures climbed above the $430 million mark as private equity exposures were marketed across the firm's digital ecosystem.¹ Officials maintain that the operational architecture used by Sarris and Endoso targeted non-institutional buyers eager to invest in highly valued private unicorns before initial public offerings took place.¹

Central to the government's complaint are assertions that Sarris and Endoso repeatedly gave customers untrue descriptions of how platform offerings were valued.¹ Throughout the multi-year timeline, the executives allegedly told purchasers that the pricing presented on the site tracked prevailing market conditions or even offered favorable discounts below prevailing rates.¹ Regulators assert that these representations contradicted internal realities, as virtually every single product offered on the portal carried a valuation established well in excess of fair value.¹ By allegedly misrepresenting these baseline numbers, the former executives led buyers to believe they were participating at competitive market benchmarks rather than marked-up amounts.¹

Beyond false assurances regarding asset values, the executives reportedly created a manufactured impression of immediate scarcity around certain offerings.¹ The complaint states that prospective buyers were notified that specific investment products were fully subscribed or completely sold out.¹ In reality, the operating enterprise maintained unsold inventory and held additional units that remained ready for customer acquisition.¹ These representations concealed the actual supply of vehicle allocations available on the trading platform at the time investors sought participation.¹

The civil complaint also details how the platform's price setting framework was characterized to the investing public.¹ Sarris and Endoso allegedly asserted that a proprietary computational algorithm handled the pricing of specific offerings in a fully automated manner.¹ Promotional statements described an automated engine that would fluctuate asset values upward and downward in dynamic response to shifting customer demand.¹ The regulatory inquiry uncovered that no such automated system governed the listings, and company staff instead continued adjusting transaction prices by hand.¹

Platform marketing simultaneously offered explicit assurances to the public regarding full regulatory legitimacy and standard-setting compliance.¹ The two leaders routinely insisted to prospective participants that the corporate entity operated in complete harmony with federal securities statutes.¹ These external declarations stood in sharp contrast to explicit legal guidance delivered directly to the executives by their own professional attorneys.¹ According to the commission, retained legal counsel had notified the executives that the operational structure of their commercial enterprise infringed upon federal securities rules.¹

The civil charges encompass broader statutory breakdowns regarding registration requirements and participant qualifications.¹ The regulatory agency contends that Sarris and Endoso impermissibly managed unregistered investment companies through the corporate subsidiary.¹ Furthermore, the executives allegedly orchestrated the distribution of securities in non-exempt, unregistered offerings directly to unaccredited buyers.¹ By routing unaccredited retail customers into unregistered investment vehicles, the underlying enterprise bypassed mandated supervisory checks, according to the complaint.¹

The formal enforcement lawsuit was entered into the record within the United States District Court for the Northern District of California.¹ The action charges both Sarris and Endoso with direct violations of Section 17(a) of the Securities Act of 1933, alongside Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder.¹ Both defendants are additionally accused of aiding and abetting Linqto's corresponding antifraud infractions under those exact statutory clauses.¹ The complaint also includes counts under Sections 5(a) and 5(c) of the Securities Act, as well as aiding and abetting breaches of Section 7(a) of the Investment Company Act of 1940.¹ Sarris separately faces an individual claim establishing control person liability pursuant to Section 20(a) of the Exchange Act.¹

To address the alleged misconduct, the regulatory agency is seeking permanent injunctions, monetary civil penalties, and the return of ill-gotten profits via disgorgement supplemented by prejudgment interest.¹ The government is also asking the Northern District of California court to impose permanent officer and director prohibitions on both Sarris and Endoso.¹ The underlying inquiry was handled by Anthony Moreno and Matthew Meyerhofer, under direct supervision provided by Ruth Hawley and Jason H. Lee at the agency's San Francisco Regional Office.¹ Courtroom proceedings will be spearheaded by Moreno and Meyerhofer, with supervisory direction from Jason Bussey.¹ Regulatory authorities recognized investigative assistance supplied by the Federal Bureau of Investigation along with the United States Attorney's Office for the Southern District of New York.¹