U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 26572 / June 24, 2026

Securities and Exchange Commission v. Giovanni Pennetta, No. 26-civ-05209 (S.D.N.Y. filed June 22, 2026)

SEC Files Settled Action as to New York-based Investment Adviser Charged with Defrauding Investors

On June 22, 2026, the Securities and Exchange Commission filed settled charges as to New York resident and investment adviser Giovanni Pennetta for allegedly defrauding investors who invested over $10.5 million in his fund NextGenTech Investments LLC.

According to the SEC's complaint, filed in the U.S. District Court for the Southern District of New York, Pennetta managed NextGenTech through the exempt reporting adviser, Sestante Capital LLC. The complaint alleges that from February 2021 through December 2025, Pennetta solicited at least 6 investors seeking economic exposure to the securities of a private company and convinced them to invest over $10.5 million in NextGenTech based on false representations that he or the companies under his control owned or had access to the private company's shares. The complaint further alleges that neither Pennetta nor his companies ever held or had access to the shares, and none of the investor funds were used to purchase shares of the private company's stock. According to the SEC's complaint, instead of using investor funds to purchase shares, Pennetta misappropriated over $6.2 million for his personal use and to repay an investor in a separate NextGenTech offering.

The SEC's complaint charges Pennetta with violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Sections 206(1), (2), and (4) of the Investment Advisers Act of 1940 and Rule 206(4)-8 thereunder. Pennetta has consented to the entry of a judgment, subject to court approval, in which he agreed to be permanently enjoined from violating the charged provisions of the federal securities laws and from participating in the issuance, purchase, offer, or sale of any security, except for purchases or sales for his own personal account. The proposed settlement also provides for the Court to determine at a later date, upon motion of the Commission, whether to order disgorgement, prejudgment interest, and/or a penalty against Pennetta.

In a parallel criminal action concerning the same conduct, on March 5, 2026, Pennetta pleaded guilty to one count of wire fraud in violation of 18 U.S.C. § 1343 before the United States District Court for the Southern District of New York in United States v. Pennetta, 25-cr-577 (JSR).

The SEC's investigation was conducted by William Conway, Melissa A. Coppola and Sandeep Satwalekar. The case is being supervised by Thomas P. Smith, Jr. The SEC's litigation is being handled by Alexander Vasilescu and Mr. Conway. The SEC appreciates the assistance of the U.S. Attorney's Office for the Southern District of New York and the Federal Bureau of Investigation.