In 2020, Ram Ruprireddy of Ashburn, Virginia, invested approximately $17,250 in a vehicle managed by Late Stage Management, a New Jersey-based firm offering stakes in special-purpose vehicles (SPVs) that purportedly held shares in private companies such as SpaceX, Impossible Foods, and SoFi. SPVs provide a mechanism for investors to gain exposure to private companies without directly holding shares, bypassing shareholder limits and regulatory scrutiny common to public equity.

Mr. Ruprireddy, a data engineer, was drawn by the prospect of participating in high-profile start-ups before their public offerings, with the goal of funding his children’s college education. At the time of his investment, SpaceX was estimated to be valued around $58 billion. When the rocket company went public in June 2026 with a valuation close to $1.77 trillion, Mr. Ruprireddy and other investors expected substantial returns.

However, following the initial public offering (IPO), Mr. Ruprireddy and multiple Late Stage investors encountered difficulties accessing their online accounts. They later received notification that their interests in SpaceX had been sold by Late Stage in late 2024 at approximately $105 per share before a 5-for-1 stock split, yielding a total valuation substantially lower than the company’s IPO price. Mr. Ruprireddy believed that his holdings, based on prior tax documents and account statements, should have been worth more than $300,000 at the IPO price.

More than 100 investors in a related chat group report similar concerns, and some have sought legal counsel or filed formal complaints with the U.S. Securities and Exchange Commission (SEC). One investor disclosed that an SEC attorney and an FBI special agent had contacted him regarding his experience with Late Stage’s offerings.

Late Stage Management has not responded to multiple requests for comment. The firm’s physical office in New Jersey appears to have been vacated several years ago, and staff including sales manager Jeremy Barish have declined or failed to respond to inquiries. The SEC and FBI have not commented on potential investigations.

The situation highlights broader challenges associated with SPVs, which have grown increasingly popular as startups delay going public. SPVs typically pool capital from accredited investors and invest directly or indirectly in private companies, sometimes through layered vehicles complicating ownership transparency. Unlike mutual funds, SPVs are subject to fewer regulatory requirements and do not report holdings publicly or file audited financials with the SEC.

Investors in SPVs do not hold company shares directly; instead, they purchase “exposure” through complex structures that rely heavily on trust in fund managers to distribute shares or cash upon a liquidity event such as an IPO. Fees charged by SPVs can be substantial, including upfront placement fees and performance-based payments.

Late Stage’s model involved acquiring SPV interests in SpaceX shares originated from a private offshore firm, Capital Truth, based in the Bahamas. That firm also did not respond to requests for comment. These multi-tiered arrangements make it difficult for investors like Mr. Ruprireddy to ascertain the true status and value of their holdings.

Legal experts emphasize the importance of investors ensuring transparency and ownership clarity when engaging with alternative investments such as SPVs. The unfolding concerns over Late Stage highlight the risks smaller investors face in the opaque world of private equity exposure.