---
title: "Linqto (in Chapter 11; transactions paused)"
url: https://altstreet.investments/platforms/reviews/linqto
kind: platform-review
updated: 2026-09-30
description: "Linqto review: AltStreet rebuilt the SEC record of the paused pre-IPO platform. 546 offerings, $486,124,079 reported sold, and not one vehicle that ever reported 100 investors. Plus the broker-dealer that says it never served the business, and 157 retroactive exclusion amendments."
publisher: AltStreet (https://altstreet.investments)
license: Public factual pages may be read, quoted and cited with attribution and a link. Bulk redistribution is not permitted.
---

# Linqto (in Chapter 11; transactions paused)

Linqto sold retail investors units in single-company vehicles holding pre-IPO shares, paused transactions in 2025, and filed for Chapter 11 in the Southern District of Texas on July 7, 2025. AltStreet rebuilt its Regulation D record: 1,231 Form D filings resolving to 546 offerings, $486,124,079 reported sold and 22,222 investor positions, and not one offering in the entire book ever reported 100 investors or more.

AltStreet score: 11.8 (F), scored September 19, 2026. Method: https://altstreet.investments/platforms

| Field | Value |
| --- | --- |
| Platform | Linqto |
| What it is | Pre-IPO private-share platform selling units in single-company special purpose vehicles as principal (transactions paused; parent in Chapter 11 with a plan confirmed February 6, 2026) |
| Asset class | Units in series of a Delaware LLC holding an indirect economic interest in shares of one private company |
| Website | linqto.com |
| Review first published | September 18, 2026 |
| Last updated | September 30, 2026 |
| AltStreet relationship | None: no affiliate, sponsorship or partnership |

## The short version

Linqto sold $486,124,079 of units in 546 single-company vehicles to 22,222 investor positions, then froze redemptions and filed for Chapter 11. The filings record a structure the marketing never described: a reported-investor ceiling that stops at 99 in every one of 546 offerings, a registered broker-dealer whose own audited accounts say it did not provide services to the offering business, and 157 offerings that had an Investment Company Act exclusion added retroactively in the last five months of the business.

- **0 of 1,231** Form D filings that ever reported 100 or more investors in a vehicle. The maximum recorded anywhere in the book is 99, across 546 offerings, without an exception.
- **$486,124,079** Reported sold across 546 offerings, which independently corroborates the "over $450 million" figure in the indictment from the filed record alone.
- **$1,669k** Commission revenue the registered broker-dealer restated away, on the stated ground that it had not engaged in broker-dealer activities during 2023.
- **157** Offerings that had the Section 3(c)(1) exclusion added by amendment between August 2024 and January 2025. None had one removed.
- **$0 and $0** Sales commissions and finders' fees reported across all 546 offerings. In a principal model there is no commission to report, because the cost is in the price.
- **2 years** Consecutive fiscal years in which the registered broker-dealer reported a net capital deficit, both disclosed on July 10, 2025, three days after the parent's bankruptcy petition.

Data note: Figures computed by AltStreet from the 1,231 Form D and D/A filings of Linqto Liquidshares LLC (CIK 1841356) in its EDGAR ledger, from the four X-17A-5 annual reports of Linqto Capital, LLC (CIK 1878121), from FINRA BrokerCheck CRD 314557, and from a 100-page crawl of linqto.com on September 18, 2026.


## Key figures

| Figure | What it is | Context |
| --- | --- | --- |
| 99 | Highest investor count ever reported on any Linqto Form D | Across all 1,231 filings. Zero report 100 or more, and 158 sit in the 90 to 99 band. Item 14 counts investors, not beneficial owners. |
| $1,669k | Commission revenue the registered broker-dealer restated away | Reversed because, in the filing's words, it "did not engage in broker-dealer activities during 2023". |
| 157 | Offerings that had a 3(c)(1) exclusion added by amendment | August 2024 to January 2025. None had one removed. 300 offerings still claim no exclusion. |
| $486,124,079 | Reported sold across 546 offerings | 22,222 investor positions. Median offering $202,537, largest $70,509,036. |
| $2,500 | Lowest minimum investment reported on any Form D | The site separately advertises a $1,000 initial minimum. The two measures could not be reconciled. |


## Verdict

Linqto is a closed platform with an open public record, and the record is the reason to read it. Between December 2021 and January 2025 it filed 546 Regulation D offerings reporting $486,124,079 sold to 22,222 investor positions, and not one of those offerings ever reported a hundredth investor. Its registered broker-dealer, a member firm in 52 states and territories, restated away the only commission revenue it had ever booked, on the stated ground that it had not engaged in broker-dealer activities, and its audited notes say it was never engaged to serve the offering entity or any other party. Its website today still headlines "All-In Pricing" and names the whole basis of its compensation as a "Purchase Premium" of unstated size. Customers are now creditors under a plan confirmed on February 6, 2026.

**Best for**

- Investors trying to understand what a principal-model pre-IPO platform looks like from the outside, before committing money to one that is still open
- Former Linqto customers who want the filed record of the entity they bought from, separate from the litigation coverage
- Anyone building a checklist for single-company special purpose vehicles: the tests in this review are all runnable on EDGAR and BrokerCheck

**Look elsewhere if**

- You are looking for a platform to invest through. Transactions are paused and the parent is reorganizing.
- You want a verdict on the criminal case. This review takes no position on guilt and neither should any reader of it.
- You need a recovery estimate. The plan targets a share of fair market value, but AltStreet located no public filing carrying the marks on the underlying private shares.

**Strengths**

- The estate does hold private-company positions, and the confirmed plan routes their value to customers through a trust or a fund. The offerings were represented as backed by shares in named private companies; AltStreet cannot certify from the public record that every one of the 546 had a fully matched block behind it, and the broker-dealer's own audited note uses the word "purported" of the allocation step.
- The Regulation D record is unusually complete for a retail platform. 304 of 546 offerings were amended at least once, so the filings track sales over time rather than freezing at the first notice.
- The company's post-2024 management filed the broker-dealer's overdue annual reports, restated the prior year, and disclosed the regulatory investigations in the audited notes rather than leaving them out.

**Limitations**

- The price basis was never published. No acquisition cost, no premium percentage, and no range appears on the site or in any filing AltStreet located.
- The registered broker-dealer was structurally beside the business rather than in it, and reported a net capital deficit in each of its first two full fiscal years.
- No realized outcome is published for any offering, so there is no return series to evaluate even for the offerings that predate the collapse.
- The marketing is still live and still in the present tense, including a stated $1,000 initial minimum that AltStreet could not reconcile with any offering minimum in the book.


## What this means for your decision.

| Topic | Finding |
| --- | --- |
|  | You cannot invest here, and the recovery vehicles are not yet public documents |
|  | Every offering stopped at 99 reported investors, with no exceptions |
|  | The registered broker-dealer says in its own audited accounts that it did not serve the offering business |
|  | The Investment Company Act exclusion was added to 157 offerings after the fact, all in one direction |

Linqto is the clearest case AltStreet has reviewed of a platform whose public filings recorded the structure its marketing never described. The site said "All-In Pricing" and "Clear Pricing" while naming the markup only as a "Purchase Premium" that "varies based on market conditions, risk factors, and operating costs", with no number and no range anywhere on the site. The filings, meanwhile, show 546 single-company offerings that never once reported a hundredth investor, a registered broker-dealer whose own audited accounts say it did not serve that business and which twice reported a net capital deficit, and a wave of retroactive amendments adding an Investment Company Act exclusion in the closing months of the business. The founder has been indicted and nothing has been proven against him; the former second-in-command has pled guilty and is cooperating. The platform itself is closed, so the useful question is no longer whether to invest here. It is what to check on the platforms that are still open.


## Who it fits

| Investor | Fit | Why |
| --- | --- | --- |
| Any investor looking for a platform to use today | poor-fit |  |
| Former Linqto customers | neutral |  |
| Investors evaluating other pre-IPO platforms | well-suited |  |
| Researchers and journalists covering the case | well-suited |  |


## Questions

**Can I still invest on Linqto?**

No. The homepage carries a Chapter 11 notice stating that transactions on the platform have paused. The parent and three subsidiaries filed Chapter 11 petitions in the Southern District of Texas on July 7, 2025, and a plan of reorganization was confirmed on February 6, 2026. The last Regulation D offering the company filed is dated January 28, 2025.

**What happened to Linqto?**

Redemptions were frozen in March 2025 after an internal review of historical regulatory compliance, and the parent filed for Chapter 11 in July 2025. A plan was confirmed on February 6, 2026 with more than 95 percent approval from voting creditors, giving customers a choice between a liquidating trust and a closed-end fund intended to be publicly listed, with VanEck selected to manage the fund and Forge Global as liquidating trustee. Separately, an indictment charging the founder with securities fraud and related offenses was unsealed on September 2, 2026; those charges are accusations and he is presumed innocent. The former second-in-command pled guilty on August 27, 2026 and is cooperating with the Government.

**What did I actually own when I invested through Linqto?**

Units in a series of Linqto Liquidshares LLC, a Delaware limited liability company, which held an indirect economic interest in shares of one named private company. You did not own the shares themselves and your name was not on the company's register. The group's own broker-dealer describes the mechanic in its audited notes: Liquidshares "purported to allocate an economic interest in the Securities to a special purpose vehicle in the form of a series of Liquidshares".

**How much did Linqto charge?**

The site publishes no number. Under a heading reading "All-In Pricing" it states: "Purchase Premium. We apply a premium to the share cost, which varies based on market conditions, risk factors, and operating costs", followed by "No Other Fees" and explicit disclaimers of carry, profit, legal and administrative fees. All 546 Form D filings report $0 of sales commissions and $0 of finders' fees, which is what a principal model looks like on a Form D: the compensation is inside the price rather than in a fee line. The indictment alleges a median markup of approximately 60 percent, with over a quarter of sales above approximately 80 percent and some above 200 percent. Those figures are allegations and have not been established.

**Why did every Linqto vehicle stop at 99 reported investors?**

AltStreet checked all 1,231 Form D filings and the highest investor count ever reported is 99; none reports 100 or more. Section 3(c)(1) of the Investment Company Act excludes from registration a fund with not more than 100 beneficial owners that does not publicly offer its securities, so a hundredth owner is not itself disqualifying, and Form D Item 14 reports investors in the offering rather than making any beneficial-owner determination. The indictment alleges that the vehicles were capped at 99 deliberately and that the related vehicles should have been counted together, which would have defeated the structure. That is the Government's allegation and it has not been proved. What the filings independently show is the ceiling itself, holding across 546 offerings without an exception, which is a structural signal rather than a legal conclusion either way.

**Was Linqto a registered broker-dealer?**

The group owned one. Linqto Capital, LLC (CRD 314557) became a FINRA member on November 22, 2022 and is approved in 52 states and territories. Whether it was involved in the offerings is a different question from who filed the Form D, because an issuer files its own. The firm's audited FY2025 notes answer it directly: it "was not ever engaged to provide such services to Linqto Liquidshares LLC ... or any other parties, during the period covered by these financial statements", and its FY2023 accounts were restated to reverse the only commission revenue it had recorded. Liquidshares, the issuer on all 546 offerings, is not a registered broker-dealer. As of September 18, 2026 BrokerCheck records no disclosure events for the firm, though its own audited notes disclose an ongoing FINRA Enforcement investigation and an SEC document request.

**Will Linqto customers get their money back?**

That depends on what the estate's private-company positions realize, and on which election a customer made. The confirmed plan offers a liquidating trust interest or an interest in a closed-end fund intended to be publicly listed; published accounts describe a target of roughly 95 percent of fair market value, which is a target measured against a mark rather than a return of the amount paid. As of September 19, 2026 AltStreet did not locate a registration statement it could tie to the planned fund, so it could not read the fund's fees or the marks placed on those private shares from a public filing; a fund organized under an unrelated name would not have surfaced. Read the plan documents through the case's claims agent rather than relying on the website or on press coverage.

**What should I check on a pre-IPO platform that is still open?**

Four things, all public. First, the entity: identify the issuer on the Form D, find the group's broker-dealer in BrokerCheck, then read that firm's most recent X-17A-5 annual report, which is where it says what business it actually did and whether it met its net capital requirement. Second, the price basis: ask in writing what the platform paid for the underlying shares and on what date, and treat a description without a number as an undisclosed price. Third, the structure: read Item 6 and Item 14 of the Form D together to see what Investment Company Act exclusion is claimed and how the investor counts sit against 100, and check the amendment history rather than only the latest filing. Fourth, the outcomes: ask what realized exits, distributions or write-offs the platform has published, and treat silence as a finding.


## Update history

**September 30, 2026: The confirmed plan still has not gone effective, and the claim that sought to compel it has fallen away**

AltStreet obtained and read three filings this review had not previously seen: the adversary complaint against Forge Global Holdings, Inc. (Document 2061, filed July 19, 2026, 30 pages), Forge's answer and affirmative defenses (Document 50 in adversary proceeding 26-03265, filed September 1, 2026, 34 pages), and the June monthly operating report (Document 2133, filed September 18, 2026). Together they explain something this review described but could not account for: the plan was confirmed in February and customers have still received nothing. The estate says Forge's refusal blocked implementation; Forge denies that its withdrawal caused the delay and denies it was appointed at all. Forge, identified in the plan supplement as the selected liquidating trustee, told the estate on July 15 that it would not serve, five days before the anticipated effective date. The estate sued four days later. The single most consequential development since is procedural rather than dramatic. Under a stipulation entered August 19, 2026, which AltStreet has not obtained and knows only through Forge's answer, Count I, the section 1142(b) claim that sought an order compelling Forge to take the job, and every request for injunctive and equitable relief, are on Forge's account no longer being pressed. Four damages counts remain and Forge denies all of them.


## Evidence appendix

Platform website captured September 18, 2026.

Three record types, kept separate throughout. (1) FILINGS. AltStreet pulled all 1,231 Form D and Form D/A documents filed by Linqto Liquidshares LLC (CIK 1841356) from its EDGAR ledger and reconciled the count against EDGAR's own submissions index, which returns the same 1,231. Offerings were reconstructed by SEC file number, which is a column on the ledger and not a field inside the filing facts: 546 file numbers, one initial Form D each, 685 amendments. Because a Form D/A restates its offering, every per-offering figure takes the latest filing for that file number and every opening date takes the earliest. All four X-17A-5 annual reports of Linqto Capital, LLC (CIK 1878121) were downloaded and read in full. (2) REGISTRATION AND MARKETING. The FINRA BrokerCheck firm report for CRD 314557 was downloaded as a PDF and read. linqto.com was crawled to 100 pages on September 18, 2026 and every quoted sentence comes from that crawl. (3) LITIGATION. The redacted indictment in United States v. Sarris was downloaded from the Department of Justice and read in full; every statement drawn from it is written as an allegation. Where a fact about the bankruptcy case rests on law firm or newswire accounts rather than the docket, this review says so.

**Highlights**

- 1,231 Form D filings resolving to 546 offerings, reporting $486,124,079 sold across 22,222 investor positions between December 6, 2021 and January 28, 2025.
- Maximum investor count reported anywhere in the book: 99. Offerings reporting 100 or more: zero. Bands: 353 at 1 to 49, 35 at 50 to 89, 157 at 90 to 98, one at exactly 99.
- Linqto Capital, LLC has filed four X-17A-5 annual reports and nothing else. Its FY2025 notes state it "was not ever engaged to provide such services to Linqto Liquidshares LLC ... or any other parties".
- FY2023 restated to reverse $1,669 thousand of commissions revenue, because "as a matter of regulatory law, the Company did not engage in broker-dealer activities during 2023".
- Net capital deficit of $(794) thousand at December 31, 2023 and $(922) thousand at December 31, 2024, restored to $318 thousand of net capital at December 31, 2025.
- 246 offerings claim the Section 3(c)(1) exclusion; only 89 claimed it on the opening filing. 157 had it added by amendment between August 2024 and January 2025, and none had it removed.
- $0 of sales commissions and $0 of finders' fees reported on all 546 offerings.
- No offering reports a minimum investment below $2,500. The site separately advertises "a $1,000 initial minimum"; the two measures could not be reconciled.

**Primary source pages**

- https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001841356&type=D&dateb=&owner=include&count=40
- https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001878121&type=X-17A-5&dateb=&owner=include&count=40
- https://brokercheck.finra.org/firm/summary/314557
- https://www.linqto.com/what-we-offer/
- https://www.linqto.com/how-it-works/
- https://www.linqto.com/about/
- https://dm.epiq11.com/case/linqto/info


## Related

- Full review (HTML): https://altstreet.investments/platforms/reviews/linqto
- Every platform review: https://altstreet.investments/platforms/reviews
- Methodology and scoring: https://altstreet.investments/platforms
- Category hub: https://altstreet.investments/categories/secondary-pre-ipo-markets

---

Source page: https://altstreet.investments/platforms/reviews/linqto
Machine index: https://altstreet.investments/llms.txt
AltStreet reads what platforms, funds and issuers file with the SEC and what they tell investors, and publishes the difference. Figures are as filed or as captured on the date stated; nothing here is investment advice.