Wavemark Income Fund: SEC Alleges $9.6M Mobile Home Notes Fraud

What the SEC says Wavemark sold

Wavemark Capital, LLC is described in the complaint as a Wyoming limited liability company with its principal place of business in Sheridan, Wyoming and an office in Austin, Texas, that “claimed to specialize in investments in mobile home parks” and managed Wavemark Income Fund, LLC (WIF). It has been administratively dissolved since December 9, 2023, the complaint says, although the alleged conduct ran through at least February 2025.

What investors bought was a note, not a share of a park. According to the complaint, WIF launched in October 2021 as a “game changing opportunity,” required a minimum of $50,000, and gave investors a “Secured Promissory Note” with a guaranteed return of 12% for a one-year term or 14% for a two-year term. The pitch was a two-step strategy: buy new mobile homes from manufacturers for $50,000 to $55,000, resell them for $75,000 to $80,000, and collect lot rent from homeowners in parks owned by affiliated companies. The money was wired to a WIF bank account and, the complaint alleges, pooled with other investor money.

Source: SEC complaint, Case 1:26-cv-02599 (filed September 21, 2026), paragraphs as cited. These are the SEC's allegations; the defendants did not admit or deny them.

Where the $9.6 million went, as alleged

Paragraph 36 of the complaint puts numbers on it. Our arithmetic against the $9.6 million raised:

Source: SEC complaint, paragraph 36; shares are our arithmetic on the SEC's rounded $9.6 million.

The first line matters most for a note holder. The notes were obligations of the fund, not of the parks, and the complaint alleges the cash moved to the affiliates that were supposed to host the homes. That is why the typical “secured by the underlying assets” sentence in a note offering has to be checked against a recorded filing, not against the offering deck.

The settlement

The SEC release says the defendants consented, without admitting the allegations, to final judgments “subject to court approval” that permanently enjoin them from violating Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5, and order the following.

Source: SEC Litigation Release 26643, September 21, 2026.

A judgment on paper is not cash in hand. The release does not say how much has been or can be collected, and it does not describe a distribution to investors. Whether an investor can recover anything depends on what the court enters and what is found; ask the SEC through the contact points on the release, and keep your own records of what you wired and what you were paid.

What the fund's Form D filings showed

Wavemark Income Fund, LLC (CIK 1893228) is a small filer: two Form D notices, both under Rule 506(c), which allows general solicitation but only to accredited investors. A Form D is a notice the issuer files about itself; it is not reviewed or approved by the SEC.

Source: SEC Forms D, parsed from the filing XML. The first lists a $50,000 minimum and “Other Real Estate” as the industry group; the amendment reports a first sale on January 17, 2022 and no sales commissions or finders’ fees.

Three things stand out, and none is proof of anything on its own. First, the amendment reports sales of $7,037,995 to 70 investors; the SEC's figures for the whole period are about $9.6 million and nearly 100, so roughly $2.56 million and 30 investors are not on any Form D (our arithmetic; the amendment is dated May 2024 and the SEC period runs to February 2025, so some of the gap may simply be later sales). Second, the Form D reports no sales commissions, and the complaint alleges at least $62,000. Third, the fund filed nothing after May 31, 2024, although the SEC says offers and sales ran to February 2025 and payments had been late or missed since January 2024. Our guide to reading a Form D explains what the form does and does not cover, and our 506(b) versus 506(c) census shows how common the 506(c) route is.

What a reader can do with this

• If you hold a Wavemark Income Fund note: gather the signed note, subscription agreement, wire confirmations and every payment you received, and check the docket of No. 26-cv-02599 in the Western District of Texas for the entry of the final judgments. The SEC release is the contact route for questions about the action.
• If you are offered any private note secured by “homes” or “equipment”: ask for the recorded UCC financing statement (search the state Secretary of State record yourself), the serial numbers or certificates of origin of the specific units, and the bank statement showing where your wire will land. Each of these was, per the complaint, promised and absent here.
• Treat “guaranteed” 12% to 14% with the arithmetic: on a $50,000 note at 12% the promise was $6,000 a year (our arithmetic), paid out of a business the complaint says was not buying homes.
• Compare with the real business: the listed manufactured housing owners report 5% to 6% rent growth and high occupancy, see our mobile home park investing read; a note issuer's returns come from its ability to pay, not from the parks' rent roll. Other note issuers are covered in our guide to real estate notes and the crowdfunding red-flag checklist.

A loss on a note that was part of a larger plan has tax and estate consequences that depend on your facts.

FAQ

Sources: SEC Litigation Release No. 26643 (September 21, 2026); SEC v. Wavemark Capital, LLC and its founder, Complaint, No. 1:26-cv-02599 (W.D. Tex., filed September 21, 2026), read from the court-stamped PDF; SEC Form D accession 0001893228-21-000001 (November 10, 2021) and Form D/A 0001893228-24-000003 (May 31, 2024); EDGAR submissions record for CIK 1893228, checked November 2, 2026. The SEC's allegations have not been proven; the defendants neither admitted nor denied them. This is analysis of public documents, not investment, legal or tax advice.