iCapital, the New York fintech company that runs a platform for alternative investments, said on February 11, 2026 that it had signed a definitive agreement to acquire Passthrough. The New York startup automates the paperwork and compliance checks that investors go through when they commit money to private funds.
The price and payment terms were not disclosed, and the announcement did not give a closing date.
iCapital said Passthrough's tools would extend its onboarding support for limited partners beyond the private wealth channel to institutional investors, giving general partners one platform for every type of investor. Together, the two companies support about 1,200 general partners and product providers, from emerging managers to some of the largest asset managers in the world.
What Passthrough built
Passthrough builds software for investor identity, subscription documents and KYC/AML compliance in private markets. Fund managers use it to collect investor information, fill in subscription agreements and store sensitive identity data, and it connects to other software used across the private capital industry.
When it raised its Series A in 2023, TechCrunch described a web-based tool that asks investors one relevant question at a time, in the style of tax-filing software, and builds investor profiles from more than 200 data points. Passthrough said onboarding took about 20 minutes in one sitting. It also screened investors against sanctions lists and had launched a standalone anti-money-laundering and know-your-customer product.
At that point Passthrough said it served more than 250 customers, including venture firms and asset managers with more than $100 billion under management, and more than 12,000 individual investors.
“We are thrilled to join the iCapital team and integrate our investor identity and onboarding technology capabilities with iCapital's global platform, and together we will accelerate the industry's shift toward a unified, identity‑first standard—for the entire alternative investment ecosystem.”
Why iCapital is buying
iCapital chairman and chief executive Lawrence Calcano said the company had started out by making it simpler for general partners to reach the wealth channel, and that Passthrough was a natural extension because it would let iCapital serve fund managers across both wealth and institutional markets.
iCapital cited Preqin figures showing that institutional flows into alternative investments exceeded $1.30 trillion in 2025. It said Passthrough's capabilities complement its existing identity solutions and would be adapted for the reporting, operating and compliance needs of limited partners.
The buyer is much larger than the target. As of December 31, 2025, iCapital said it serviced more than $1.13 trillion in assets on its platform, including $295.9 billion in alternative platform assets, and served more than 3,300 wealth management firms and 122,000 financial professionals from 18 offices.
The founders and the funding
Passthrough was founded in 2020 by Tim Flannery, Ben Doran and Alex Laplante, who had all worked on the investor services team at Carta before leaving to start the company, TechCrunch reported. Flannery is chief executive.
In February 2022 the company raised a $5 million seed round led by Positive Sum, with Okta Ventures, Great Oaks VC and Company Ventures taking part, according to the company's announcement. Angel investors in that round included Crossbeam chief executive Bob Moore and Allocate founder Samir Kaji. A year later it raised a $10 million Series A, again led by Positive Sum, with Motley Fool Ventures, Broadhaven Ventures, Company Ventures and Great Oaks VC, bringing its total to $15 million. TechCrunch reported that the Series A valued the company at $50 million.
Passthrough had 26 employees at the time of the Series A, most of them working from an office in Manhattan's Financial District, Built In NYC reported. The company planned to spend most of that round on marketing and research and development. Its headcount at the time of the sale was not reported.
What happens next
Flannery said Passthrough would combine its investor identity and onboarding technology with iCapital's global platform. He said the two would push the industry toward a single identity-first standard across alternative investments.
iCapital did not say whether the Passthrough brand will be kept or whether customers will be moved onto iCapital's own products. Calcano said the company looked forward to welcoming the Passthrough team.
