Reg A - Form 1-A Filings Beta

Beta. Initial Form 1-A only. Target raise is the stated Amount to be Raised, totaled. Compared with the same dates one year earlier.

YTD: Jan 1, 2026 - Nov 13, 2026 vs Jan 1, 2025 - Nov 13, 2025

Number of Filings136Prior 129 +5.4%

Target Raise, Total$3.48BPrior $3.59B -2.9%

	This YTD	Year prior	Change
Filings	136	129	+5.4%
Target raise	$3.48B	$3.59B	-2.9%

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Source: DisclosureQuest. Initial Form 1-A only.

This display counts initial Form 1-A filings only. It does not represent subsequent filings, including Form 1-A/A amendments or Form 1-A POS post-qualification updates filed by the issuer. Amounts are the stated Amount to be Raised on the initial filing, not capital raised and not amounts revised in later filings.

Metric

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Filings

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Total Offering Amount

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Filing volume digest

Since Thursday’s 5 PM ET check through Friday about 7 AM ET (EDGAR live feed): 46 new Form D and 5 Form D/A notices, 2 new Reg CF Form Cs (both on Wefunder), 1 Form C-AR annual report, and no new Reg A (Form 1-A) filings or Reg A/Reg CF amendments. Standouts: Triatomic Capital filed four Form Ds reporting about $397.5 million sold across its Fund II family, led by $297.0 million from 120 investors in Triatomic Capital Private II, with no broker listed; humanoid robot maker Andromeda Robotics reported $30.0 million sold toward a $75 million equity round; Col Ventures Fund I reported $30.3 million toward a $60 million fund; 8 Mercer Opportunities TML reported $28.65 million sold; and on Wefunder, BBQ Tools opened a Reg CF raise of up to $1 million and GIO’S Outdoors one of up to $124,000. Two Denver entities, Savorexi Capital and Vantrex Digital Markets, each filed new Rule 506(c) notices for up to $100 million with no sales yet. No D/A amendment cleared our notability bar overnight (the largest, Monterone Partners Master Fund, reported $43.6 million sold). New C-AR: StartEngine-backed R3 Printing (revenue $0, net loss $772.3K for FY2025). Offering amounts are maximums, not money raised.

Spotlight

Deep-tech VC Triatomic Capital files four Form Ds reporting about $397.5M sold across its Fund II family; no broker listed

4 Form Ds (new) · Reg D Rule 506(b), Section 3(c)(7) · Pooled investment funds (private equity) · Triatomic Capital Private II LP: $296,975,000 sold to 120 investors (indefinite offering, first sale Mar 6, 2026) · Triatomic Capital Offshore Private II LP: $77,700,000 sold to 20 investors (first sale Mar 27, 2026) · Triatomic Opportunity Fund IV LP: $12,300,000 · Triatomic Opportunity Fund V LP: $10,499,975 · No broker or sales commissions listed &

Palo Alto-based Triatomic Capital, a venture firm focused on AI, deep tech and engineered biology, filed four Form D notices Thursday evening reporting about $397.5 million in total sales across its newest fund vehicles. Triatomic Capital Private II LP reported $296.98 million sold to 120 investors, and its offshore parallel fund reported $77.7 million from 20 investors, with sales beginning in March. Two smaller opportunity funds reported a combined $22.8 million. No broker or placement agent is listed. The filings follow a Nov. 6 LinkedIn post by Triatomic’s Jeff Huber saying the firm’s Fund II was oversubscribed.

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Outline: (1) Four Form Ds put about $397.5M of sales on the record across Triatomic’s Fund II family; (2) onshore Private II ($297.0M, 120 investors) and offshore parallel ($77.7M, 20 investors); (3) two opportunity funds add about $22.8M; (4) the firm’s stated focus on AI, next-gen compute and engineered biology; (5) an oversubscribed fund in a tight venture fundraising market. Other filings: Offshore Private II, Opportunity Fund IV, Opportunity Fund V.

Market context: AI-focused managers are still drawing large commitments even as chip stocks swing on Nvidia’s leadership change and the 10-year Treasury yield sits above 5%.

Humanoid companion robot maker Andromeda Robotics reports $30.0M sold toward a $75M equity round; no broker listed

Form D (new) · Reg D Rule 506(b) · Equity · Up to $75,000,000 · $30,020,303 sold · 17 investors · First sale Oct 29, 2026 · No broker or sales commissions listed · San Francisco, California · Filed Nov 12, 2026, 5:47 PM ET

Andromeda Robotics, Inc., the San Francisco-based maker of the Abi humanoid companion robot for aged care, filed a Form D Thursday evening reporting $30.02 million sold to 17 investors in an equity offering of up to $75 million under Rule 506(b). Sales began Oct. 29, and no broker is listed. The filing names co-founders Grace Brown and Yanqiu Chen and Forerunner Ventures partner Eurie Kim, who led the company’s earlier Series A, among its related persons. The $75 million figure is an offering maximum, not money raised.

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Outline: (1) $30.0M sold toward a $75M equity round; (2) background: the Series A led by Forerunner Ventures in 2025 and the U.S. launch of Abi in 2026; (3) humanoid and embodied-AI funding momentum; (4) watch for a round announcement or an amended Form D.

Market context: Investor appetite for embodied AI stays strong in private markets, even as public AI hardware names are volatile this week.

Two small businesses open Reg CF raises on Wefunder: BBQ Tools (up to $1M) and GIO’S Outdoors (up to $124K)

2 Form Cs (new) · Reg CF · Funding portal: Wefunder Portal LLC · BBQ Tools, Inc. (Virginia): preferred stock, $10,000 target, up to $1,000,000, $10M pre-money valuation ($8M for investors in the first $150K), 5% portal fee, filed Nov 12, 7:52 PM ET · GIO’S Outdoors LLC (Missouri): “other” security, $10,000 target, up to $124,000, 7.9% portal fee, filed Nov 12, 8:51 PM ET · Both deadlines Apr 30, 2027

Two small businesses launched Regulation Crowdfunding offerings on Wefunder Thursday evening. BBQ Tools, Inc., a Virginia corporation behind porkbarrelbbq.com, is offering preferred stock with a $10,000 target and a $1 million maximum at a $10 million pre-money valuation, or $8 million for investors in the first $150,000; it reported $229,838 in revenue and a $66,780 net loss for its last fiscal year. GIO’S Outdoors LLC, a Missouri company, is seeking up to $124,000 and reported $562,537 in revenue and a $359,422 net loss. Both raises run until April 30, 2027.

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Outline: (1) Two new Wefunder raises from consumer and outdoor small businesses; (2) BBQ Tools’ early-investor valuation discount ($8M vs. $10M); (3) financials from the Form C filings; (4) Wefunder’s fees on each deal. Second filing: GIO’S Outdoors Form C.

Market context: With rates high and bank credit tight for very small firms, Reg CF remains a route for consumer brands to raise from their customers.

Col Ventures Fund I reports $30.3M sold toward a $60M venture fund

Form D (new) · Reg D Rule 506(b), Section 3(c)(1) · Pooled investment fund (venture capital) · Up to $60,000,000 · $30,300,000 sold · 2 investors · $300,000 minimum · First sale Nov 11, 2026 · No broker listed · Cresskill, New Jersey · Filed Nov 12, 2026, 8:32 PM ET

Col Ventures Fund I, L.P., a Cresskill, New Jersey venture fund, filed a Form D Thursday evening reporting $30.3 million sold toward a $60 million target, from two investors. The fund lists a $300,000 minimum investment and no broker or sales commissions, and its first sale was Nov. 11. The filing names Col Ventures GP, LLC and Yair Geva as related persons. The $60 million figure is a target, not money raised.

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Outline: (1) First close at roughly half of a $60M target; (2) concentrated LP base (two investors); (3) emerging-manager fundraising conditions.

Market context: Higher Treasury yields keep pressure on allocators’ venture commitments, making a half-filled first close notable.

Recent Annual Reports (Form C-AR)

Experfy, Inc.

Filed 2026-11-12 · FY 2026 · StartEngine Capital, LLC

Revenue: $7.34M
Net income: -$2.4K
Total assets: $395.7K
Employees: 28

Experfy, Inc. filed its annual report reporting revenue of $7.3M (+61% vs $4.6M the prior year) and a net loss of $2.4K for fiscal year 2026, with $395.7K in total assets and 28 employees.

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R3 Printing, Inc.

Filed 2026-11-12 · FY 2025 · StartEngine Capital, LLC

Revenue: $0
Net income: -$772.3K
Total assets: $716.4K
Employees: 3

R3 Printing, Inc. filed its annual report reporting revenue of $0 and a net loss of $772.3K for fiscal year 2025, with $716.4K in total assets and 3 employees.

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Simplify Genomics, Inc.

Filed 2026-11-12 · FY 2024 · Wefunder Portal LLC

Revenue: $1.48M
Net income: -$1.48M
Total assets: $5.07M
Employees: 4

Simplify Genomics, Inc. filed its annual report reporting revenue of $1.5M (+2% vs $1.5M the prior year) and a net loss of $1.5M for fiscal year 2024, with $5.1M in total assets and 4 employees.

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Simplify Genomics, Inc.

Filed 2026-11-12 · FY 2025 · Wefunder Portal LLC

Revenue: $964.5K
Net income: -$2.1M
Total assets: $2.14M
Employees: 4

Simplify Genomics, Inc. filed its annual report reporting revenue of $964.5K (-35% vs $1.5M the prior year) and a net loss of $2.1M for fiscal year 2025, with $2.1M in total assets and 4 employees.

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Fanbase Social Media, Inc.

Filed 2026-11-10 · FY 2025

Revenue: $170.5K
Net income: -$7.13M
Total assets: $5.07M
Employees: 5

Fanbase Social Media, Inc. filed its annual report reporting revenue of $170.5K (+60% vs $106.7K the prior year) and a net loss of $7.1M for fiscal year 2025, with $5.1M in total assets and 5 employees.

View on EDGAR →

Data generated: 2026-11-13T12:00:22+00:00

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