Reg D 506(c) — Form D Filings Beta

Filing volume digest

Since Thursday’s 5 PM ET check through Friday about 5 PM ET (EDGAR live feed): 195 new Form D and 121 Form D/A notices, 4 new Reg CF Form Cs (two on Wefunder, one on Climatize, one on PicMii Crowdfunding), 3 Form C-AR annual reports, and 5 Reg A filings (a Form 1-A POS from DealMaker-backed Doroni Aerospace and four Rule 253(g)(2) offering circulars, three with DealMaker Securities as broker-dealer); no new Form 1-A offerings or Reg CF amendments. Standouts: Brookfield’s artificial intelligence infrastructure fund family filed its annual Form D amendment reporting $5.0 billion sold to 20 investors, up from no sales a year ago, with Brookfield Oaktree Wealth Solutions and Morgan Stanley Smith Barney among the firms listed for sales compensation; Onex Partners Ranger CV filed a new notice reporting $651.1 million sold, with Jefferies as broker; Austin hardware AI startup Nominal, which announced a $240 million Series C on Nov. 9, filed two Form Ds reporting about $238.8 million in equity sold ($170.5 million and $68.3 million), with no broker listed; Ares Management’s special situations fund Ares SSG Capital Partners VII and its feeder filed annual Form D amendments reporting about $3.58 billion sold combined ($2.166 billion and $1.416 billion, up from no sales a year ago), with Ares Management Capital Markets listed for sales compensation; 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; AEH Investors, a New York private equity vehicle filed in care of DFW Capital Partners, reported $221.4 million sold to 11 investors in a new notice, and a related AEH Parent filing reported $224.1 million from 5 investors, with no broker listed on either; Boston private equity co-invest vehicle Yellow Wood Navigate Co-Invest reported $195.0 million sold to 10 investors in a new notice, with no broker listed; Tara Emerging Asia Liquid Fund (US) reported $257.8 million sold to 72 investors in a new notice; Mauritius-based Estee India Fund reported $82.1 million sold to 88 investors, with Kotak Mahindra listed for sales compensation; hedge fund Berlin Power Partners reported $80.1 million from 103 investors; 12 Flags Consumer Fund II reported $76.8 million sold; 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; Cambridge, Massachusetts biotech Nanopath reported $29.9 million sold toward $36.8 million; Chattanooga tech company Kunin Technologies reported $15.2 million sold; 8 Mercer Opportunities TML reported $28.65 million sold; DLFF 26A, a series of CGF2026 LLC, reported $23.0 million from 139 investors; Tribe Capital Firstlook APP-03 reported $20.5 million sold to 8 investors; Miami children’s IP company Elf Labs filed a Reg A offering circular for up to about $49.2 million at $2.98 a share, plus up to $12.0 million from selling stockholders, with DealMaker Securities as broker-dealer of record; Florida plastics technology company Timeplast filed its final Reg A offering circular for up to about $25.0 million at $4.93 a share after SEC qualification on Nov. 10, with DealMaker Securities as broker-dealer of record; TerraCycle US raised the price in its DealMaker-backed Reg A offering to $7.02 a share from $6.91; StartEngine Private Funds’ Series 25-1 filed a new Rule 506(c) notice for up to $3.58 million with $249,104 sold to 5 investors; Wahed Real Estate Fund I filed a Reg A offering circular supplement disclosing a $293,000 single-family home purchase in Bessemer, Alabama, and a $0.112-a-share dividend; on Wefunder, BBQ Tools opened a Reg CF raise of up to $1 million and GIO’S Outdoors one of up to $124,000; on Climatize, Maitland, Florida-based Solar Development Group opened a Reg CF debt raise targeting $260,000 (up to $295,000); and on PicMii Crowdfunding, Solana Beach, California-based Simplify Genomics opened a Reg CF SAFE raise targeting $10,000 (up to $5 million). JLLX Lake Howell, DST filed a new notice for up to $64.8 million with $23.9 million sold, with LaSalle Investment Management Distributors listed for sales compensation, and Arkansas bank holding company First Service Bancshares reported $29.0 million sold to 30 investors (Performance Trust Capital Partners). 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, BLX Lot 5 Fund filed a new notice for up to $100 million with no sales yet, and a CVC Credit Partners European Direct Lending Fund V co-invest vehicle filed a new notice with no sales yet. Friday amendments: Sessa Capital’s hedge funds reported about $887.5 million (offshore) and $643.6 million (onshore) sold; Belmont Harbor Fund’s offshore and onshore funds reported $696.7 million and $217.2 million; Credit Secondaries Overflow Parallel Fund and Credit Secondaries Overflow Fund reported $332.5 million and $176.5 million; Brookfield’s BSIP Access Fund reported $176.3 million from 256 investors, up from $156.5 million a year ago; Stockbridge Niche Logistics Fund reported about $1.216 billion sold and Hong Kong-managed Kontiki Offshore Fund about $1.013 billion, both slightly up from a year ago; Glide Path Solutions TE 2026 reported $624.4 million sold and HarbourVest Senior Credit Secondaries Fund and its parallel fund $609.4 million and $469.5 million, all up from no sales in their initial notices; Fidelity Evergreen Private Credit Master Fund reported $347.4 million (Fidelity Brokerage Services listed); Diameter Capital Partners’ hedge funds Diameter Onshore Fund and Diameter Offshore Fund reported about $2.15 billion and $1.36 billion sold, both slightly up from a year ago; FBRG Fund I reported $68.8 million sold to 86 investors toward $71.2 million, up from $4.0 million in 2023; Crescent Credit Solutions IXB, SCSp reported about $1.54 billion sold to 46 investors, one of seven Crescent Credit Solutions IX entities to amend; Merit Capital Fund VIII reported $516.2 million sold toward a $550 million target, up from no sales a year ago; Litera Holdco reported $451.3 million from 35 investors, up from $386.6 million; Carlyle CLO Coinvestors reported $378.8 million; Shorecliff Pacific reported about $2.68 billion sold to 2 investors, up from about $2.02 billion a year ago; Crescent Credit Solutions IX reported $372.6 million from 16 investors, up from $346.5 million; Ashoka WhiteOak Emerging Markets Equity Ex China Fund reported $250.0 million, double the $125.0 million in its first notice; Pantera Bitcoin Fund reported about $137.2 million sold to 141 investors, little changed from a year ago; Marshall Wace’s MW Eureka (US) Fund reported about $2.32 billion sold to 222 investors, DL Partners A Fund about $193.4 million, 599 Fund $130.8 million, Lion Point Associates $564.0 million from 60 investors, Lasker Fund $514.7 million, Active Ownership Fund $357.5 million, Lingotto Intersection Offshore Concentrated Long Fund $230.0 million, Rhino Small-Cap Financial Fund $180.6 million (Boomerang Capital listed for sales compensation), C/M Capital Onshore Fund $88.4 million and EB5 United Big Sky V $85.0 million of $120 million (InvestAmerica); Austin tech company Vikta Holdings reported $75.0 million sold to 101 investors, essentially filling its $75 million equity round with no broker listed, and USEDC 2026 Drilling Fund 2 updated its $250 million oil and gas offering ($100,000 sold so far). New C-ARs: StartEngine-backed R3 Printing (revenue $0, net loss $772.3K for FY2025) and Honeycomb-backed 3 Rivers Outdoor Co, which filed catch-up reports including FY2025 (revenue $568.8K, net income $6.4K). Offering amounts are maximums, not money raised.