EDGAR Verified
Primary Source · SEC.gov
1 Data Flags

Aphias Capital Fund I, L.P.

Issuer2025 vintageRegulation D Rule 506(b); Investment Company Act Sections 3(c)(1) and 3(c)(7) both claimed
Latest signalFirst saleForm D/A · 2026-10-085 events: 1 first sale, 1 sold increased, 1 investors increasedLast filing 2026-10-08

Raised

$1.1B

Investors

52

Min Invest

None stated

AltStreet Analysis

·

Generated from EDGAR primary sources

Delaware limited partnership formed in 2025 with a San Francisco address, filing as a pooled investment fund of the private equity type with an indefinite offering amount. Its first Form D, filed September 30, 2025 (accession 0002070575-25-000003), reported no sales and a first sale yet to occur. The amendment filed October 8, 2026 (accession 0002070575-26-000001) reports a first sale on October 1, 2025 and $1,055,968,750 sold to 52 investors, and states that the total amount sold is aggregated between the issuer and its related parallel fund and includes the general partner's amounts; the parallel fund's own amendment (accession 0002070576-26-000001) carries the same note and reports the same $1,055,968,750 across 38 investors. The filing names PJT Partners LP (CRD 171058) as the recipient of sales compensation with solicitation in all states, states that placement agent fees are offset dollar-for-dollar against the management fee, says the general partner receives a management fee and performance allocation at rates set out in confidential offering materials, checks both the 3(c)(1) and 3(c)(7) exclusions without explanation, and names Rob Wolfson as promoter. Aphias announced on October 8, 2026 that it had completed the final close of the fund at over $1.05 billion.

Institutional buyout fund: the debut fund of Aphias Capital, a San Francisco lower-middle-market private equity firm formed in 2025 by former H.I.G. Capital executive Rob Wolfson, sold alongside a parallel vehicle (Aphias Capital Fund I-A, L.P., CIK 0002070576) whose Form D reports the same aggregate total. Not a retail platform vehicle.

Data Flags

total_amount_soldThe $1,055,968,750 sold is aggregated with the parallel vehicle Aphias Capital Fund I-A, L.P. (CIK 0002070576), whose Form D reports the same figure and includes the general partner's commitment; investor counts (52 and 38) are reported separately and may overlap
exemptionsBoth the 3(c)(1) and 3(c)(7) Investment Company Act exclusions are checked; the filing does not explain the selection

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002070575
Entity NameAphias Capital Fund I, L.P.
ExemptionRule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(1) of the Investment Company Act: the fund is excluded from investment-company registration because it has no more than 100 beneficial owners. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Partnership
Jurisdiction of OrganizationDelaware
Year Organized2025
Issuer Address650 California Street, 21st Floor, San Francisco, CA 94108
Phone(415) 425-6124
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer) and Section 3(c)(7) (qualified purchasers only) (both boxes checked on the filing)
Securities TypePooled investment fund interests
First Sale DateOctober 1, 2025
Filing DateOctober 8, 2026
Accession Number0002070575-26-000001
Total Offering AmountIndefinite
Total Amount Sold$1,055,968,750
Amount Sold NoteCombined figure across related vehicles: The Total Amount Sold is aggregated between the Issuer and its related parallel fund. The Total Amount Sold includes the general partner amounts.
Total Investors52
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationOne year or less
Sales Commissions$0 (to PJT PARTNERS LP)
Finders' Fees$0
Proceeds to Related Persons$0
Revenue RangeDecline to Disclose
State (Issuer Address)CA
Amendment Count1 amendments filed (2 Form D filings)
Signed ByROB WOLFSON, MANAGING MEMBER OF THE GP OF THE GP OF THE ISSUER

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

Fund Family

Every vehicle in this manager's series as it appears on EDGAR, newest generation first. Sold-to-date and investor counts are each vehicle's latest Form D.

Fund family

Aphias Capital Fund2 vehicles · 1 generation · since 2025 · $1.06B sold across the family

This issuer is in Fund I

VehicleRoleFirst filedStatusSoldInvestors
Fund I · first filed 2025-09-30 · 2 vehicles · $1.06B sold · 52 investors
Aphias Capital Fund I, L.P.this issuer2025-09-30raising$1.06Bcombined52
Aphias Capital Fund I-A, L.P.sleeve A2025-09-30raising$1.06Bcombinedshared38

Grouped from Form D issuer names (generation, sleeve, jurisdiction and legal-form tokens removed); a name-only match, so abbreviated or renamed vehicles can be missed. Sold and investor figures are each vehicle's latest Form D; sleeves that report the same figure share one family-wide total and are counted once. Performance lines are what a public pension plan reports for its own interest in that fund, net, on the plan's cash flows and valuation date; they are not the general partner's figures.

In the Terminal

Filing events

5

latest Oct 8, 2026

Critical / warning

1 / 0

2 watch · 2 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

raising

Latest event First sale · Oct 8, 2026

SEC.gov
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Investor

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  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

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Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Rob Wolfson

Promoter · San Francisco, CA

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

PJT PARTNERS LPCRD 171058 on BrokerCheck

Associated broker-dealer: None · NEW YORK, NY · Soliciting in all states

Questions About Aphias Capital Fund I, L.P.

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is Aphias Capital Fund I, L.P.?

Aphias Capital Fund I, L.P. is a Delaware limited partnership organized in 2025 that filed a Form D with the SEC on October 8, 2026 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) for an offering of equity and pooled investment fund interests.

Is Aphias Capital Fund I, L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. Aphias Capital Fund I, L.P. filed a Form D with the SEC on October 8, 2026 claiming Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $1,055,968,750 sold to 52 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is Aphias Capital Fund I, L.P. registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that Aphias Capital Fund I, L.P. claimed Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has Aphias Capital Fund I, L.P. raised?

Aphias Capital Fund I, L.P. reported $1,055,968,750 sold from 52 investors in an offering of indefinite size as of the Form D filed October 8, 2026. The filing states that the figure is combined across related vehicles, so it is not this entity's figure alone.

Who can invest in Aphias Capital Fund I, L.P.?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. The filing checks both Section 3(c)(1), which caps the fund at 100 beneficial owners, and Section 3(c)(7), which requires every investor to be a qualified purchaser, generally an individual with at least $5 million in investments. A fund normally relies on one or the other. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated.

What is the minimum investment in Aphias Capital Fund I, L.P.?

The Form D lists the minimum investment as $0, which means the issuer did not state a minimum on the form. The offering documents, not the Form D, set the actual subscription terms.

Who is selling Aphias Capital Fund I, L.P. and how are they paid?

The Form D names PJT PARTNERS LP (CRD 171058), associated with None as the recipient of sales compensation soliciting in all states. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind Aphias Capital Fund I, L.P.?

The Form D lists 1 related person: ROB WOLFSON, executive officer, promoter. Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Aphias Capital Fund I, L.P. located?

The issuer's address on its SEC filings is 650 California Street, 21st Floor, San Francisco, CA 94108. Its phone number of record is (415) 425-6124. It is organized under the laws of Delaware.

How long is the Aphias Capital Fund I, L.P. offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open; 1 amendment is on record for this CIK.

How large is Aphias Capital Fund I, L.P.?

The issuer declined to disclose its revenue range on the Form D, which the form permits.

Is this your offering?

Claim this profile to add contact information, team members, LinkedIn profiles, fund history, and additional financial data. EDGAR-sourced data and AltStreet analysis cannot be edited, but corrections can be requested for verifiable inaccuracies.

Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.