SEC filing record
Primary Source · SEC.gov

Morpheus Ventures II, L.P.

Fund Vehicle2019 vintageRule 506(b), Section 3(c), Section 3(c)(7)Filing record

Built from the SEC filing index the day the filing landed. The figures below are the issuer's own from Form D; AltStreet's analysis, sponsor link and data flags follow when the entity is enriched.

Raised

$171M

Investors

151

Min Invest

$50,000

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

Morpheus Ventures II, L.P. is a Delaware limited partnership that first filed a Form D on July 26, 2019 and most recently amended it on September 29, 2021, describing itself as a private equity fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(7) and covers pooled investment fund interests. Morpheus Ventures II, L.P. reported $171,110,000 sold from 151 investors of a $200,000,000 total offering as of the Form D filed September 29, 2021. 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. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $50,000. The Form D names Harken Capital Securities, LLC (CRD 163749), associated with None; Lazarus Capital Partners, associated with None; Peregrine Corporate Limited, associated with None; MWH Capital, associated with None as recipients of sales compensation soliciting in all states. The issuer's address of record is 15260 Ventura Boulevard, 20th Floor, Sherman Oaks, CA 91403.

Critical Disclosures

What the filings and the regulators have said about this entity that a reader should know first. Each line links to its source. The history, the same event across other issuers, and alerts are in the terminal.

Reporting lapsed · Form D · last filing September 29, 2021

Offering declared to continue beyond a year; annual amendment 13+ months overdue An issuer that stops filing is the case the going-concern flag cannot catch: the report that would have carried it was never filed.

Timeline
Each line is a fact as filed. The history behind it, the same event across other issuers, and an alert on the next one:Open in the terminal Watch this issuer

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001778004
Entity NameMorpheus Ventures II, L.P.
ExemptionRule 506(b), Section 3(c), 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)(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
Issuer Address15260 Ventura Boulevard, 20th Floor, Sherman Oaks, CA 91403
Phone(818) 444-4400
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypePooled investment fund interests
First Sale DateJuly 31, 2019
Filing DateSeptember 29, 2021
Accession Number0001012975-21-000355
Total Offering Amount$200,000,000
Total Amount Sold$171,110,000
Amount Remaining$28,890,000
Total Investors151
Non-Accredited InvestorsNone
Minimum Investment$50,000
Offering DurationIntended to last more than one year
Revenue RangeNot Applicable
State (Issuer Address)CA
Amendment Count3 filings on record

Filings on Record

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

In the Terminal

Filing events

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none on file

Critical / warning

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Statements extracted

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none on file

NAV prints

0

none on file

Offering chains

1

dark

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Fund family Part of the Morpheus Ventures family: 3 vehicles across 3 generations · adviser of record Morpheus Advisors · full family and the filing behind each link in the terminal

Investor

  • The full fund family and any related vehicles (parallel, feeder, successor, sibling series) with the filing that shows each link
  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

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Adviser of Record (Form ADV)

Morpheus Advisors

CRD 285726 · exempt reporting adviser · lists this fund on Schedule D 7.B.(1) as a venture capital fund

Auditor named on Form ADV: BDO Limited · PCAOB-registered per the adviser

From the adviser's Form ADV as loaded from the SEC bulk data, joined on this issuer's Form D file number. Fund-level figures and the adviser's full fund roster are in the terminal.

Related Persons (Form D)

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

Mark Dyne

Executive Officer · Sherman Oaks, CA

Manager of the GP LLC.

Murray Markiles

Executive Officer · Sherman Oaks, CA

Manager of the GP LLC.

Joseph Miller

Executive Officer · Sherman Oaks, CA

Manager of the GP LLC.

Morpheus Ventures Holdings II, L.P.

Director · Sherman Oaks, CA

"The general partner of the Issuer (the ""General Partner"")."

Morpheus Ventures Holdings GP II, LLC

Director · Sherman Oaks, CA

"The general partner of the General Partner (the ""GP LLC"")."

Kristian Blaszczynski

Executive Officer · North Sydney, C3

Manager of the GP LLC.

Martin Dalgleish

Executive Officer · Sydney, C3

Manager of the GP LLC.

Raymond Musci

Executive Officer · Sherman Oaks, CA

Manager of the GP LLC.

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.

Harken Capital Securities, LLCCRD 163749 on BrokerCheck

Associated broker-dealer: None · Scituate, MA · Soliciting in all states

Lazarus Capital Partners

Associated broker-dealer: None · Sydney, C3 and outside the United States

Peregrine Corporate Limited

Associated broker-dealer: None · Toorak, C3 and outside the United States

MWH Capital

Associated broker-dealer: None · Melbourne, C3 and outside the United States

Questions About Morpheus Ventures II, 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 Morpheus Ventures II, L.P.?

Morpheus Ventures II, L.P. is a Delaware limited partnership that filed a Form D with the SEC on September 29, 2021 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of pooled investment fund interests.

Is Morpheus Ventures II, L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. Morpheus Ventures II, L.P. filed a Form D with the SEC on September 29, 2021 claiming Rule 506(b), Section 3(c), 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 $171,110,000 sold to 151 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 Morpheus Ventures II, 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 Morpheus Ventures II, L.P. claimed Rule 506(b), Section 3(c), 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 Morpheus Ventures II, L.P. raised?

Morpheus Ventures II, L.P. reported $171,110,000 sold from 151 investors of a $200,000,000 total offering as of the Form D filed September 29, 2021.

Who can invest in Morpheus Ventures II, 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. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $50,000.

What is the minimum investment in Morpheus Ventures II, L.P.?

The Form D lists $50,000 as the minimum investment accepted from any outside investor as of September 29, 2021. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling Morpheus Ventures II, L.P. and how are they paid?

The Form D names Harken Capital Securities, LLC (CRD 163749), associated with None; Lazarus Capital Partners, associated with None; Peregrine Corporate Limited, associated with None; MWH Capital, associated with None as recipients of sales compensation soliciting in all states.

Who is behind Morpheus Ventures II, L.P.?

The Form D lists 8 related persons: Mark Dyne, executive officer (Manager of the GP LLC); Murray Markiles, executive officer (Manager of the GP LLC); Joseph Miller, executive officer (Manager of the GP LLC); Morpheus Ventures Holdings II, L.P., director ("The general partner of the Issuer (the ""General Partner"")."); Morpheus Ventures Holdings GP II, LLC, director ("The general partner of the General Partner (the ""GP LLC"")."); Kristian Blaszczynski, executive officer (Manager of the GP LLC); Martin Dalgleish, executive officer (Manager of the GP LLC); Raymond Musci, executive officer (Manager of the GP LLC). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Morpheus Ventures II, L.P. located?

The issuer's address on its SEC filings is 15260 Ventura Boulevard, 20th Floor, Sherman Oaks, CA 91403. Its phone number of record is (818) 444-4400. It is organized under the laws of Delaware.

How long is the Morpheus Ventures II, L.P. offering open?

The issuer indicated that the offering is intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open; 2 amendments are on record for this CIK.

How large is Morpheus Ventures II, L.P.?

The Form D reports a revenue range of Not Applicable.

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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.