SEC filing record
Primary Source · SEC.gov

iCapital - VOF, L.P.

Fund Vehicle2021 vintage506(b), 3(c)

Raised

$72M

Investors

180

Min Invest

None stated

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AltStreet Analysis

·

Generated from EDGAR primary sources

iCapital - VOF, L.P. is a Delaware pooled investment fund that filed under Rule 506(b) and Section 3(c) exemptions on May 3, 2021. The fund raised $71.8 million from 180 investors with no minimum investment disclosed on the filing. This is an original filing with iCapital PE GP, LLC serving as promoter and Justin Lioi as executive officer.

This pooled investment fund uses the standard institutional 506(b) and 3(c) exemption combination typical of private funds avoiding broker-dealer registration and Investment Company Act requirements. With 180 investors and an average commitment of approximately $399K, the fund appears structured for accredited individual and smaller institutional participation, though the actual minimum investment threshold was not disclosed in the public filing.

Data Flags

first_sale_dateFirst sale date not disclosed on original filing with $71.8M already raised

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001856670
Entity NameiCapital - VOF, 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 AddressC/O Icapital Pe Gp, LLC, 60 East 42nd Street, 26th Floor, New York, NY 10165
Phone(212) 994-7400
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypeEquity, Pooled Investment Fund
First Sale Date—
Filing DateMay 3, 2021
Accession Number0000897069-21-000200
Total Offering AmountIndefinite
Total Amount Sold$71,790,000
Total Investors180
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationOne year or less
Revenue RangeDecline to Disclose
State (Issuer Address)NY
Amendment CountOriginal filing only

Filings on Record

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

AltStreet Coverage

Original reporting from AltStreet's daily EDGAR monitoring covering iCapital and its filings.

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Platform coverage · Sep 2026

What Is a Form D Amendment? KKR Infrastructure V's D/A Tops $17 Billion

A Form D amendment updates an existing exempt-offering notice rather than announcing a new raise, and a 2026 filing from a KKR infrastructure fund shows exactly how that distinction plays out in the numbers.

Platform coverage · Sep 2026

iCapital-PEG Evergreen PE Offshore Fund Reports $414M Raised, Up 113% in One Year

A Form D/A filed July 20, 2026 shows total offering proceeds for the iCapital-managed Cayman segregated portfolio company more than doubled versus the prior annual amendment, with investor headcount rising 37% to 224.

Platform coverage · Aug 2026

From 49 to 92 Investors in a Year: A 1972-Vintage Quant Shop Is Quietly Winning the Wealth Channel

The annual Form D amendment iCapital filed August 19 for its Campbell Absolute Return feeder is the kind of document nobody reads — except this one measured something: an 88% jump in investors and $12 million of new capital in twelve months, the largest single-year move AltStreet has recorded for the entity, and a direct reading on how wealth advisers are buying systematic absolute return.

Platform coverage · Aug 2026

iCapital's Blue Owl GP Stakes VI Feeders Report Nearly $816M Sold

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Platform coverage · Aug 2026

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Statements extracted

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none on file

NAV prints

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none on file

Offering chains

1

lapsed

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

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Adviser of Record (Form ADV)

Icapital Advisors, LLC

CRD 177513 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a other private fund

Auditor named on Form ADV: Kpmg LLP · 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.

-- iCapital PE GP, LLC

Promoter · New York, NY

Justin Lioi

Executive Officer · New York, NY

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.

Rockefeller Financial LLCCRD 291361 on BrokerCheck

Associated broker-dealer: None · New York, NY · Soliciting in all states

Questions About iCapital - VOF, 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 iCapital - VOF, L.P.?

iCapital - VOF, L.P. is a Delaware limited partnership that filed a Form D with the SEC on May 3, 2021 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of equity and pooled investment fund interests. AltStreet links the issuer to iCapital.

Is iCapital - VOF, L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. iCapital - VOF, L.P. filed a Form D with the SEC on May 3, 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 $71,790,000 sold to 180 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to iCapital, which AltStreet has reviewed. 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 iCapital - VOF, 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 iCapital - VOF, 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 iCapital - VOF, L.P. raised?

iCapital - VOF, L.P. reported $71,790,000 sold from 180 investors in an offering of indefinite size as of the Form D filed May 3, 2021.

Who can invest in iCapital - VOF, 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 filing lists the minimum investment as $0, meaning no minimum was stated.

What is the minimum investment in iCapital - VOF, 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 iCapital - VOF, L.P. and how are they paid?

The Form D names Rockefeller Financial LLC (CRD 291361), associated with None as the recipient of sales compensation soliciting in all states.

Who is behind iCapital - VOF, L.P.?

The Form D lists 2 related persons: iCapital PE GP, LLC, promoter (General Partner); Justin Lioi, executive officer (Senior Vice President of the Sole Member of the General Partner). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is iCapital - VOF, L.P. located?

The issuer's address on its SEC filings is C/O Icapital Pe Gp, LLC, 60 East 42nd Street, 26th Floor, New York, NY 10165. Its phone number of record is (212) 994-7400. It is organized under the laws of Delaware.

How long is the iCapital - VOF, 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, and no amendment is on record yet.

How large is iCapital - VOF, L.P.?

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

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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.