SEC filing record
Primary Source · SEC.gov

Ubuntu Income & Private Equity Fund, LP

Fund Vehicle2022 vintage506(c), 3(c)(1)

Raised

$6M

Investors

17

Min Invest

$250,000

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AltStreet Analysis

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Generated from EDGAR primary sources

Ubuntu Income & Private Equity Fund, LP is a Delaware limited partnership that has raised $6.0M from 17 investors under Rule 506(c) and Section 3(c)(1) exemptions, with a $250K minimum investment. This amended filing was submitted July 7, 2022, by N/A Cottingham Management Company, LLC (executive officer) and Stephen Bick (promoter). No parent platform has been matched in the AltStreet database.

This pooled investment fund employs the 506(c) exemption allowing general solicitation with verified accredited investors, paired with 3(c)(1) Investment Company Act relief. The $250K minimum positions it in the accessible institutional/qualified purchaser tier, while the $353K average commitment ($6.0M across 17 investors) suggests a small fund or early close targeting moderately capitalized accredited investors.

Data Flags

first_sale_dateFirst sale date not disclosed on amended filing; total raise of $6.0M is below the institutional threshold where this omission is typical
sales_commissionsNo sales commissions stated on a 506(c) offering; 506(c) permits general solicitation and commonly involves broker compensation
related_personsExecutive officer listed as 'N/A Cottingham Management Company, LLC' — the 'N/A' prefix may indicate data entry issue or platform filing convention

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 July 7, 2022

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 Number0001857838
Entity NameUbuntu Income & Private Equity Fund, LP
ExemptionRule 506(c), Section 3(c), Section 3(c)(1)
What the exemption meansRule 506(c) of Regulation D: the issuer may advertise the offering publicly, but every purchaser must be a verified accredited investor. 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.
Entity TypeLimited Partnership
Jurisdiction of OrganizationDelaware
Issuer Address2794 Gateway Road, Carlsbad, CA 92009
Phone(858) 764-7200
Former NamesUbuntu Income & Private Equity Fund, LLC (until May 26, 2022)
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities TypePooled Investment Fund
First Sale Date—
Filing DateJuly 7, 2022
Accession Number0001095449-22-000071
Total Offering Amount$100,000,000
Total Amount Sold$6,042,202
Amount Remaining$93,957,798
Total Investors17
Non-Accredited InvestorsNone
Minimum Investment$250,000
Offering DurationIntended to last more than one year
Revenue RangeDecline to Disclose
State (Issuer Address)CA
Amendment Count6 filings on record

Filings on Record

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Filing events

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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

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Related Persons (Form D)

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

N/A Cottingham Management Company, LLC

Executive Officer · Carlsbad, CA

Stephen Bick

Promoter · Carlsbad, CA

Questions About Ubuntu Income & Private Equity Fund, LP

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

What is Ubuntu Income & Private Equity Fund, LP?

Ubuntu Income & Private Equity Fund, LP is a Delaware limited partnership that filed a Form D with the SEC on July 7, 2022 as a private equity fund. The filing claims Rule 506(c), Section 3(c), Section 3(c)(1) for an offering of pooled investment fund interests.

Is Ubuntu Income & Private Equity Fund, LP legit?

AltStreet does not rate legitimacy; it reports the public record. Ubuntu Income & Private Equity Fund, LP filed a Form D with the SEC on July 7, 2022 claiming Rule 506(c), Section 3(c), Section 3(c)(1). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $6,042,202 sold to 17 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 Ubuntu Income & Private Equity Fund, LP 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 Ubuntu Income & Private Equity Fund, LP claimed Rule 506(c), Section 3(c), Section 3(c)(1) 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 Ubuntu Income & Private Equity Fund, LP raised?

Ubuntu Income & Private Equity Fund, LP reported $6,042,202 sold from 17 investors of a $100,000,000 total offering as of the Form D filed July 7, 2022.

Who can invest in Ubuntu Income & Private Equity Fund, LP?

The offering relies on Rule 506(c), so the issuer may advertise it but may sell only to investors it has verified as accredited. Because the fund also relies on Section 3(c)(1), it may have no more than 100 beneficial owners. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $250,000.

What is the minimum investment in Ubuntu Income & Private Equity Fund, LP?

The Form D lists $250,000 as the minimum investment accepted from any outside investor as of July 7, 2022. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling Ubuntu Income & Private Equity Fund, LP and how are they paid?

The Form D names no recipient of sales compensation, which usually means the issuer or its affiliates are placing the securities directly.

Who is behind Ubuntu Income & Private Equity Fund, LP?

The Form D lists 2 related persons: Cottingham Management Company, LLC, executive officer (General Partner); Stephen Philip Bick, promoter (Managing Member of Cottingham Management Company, LLC, its General Partner). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Ubuntu Income & Private Equity Fund, LP located?

The issuer's address on its SEC filings is 2794 Gateway Road, Carlsbad, CA 92009. Its phone number of record is (858) 764-7200. It is organized under the laws of Delaware.

How long is the Ubuntu Income & Private Equity Fund, LP 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; 5 amendments are on record for this CIK.

How large is Ubuntu Income & Private Equity Fund, LP?

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.