EDGAR Verified
Primary Source · SEC.gov

Reflexive Capital Digital Asset Fund, LLC

Fund Vehicle2025 vintage506(b), 3(c)(1)
Latest signalSold increasedForm D/A · 2025-06-135 events: 2 sold increased, 2 investors increased, 1 large raiseLast filing 2025-06-13

Raised

$77M

Investors

80

Min Invest

None stated

AltStreet Analysis

·

Generated from EDGAR primary sources

Reflexive Capital Digital Asset Fund, LLC is a Delaware-domiciled pooled investment vehicle focused on digital assets, filed by Reflexive Capital Management LP and related entities with David Kalk as executive officer. This amended filing reports $77.1M raised from 80 investors under Rule 506(b) and Section 3(c)(1) exemptions. The filing does not disclose a minimum investment amount or first sale date.

This tokenized real-world asset vehicle uses the 506(b) private placement exemption typical of institutional digital asset funds, allowing up to 35 non-accredited investors alongside unlimited accredited investors. The 80-investor count and $77.1M raise suggests an average commitment near $964K, positioning this in the high-net-worth to small institutional tier common for crypto-native fund managers.

Data Flags

first_sale_dateFirst sale date not disclosed on amended filing with $77.1M raised, below the $100M threshold where this omission is standard practice
investor_count80 investors with $77.1M total suggests relatively modest average check size (~$964K) for a digital asset fund structure, indicating broad retail-HNW distribution rather than concentrated institutional backing

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 June 13, 2025

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 Number0001902791
Entity NameReflexive Capital Digital Asset Fund, LLC
ExemptionRule 506(b), Section 3(c), Section 3(c)(1)
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.
Entity TypeLimited Liability Company
Jurisdiction of OrganizationDelaware
Issuer Address1160 Battery Street East, Suites 100, San Francisco, CA 94111
Phone(415) 378-6361
Former NamesCommonwealth Asset Management Digital Asset Fund, LLC (until May 24, 2023)
Industry / Fund TypePooled Investment Fund · Other Investment Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities TypePooled Investment Fund
First Sale Date—
Filing DateJune 13, 2025
Accession Number0001902791-25-000001
Total Offering AmountIndefinite
Total Amount Sold$77,136,831
Total Investors80
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationIntended to last more than one year
Sales Commissions$0
Finders' Fees$0
Net Asset Value RangeDecline to Disclose
State (Issuer Address)CA
Amendment Count4 amendments filed

Filings on Record

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

Capital Raise Timeline

5 Form D filings from Feb 14, 2022 to Jun 13, 2025, the latest a D/A.

Checking access…

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

Reflexive Capital Digital Asset Fund2 vehicles · 0 generations · since 2022 · $78.1M sold across the family

VehicleRoleFirst filedStatusSoldInvestors
Unnumbered · first filed 2022-02-14 · 2 vehicles · $78.1M sold · 85 investors
Reflexive Capital Digital Asset Fund, LLCthis issuer2022-02-14dark$77.1M80
Reflexive Capital Digital Asset (Cayman) Fund, LPcayman2022-12-01dark$915K5

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 Jun 13, 2025

Critical / warning

0 / 0

4 watch · 1 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

dark

Latest event Sold increase · Jun 13, 2025

SEC.gov
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Investor

  • 5 filing events with values and deltas, latest 2025-06-13, and alerts on the next one
  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

Pro

  • This issuer against its cohort: rank by velocity and share raised among offerings filed the same quarter
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Counts and dates above are the free record. The values, the series and the comparisons are the seat. Loading your view…

Regulatory Activity

Filing events on this entity detected by AltStreet's EDGAR monitoring.

Jun 2025Form D amendment
SEC.gov
Jun 2025Form D amendment
SEC.gov

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Adviser of Record (Form ADV)

Reflexive Capital Management LP

CRD 327416 · exempt reporting adviser · lists this fund on Schedule D 7.B.(1) as a other private fund

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

From the adviser's Form ADV as loaded from the SEC bulk data through December 31, 2024, 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.

N/A Reflexive Capital GP LLC

Executive Officer · San Francisco, CA

N/A Reflexive Capital Management LP

Executive Officer · San Francisco, CA

N/A Reflexive Capital Holdings LLC

Executive Officer · San Francisco, CA

David Kalk

Executive Officer · San Francisco, CA

Questions About Reflexive Capital Digital Asset Fund, LLC

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

What is Reflexive Capital Digital Asset Fund, LLC?

Reflexive Capital Digital Asset Fund, LLC is a Delaware limited liability company that filed a Form D with the SEC on June 13, 2025 as a other investment fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(1) for an offering of pooled investment fund interests. AltStreet links the issuer to Reflexive Capital Digital Asset Fund, LLC.

Is Reflexive Capital Digital Asset Fund, LLC legit?

AltStreet does not rate legitimacy; it reports the public record. Reflexive Capital Digital Asset Fund, LLC filed a Form D with the SEC on June 13, 2025 claiming Rule 506(b), 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 $77,136,831 sold to 80 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to Reflexive Capital Digital Asset Fund, LLC, 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 Reflexive Capital Digital Asset Fund, LLC 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 Reflexive Capital Digital Asset Fund, LLC claimed Rule 506(b), 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 Reflexive Capital Digital Asset Fund, LLC raised?

Reflexive Capital Digital Asset Fund, LLC reported $77,136,831 sold from 80 investors in an offering of indefinite size as of the Form D filed June 13, 2025.

Who can invest in Reflexive Capital Digital Asset Fund, LLC?

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)(1), it may have no more than 100 beneficial owners. 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 Reflexive Capital Digital Asset Fund, LLC?

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 Reflexive Capital Digital Asset Fund, LLC 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. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind Reflexive Capital Digital Asset Fund, LLC?

The Form D lists 4 related persons: Reflexive Capital GP LLC, executive officer (Managing Member of the Issuer); Reflexive Capital Management LP, executive officer (Investment Manager of the Issuer); Reflexive Capital Holdings LLC, executive officer (General Partner of the Investment Manager); David Kalk, executive officer (Manager of the Managing Member and Managing Member of the general partner of the Investment Manager). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Reflexive Capital Digital Asset Fund, LLC located?

The issuer's address on its SEC filings is 1160 Battery Street East, Suites 100, San Francisco, CA 94111. Its phone number of record is (415) 378-6361. It is organized under the laws of Delaware.

How long is the Reflexive Capital Digital Asset Fund, LLC 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; 4 amendments are on record for this CIK.

How large is Reflexive Capital Digital Asset Fund, LLC?

The issuer declined to disclose its net asset value 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.