SEC filing record
Primary Source · SEC.gov

ParaFi Venture Fund II LP

Fund Vehicle2022 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

$39M

Investors

52

Min Invest

None stated

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

ParaFi Venture Fund II LP is a Delaware limited partnership that first filed a Form D on September 28, 2022 and most recently amended it on September 29, 2023, describing itself as a venture capital fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(7) and covers pooled investment fund interests. ParaFi Venture Fund II LP reported $38,915,000 sold from 52 investors of a $100,000,000 total offering as of the Form D filed September 29, 2023. 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. The Form D names Pickwick Capital Partners, LLC (CRD 130672), associated with None; Peak Advisory Pty. LTD, associated with None as recipients of sales compensation soliciting in all states. The issuer's address of record is 500 West Putnam Avenue, Suite 400, Greenwich, CT 06830.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001947143
Entity NameParaFi Venture Fund II LP
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 Address500 West Putnam Avenue, Suite 400, Greenwich, CT 06830
Phone(858) 519-8366
Industry / Fund TypePooled Investment Fund · Venture Capital Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypePooled investment fund interests
First Sale DateMay 15, 2023
Filing DateSeptember 29, 2023
Accession Number0001947143-23-000001
Total Offering Amount$100,000,000
Total Amount Sold$38,915,000
Amount Remaining$61,085,000
Total Investors52
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationOne year or less
Revenue RangeDecline to Disclose
State (Issuer Address)CT
Amendment Count2 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

0

none on file

Critical / warning

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0 watch · 0 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

lapsed

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Fund family Part of the ParaFi Venture Fund family: 2 vehicles across 2 generations · full family and the filing behind each link in the terminal

Investor

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

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Adviser of Record (Form ADV)

Parafi Capital LP

CRD 294670 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a venture capital 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.

ParaFi Venture GP II LLC

Executive Officer · Greenwich, CT

General Partner of the Issuer

ParaFi Capital LP

Executive Officer · Greenwich, CT

Investment Manager of the Issuer

Benjamin Forman

Executive Officer · Greenwich, CT

Managing Member of the Manager of ParaFi Venture GP II 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.

Pickwick Capital Partners, LLCCRD 130672 on BrokerCheck

Associated broker-dealer: None · White Plains, NY · Soliciting in all states

Peak Advisory Pty. LTD

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

Questions About ParaFi Venture Fund II LP

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

What is ParaFi Venture Fund II LP?

ParaFi Venture Fund II LP is a Delaware limited partnership that filed a Form D with the SEC on September 29, 2023 as a venture capital fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of pooled investment fund interests.

Is ParaFi Venture Fund II LP legit?

AltStreet does not rate legitimacy; it reports the public record. ParaFi Venture Fund II LP filed a Form D with the SEC on September 29, 2023 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 $38,915,000 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 ParaFi Venture Fund II 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 ParaFi Venture Fund II LP 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 ParaFi Venture Fund II LP raised?

ParaFi Venture Fund II LP reported $38,915,000 sold from 52 investors of a $100,000,000 total offering as of the Form D filed September 29, 2023.

Who can invest in ParaFi Venture Fund II LP?

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 ParaFi Venture Fund II LP?

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 ParaFi Venture Fund II LP and how are they paid?

The Form D names Pickwick Capital Partners, LLC (CRD 130672), associated with None; Peak Advisory Pty. LTD, associated with None as recipients of sales compensation soliciting in all states.

Who is behind ParaFi Venture Fund II LP?

The Form D lists 3 related persons: ParaFi Venture GP II LLC, executive officer (General Partner of the Issuer); ParaFi Capital LP, executive officer (Investment Manager of the Issuer); Benjamin Forman, executive officer (Managing Member of the Manager of ParaFi Venture GP II LLC). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is ParaFi Venture Fund II LP located?

The issuer's address on its SEC filings is 500 West Putnam Avenue, Suite 400, Greenwich, CT 06830. Its phone number of record is 858-519-8366. It is organized under the laws of Delaware.

How long is the ParaFi Venture Fund II LP 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 ParaFi Venture Fund II 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.