SEC filing record
Primary Source · SEC.gov

FF Prosperity Ventures LLC

Fund Vehicle2023 vintageRule 506(b), Section 3(c), Section 3(c)(1)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

$27M

Investors

15

Min Invest

$1

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

FF Prosperity Ventures LLC is a Delaware limited liability company that filed a Form D with the SEC on March 7, 2023, describing itself as a private equity fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(1) and covers pooled investment fund interests. FF Prosperity Ventures LLC reported $27,000,000 sold from 15 investors in an offering of indefinite size as of the Form D filed March 7, 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)(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 $1. The Form D names The Enterprise Securities Company (CRD 26598), associated with None; Chardan Capital Markets LLC (CRD 120128), associated with None as recipients of sales compensation soliciting in AL, AZ, CA, CO, FL, GA, IL, MI, NJ, NV, NY, OH, OR, PA, TN, UT, VA, WA, WV. The issuer's address of record is 17 State St, Suite 2100, New York, NY 10004.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001967107
Entity NameFF Prosperity Ventures 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 Address17 State St, Suite 2100, New York, NY 10004
Phone(646) 975-5541
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 interests
First Sale DateFebruary 7, 2023
Filing DateMarch 7, 2023
Accession Number0001967107-23-000001
Total Offering AmountIndefinite
Total Amount Sold$27,000,000
Total Investors15
Non-Accredited InvestorsNone
Minimum Investment$1
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.

In the Terminal

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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Adviser of Record (Form ADV)

Atw Partners LLC

CRD 283146 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a private equity fund

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.

ATW Partners Opportunities Management, LLC

Promoter · New York, NY

Investment Manager of the Issuer

ATW Partners Opportunities Fund II GP, LLC

Promoter · New York, NY

General Partner of the Issuer

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.

The Enterprise Securities CompanyCRD 26598 on BrokerCheck

Associated broker-dealer: None · Farmington Hills, MI · Soliciting in AL, AZ, CA, CO, FL, GA, IL, MI, NJ, NV, NY, OH, OR, PA, TN, UT, VA, WA, WV

Chardan Capital Markets LLCCRD 120128 on BrokerCheck

Associated broker-dealer: None · New York, NY · Soliciting in AK, AL, AR, AZ, CA, CO, CT, DC, DE, FL, GA, HI, IA, ID, IL, IN, KS, KY, MA, MD, MI, MN, NC, ND, NH, NJ, NV, NY, OH, OK, OR, PA, RI, SC, TX, UT, VA, VT, WA, WI

Questions About FF Prosperity Ventures LLC

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

What is FF Prosperity Ventures LLC?

FF Prosperity Ventures LLC is a Delaware limited liability company that filed a Form D with the SEC on March 7, 2023 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(1) for an offering of pooled investment fund interests.

Is FF Prosperity Ventures LLC legit?

AltStreet does not rate legitimacy; it reports the public record. FF Prosperity Ventures LLC filed a Form D with the SEC on March 7, 2023 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 $27,000,000 sold to 15 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 FF Prosperity Ventures 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 FF Prosperity Ventures 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 FF Prosperity Ventures LLC raised?

FF Prosperity Ventures LLC reported $27,000,000 sold from 15 investors in an offering of indefinite size as of the Form D filed March 7, 2023.

Who can invest in FF Prosperity Ventures 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 minimum investment accepted from an outside investor is $1.

What is the minimum investment in FF Prosperity Ventures LLC?

The Form D lists $1 as the minimum investment accepted from any outside investor as of March 7, 2023. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling FF Prosperity Ventures LLC and how are they paid?

The Form D names The Enterprise Securities Company (CRD 26598), associated with None; Chardan Capital Markets LLC (CRD 120128), associated with None as recipients of sales compensation soliciting in AL, AZ, CA, CO, FL, GA, IL, MI, NJ, NV, NY, OH, OR, PA, TN, UT, VA, WA, WV.

Who is behind FF Prosperity Ventures LLC?

The Form D lists 2 related persons: ATW Partners Opportunities Management, LLC, promoter (Investment Manager of the Issuer); ATW Partners Opportunities Fund II GP, LLC, promoter (General Partner of the Issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is FF Prosperity Ventures LLC located?

The issuer's address on its SEC filings is 17 State St, Suite 2100, New York, NY 10004. Its phone number of record is 646-975-5541. It is organized under the laws of Delaware.

How long is the FF Prosperity Ventures LLC 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 FF Prosperity Ventures LLC?

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.