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SEC filing record
Primary Source · SEC.gov

R42 Al & LONGEVITY FUND 3-1 LP

Fund Vehicle2023 vintage506(b), 3(c)(1)

Raised

$4M

Investors

8

Min Invest

$500,000

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AltStreet Analysis

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Generated from EDGAR primary sources

R42 AI & LONGEVITY FUND 3-1 LP is a Delaware limited partnership that has raised $3.6M from 8 investors under Rule 506(b) and Section 3(c)(1). This amended filing reports a $500K minimum investment and identifies RonJon Nag and Nhi Nguyen as executive officers, with Finally Fund Admin LLC serving as director. The fund operates in the longevity biotech sector.

This longevity biotech fund employs a 506(b) private placement exemption with a $500K minimum, positioning it at the high-net-worth tier typical of early-stage biotech pooled investment vehicles. The combination of Section 3(c)(1) and a relatively small initial close suggests a structure targeting fewer than 100 beneficial owners with a focus on specialized longevity science investments.

Data Flags

generalFund administrator (Finally Fund Admin LLC) listed as director rather than typical GP structure
minimum_investment$500K minimum represents 13.9% of total $3.6M raised across 8 investors, indicating constrained fundraising relative to entry barrier
first_sale_dateFirst sale date not disclosed on amended filing despite modest $3.6M total raise
entity_nameFund name includes 'AI' branding alongside longevity focus, suggesting technology-enabled biotech strategy

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001991113
Entity NameR42 Al & LONGEVITY FUND 3-1 LP
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 Partnership
Jurisdiction of OrganizationDelaware
Issuer Address354 Poe St, Palo Alto, CA 94301
Phone(650) 281-9220
Industry / Fund TypeOther
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities TypePooled Investment Fund
First Sale Date—
Filing DateSeptember 25, 2023
Accession Number0001991113-23-000004
Total Offering Amount$3,560,000
Total Amount Sold$3,560,000
Amount Remaining$0
Total Investors8
Non-Accredited InvestorsNone
Minimum Investment$500,000
Offering DurationIntended to last more than one year
Revenue RangeDecline to Disclose
State (Issuer Address)CA
Amendment Count1 amendments filed

Filings on Record

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

D/ASeptember 25, 2023D/ASeptember 25, 2023DSeptember 25, 2023

Capital Raise Timeline

2 Form D filings from Sep 25, 2023 to Sep 25, 2023, the latest a D/A.

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Filing events

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Statements extracted

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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.

Finally Fund Admin LLC

Director · Austin, TX

Nhi Nguyen

Executive Officer · Austin, TX

RonJon Nag

Executive Officer · Palo Alto, CA

Questions About R42 Al & LONGEVITY FUND 3-1 LP

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

What is R42 Al & LONGEVITY FUND 3-1 LP?

R42 Al & LONGEVITY FUND 3-1 LP is a Delaware limited partnership that filed a Form D with the SEC on September 25, 2023 in the Other industry group. 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 R42 Al & LONGEVITY FUND 3-1 LP.

Is R42 Al & LONGEVITY FUND 3-1 LP legit?

AltStreet does not rate legitimacy; it reports the public record. R42 Al & LONGEVITY FUND 3-1 LP filed a Form D with the SEC on September 25, 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 $3,560,000 sold to 8 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to R42 Al & LONGEVITY FUND 3-1 LP, 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 R42 Al & LONGEVITY FUND 3-1 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 R42 Al & LONGEVITY FUND 3-1 LP 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 R42 Al & LONGEVITY FUND 3-1 LP raised?

R42 Al & LONGEVITY FUND 3-1 LP reported $3,560,000 sold from 8 investors of a $3,560,000 total offering as of the Form D filed September 25, 2023.

Who can invest in R42 Al & LONGEVITY FUND 3-1 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)(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 $500,000.

What is the minimum investment in R42 Al & LONGEVITY FUND 3-1 LP?

The Form D lists $500,000 as the minimum investment accepted from any outside investor as of September 25, 2023. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling R42 Al & LONGEVITY FUND 3-1 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 R42 Al & LONGEVITY FUND 3-1 LP?

The Form D lists 3 related persons: Finally Fund Admin LLC, director (Issuer's Manager); Nhi Nguyen, executive officer (Officer of the Issuer's Manager); RonJon Nag, executive officer (Managing Director of the Issuer's Manager). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is R42 Al & LONGEVITY FUND 3-1 LP located?

The issuer's address on its SEC filings is 354 Poe St, Palo Alto, CA 94301. Its phone number of record is 650-281-9220. It is organized under the laws of Delaware.

How long is the R42 Al & LONGEVITY FUND 3-1 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; 1 amendment is on record for this CIK.

What is R42 Al & LONGEVITY FUND 3-1 LP's revenue?

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.