SEC filing record
Primary Source · SEC.gov

Angel Acceleration Master Fund, LP - B3

Fund Vehicle2024 vintage506(b), 3(c)(1)
Latest signalSold increasedForm D/A · 2024-07-254 events: 1 sold increased, 1 investors increased, 1 offering upsizedLast filing 2024-07-25

Raised

$681K

Investors

17

Min Invest

$1,925

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AltStreet Analysis

·

Generated from EDGAR primary sources

Angel Acceleration Master Fund, LP - B3 is a Delaware pooled investment fund structured under Rule 506(b) and relying on the 3(c)(1) exclusion from the Investment Company Act. This amended Form D reports $681K raised from 17 investors with a stated minimum investment of $2K; no parent platform or sibling entities were identified in available records.

This filing sits at the small end of the alternative investment fund spectrum, with a sub-$1M raise and a low $2K minimum check, consistent with an early-stage or angel-style vehicle rather than an institutional fund. The combined 506(b)/3(c)(1) exemption structure is standard for privately offered pooled funds seeking to stay below the 100-investor threshold.

Data Flags

First Sale DateFirst sale date is not disclosed on this amended filing despite a sub-$100M raise, where such disclosure is typically expected.
ExemptionFiling claims both 506(b) and 3(c)(1) exemptions simultaneously, a common pairing for privately offered pooled investment funds rather than an irregularity.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002014628
Entity NameAngel Acceleration Master Fund, LP - B3
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 Address119 South Main Street, Suite 220, Seattle, WA 98104
Phone(206) 801-6359
Industry / Fund TypePooled Investment Fund · Venture Capital Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities TypePooled Investment Fund
First Sale Date—
Filing DateJuly 25, 2024
Accession Number0002014628-24-000002
Total Offering Amount$681,341
Total Amount Sold$681,341
Amount Remaining$0
Total Investors17
Non-Accredited InvestorsNone
Minimum Investment$1,925
Offering DurationOne year or less
Sales Commissions$0
Finders' Fees$0
Revenue RangeDecline to Disclose
State (Issuer Address)WA
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.

AltStreet Coverage

Original reporting from AltStreet's daily EDGAR monitoring covering Angel Studios and its filings.

All AltStreet news

In the Terminal

Filing events

4

latest Jul 25, 2024

Critical / warning

0 / 0

1 watch · 3 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

closed

Latest event Sold increase · Jul 25, 2024

SEC.gov
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Fund family Part of the Angel Acceleration Fund family: 7 vehicles across 4 generations · full family and the filing behind each link in the terminal

Investor

  • The full fund family and any related vehicles (parallel, feeder, successor, sibling series) with the filing that shows each link
  • The dated record: 22 facts with source, effective date and capture date, viewable as AltStreet knew them on any past day
  • 4 filing events with values and deltas, latest 2024-07-25, 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
  • The same events, statements and NAV moves across every issuer, screenable, with unlimited watches and CSV

Counts and dates above are the free record. The values, the series and the comparisons are the seat. Loading your view…

Adviser of Record (Form ADV)

Platform Advisor, LLC

CRD 167700 · exempt reporting adviser · lists this fund on Schedule D 7.B.(1) as a venture capital 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.

Fund GP, LLC

Director · Seattle, WA

Belltower Fund Group Ltd.

Director · Seattle, WA

Questions About Angel Acceleration Master Fund, LP - B3

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

What is Angel Acceleration Master Fund, LP - B3?

Angel Acceleration Master Fund, LP - B3 is a Delaware limited partnership that filed a Form D with the SEC on July 25, 2024 as a venture capital 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 Angel Studios.

Is Angel Acceleration Master Fund, LP - B3 legit?

AltStreet does not rate legitimacy; it reports the public record. Angel Acceleration Master Fund, LP - B3 filed a Form D with the SEC on July 25, 2024 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 $681,341 sold to 17 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to Angel Studios, 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 Angel Acceleration Master Fund, LP - B3 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 Angel Acceleration Master Fund, LP - B3 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 Angel Acceleration Master Fund, LP - B3 raised?

Angel Acceleration Master Fund, LP - B3 reported $681,341 sold from 17 investors of a $681,341 total offering as of the Form D filed July 25, 2024.

Who can invest in Angel Acceleration Master Fund, LP - B3?

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 $1,925.

What is the minimum investment in Angel Acceleration Master Fund, LP - B3?

The Form D lists $1,925 as the minimum investment accepted from any outside investor as of July 25, 2024. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling Angel Acceleration Master Fund, LP - B3 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 Angel Acceleration Master Fund, LP - B3?

The Form D lists 2 related persons: Fund GP, LLC, director (General partner of the Issuer); Belltower Fund Group Ltd., director (Agent of the general partner of the Issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Angel Acceleration Master Fund, LP - B3 located?

The issuer's address on its SEC filings is 119 South Main Street, Suite 220, Seattle, WA 98104. Its phone number of record is 2068016359. It is organized under the laws of Delaware.

How long is the Angel Acceleration Master Fund, LP - B3 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 Angel Acceleration Master Fund, LP - B3?

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.