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SEC filing record
Primary Source · SEC.gov
1 Data Flags

Bighorn Carbon Fund, LLC

Fund Vehicle2026 vintage506(b), 506(c), Rule 504, 4(a)(5)
Latest signalNew Form D filerForm D · 2026-06-08Last filing 2026-06-08

Raised

Pre-open

Investors

—

Min Invest

None stated

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AltStreet Analysis

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Generated from EDGAR primary sources

Bighorn Carbon Fund, LLC filed an original Form D on June 8, 2026, in pre-open status with no capital raised or investors disclosed. The filing claims multiple exemptions (506(b), 506(c), Rule 504, and 4(a)(5)) simultaneously. This is a carbon and climate-focused investment vehicle with no minimum investment or first sale date disclosed.

Carbon and climate investment vehicles typically file under 506(b) or 506(c) for institutional or accredited investor raises. The simultaneous claim of four exemptions—including Rule 504 (small offerings under $10M) and 4(a)(5) (unregistered securities)—alongside the more common 506 exemptions is atypical and suggests either a complex multi-tranche structure or potential filing error.

Data Flags

exemptionsFiling claims four exemptions simultaneously: 506(b), 506(c), Rule 504, and 4(a)(5), which is highly unusual as these exemptions serve different purposes and are rarely combined
industry_groupIndustry group, state of incorporation, and securities type all left unspecified despite being standard disclosures
generalPre-open filing with no first sale date and no capital raised, yet entity is categorized under specialized carbon_climate asset class, suggesting early-stage structuring

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002134689
Entity NameBighorn Carbon Fund, LLC
ExemptionRule 506(c), Section 3(c), Section 3(c)(1)
What the exemption meansRule 506(c) of Regulation D: the issuer may advertise the offering publicly, but every purchaser must be a verified accredited investor. 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 Address8 the Green Ste B, Dover, DE 19901
Phone(281) 796-3079
Industry / Fund TypePooled Investment Fund · Other Investment Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer)
Securities Type—
First Sale Date—
Filing DateJune 8, 2026
Accession Number0002134689-26-000001
Total Offering Amount$12,000,000
Total Amount Sold—
Amount Remaining$10,424,928
Total Investors—
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)DE
Amendment CountOriginal filing only

Filings on Record

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

DJune 8, 2026

In the Terminal

Filing events

1

latest Jun 8, 2026

Critical / warning

0 / 0

0 watch · 1 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

raising

Latest event New filer · Jun 8, 2026

SEC.gov
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Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Charles C Chambless

Executive Officer, Promoter · Billings, MT

Principal of Bighorn Carbon Management, LLC (the Manager).

Fred C Gray

Executive Officer · Billings, MT

Principal of Bighorn Carbon Management, LLC (the Manager).

Questions About Bighorn Carbon 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 Bighorn Carbon Fund, LLC?

Bighorn Carbon Fund, LLC is a Delaware limited liability company that filed a Form D with the SEC on June 8, 2026 as a other investment fund. The filing claims Rule 506(c), Section 3(c), Section 3(c)(1) for an offering of pooled investment fund interests. AltStreet links the issuer to Bighorn Carbon Fund, LLC.

Is Bighorn Carbon Fund, LLC legit?

AltStreet does not rate legitimacy; it reports the public record. Bighorn Carbon Fund, LLC filed a Form D with the SEC on June 8, 2026 claiming Rule 506(c), 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 $1,575,072 sold to 5 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to Bighorn Carbon 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 Bighorn Carbon 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 Bighorn Carbon Fund, LLC claimed Rule 506(c), 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 Bighorn Carbon Fund, LLC raised?

Bighorn Carbon Fund, LLC reported $1,575,072 sold from 5 investors of a $12,000,000 total offering as of the Form D filed June 8, 2026.

Who can invest in Bighorn Carbon Fund, LLC?

The offering relies on Rule 506(c), so the issuer may advertise it but may sell only to investors it has verified as accredited. 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 $100,002.

What is the minimum investment in Bighorn Carbon Fund, LLC?

The Form D lists $100,002 as the minimum investment accepted from any outside investor as of June 8, 2026. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling Bighorn Carbon 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 Bighorn Carbon Fund, LLC?

The Form D lists 2 related persons: Charles C Chambless, executive officer, promoter (Principal of Bighorn Carbon Management, LLC (the Manager)); Fred C Gray, executive officer (Principal of Bighorn Carbon Management, LLC (the Manager)). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Bighorn Carbon Fund, LLC located?

The issuer's address on its SEC filings is 8 the Green Ste B, Dover, DE 19901. Its phone number of record is 281-796-3079. It is organized under the laws of Delaware.

How long is the Bighorn Carbon 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, and no amendment is on record yet.

How large is Bighorn Carbon Fund, LLC?

The issuer declined to disclose its net asset value 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.