EquityZen Fund XI Series 2 Reaches $6.2M, 143 Investors After Minimum Falls to $5K

EquityZen Growth Opportunity Fund XI LLC - Series 2 reported $6,198,847 in total amount sold across 143 investors in a Form D/A filed June 10, 2026, up from $2,727,000 and 51 investors in its February 3 amendment.

The four-month change represents a 127.3% increase in reported capital and a 180.4% increase in investor count. The filing sequence contains another notable change: the minimum investment accepted from an outside investor was $20,000 when the vehicle launched in late 2025, but was reduced to $5,000 in the February amendment and remained at $5,000 in June.

The timing overlaps with Morgan Stanley's acquisition of EquityZen. Morgan Stanley completed the transaction on January 27, 2026, one week before the February amendment first reported the lower minimum. The filings do not state that Morgan Stanley directed the change, however, and no causal relationship between the acquisition, the lower minimum, and the subsequent increase in investors can be established from Form D data alone.

What changed in the filings

1. Reported capital more than doubled between February and June. The February 3 Form D/A reported $2,727,000 sold; the June 10 amendment reports $6,198,847, an increase of approximately $3.47 million, or 127.3%.

2. Investor count rose from 51 to 143 over the same interval. That is an increase of 92 reported investors, or 180.4%. From the initial November 2025 filing to June, the vehicle grew from 29 to 143 reported investors.

3. The vehicle's minimum accepted investment was reduced before the largest increase in investor count. The initial November filing and December amendment each reported a $20,000 minimum. The February 3 amendment reported $5,000, and the June amendment kept the minimum at $5,000.

The minimum changed one week after Morgan Stanley closed the EquityZen acquisition

Morgan Stanley announced completion of its acquisition of EquityZen on January 27, 2026. At the time, Morgan Stanley said integrating EquityZen into its private-market ecosystem would enhance its ability to connect private-company shareholders seeking liquidity with investors seeking private-market exposure.

Seven days later, EquityZen filed the February 3 amendment for Fund XI Series 2 showing a $5,000 minimum accepted investment, down from $20,000 in the vehicle's December 23 amendment. By June, the reported investor count had increased from 51 to 143 while reported amount sold rose from $2.73 million to $6.20 million.

The chronology is notable but does not establish causation. Neither the February nor June Form D/A identifies Morgan Stanley as the reason for the lower minimum, and the filings do not describe any distribution arrangement through Morgan Stanley Wealth Management. The acquisition and filing changes should therefore be treated as contemporaneous developments rather than evidence that Morgan Stanley caused the fundraising growth.

The offering amount is not a fundraising target

The June filing reports both total offering amount and total amount sold at exactly $6,198,847, with zero remaining to be sold. That should not be interpreted to mean EquityZen established a $6.2 million target and then filled it.

Across every Fund XI Series 2 filing reviewed by AltStreet, EquityZen has amended the offering amount to equal the amount sold. The vehicle reported $1.485 million on both fields in November 2025, $2.152 million in December, $2.727 million in February, and $6.199 million in June.

The pattern indicates that the Form D offering-amount field functions as a running statement of placed subscriptions for this vehicle rather than a fixed fundraising ceiling. As a result, the fact that the June filing reports zero remaining to be sold is a feature of the reporting method and should not be described as evidence that the fund is fully subscribed or has reached a final fundraising target.

Fund XI Series 2 spans the ownership transition

Fund XI Series 2 was already raising capital before Morgan Stanley acquired EquityZen. The initial Form D lists October 31, 2025 as the date of first sale and was filed November 12, 2025, more than two months before the acquisition closed.

The initial filing reported $1.485 million sold to 29 investors. A December 23 amendment increased those figures to $2.152 million and 39 investors. The February 3 amendment, filed after the acquisition closed, reported $2.727 million and 51 investors; the June amendment increased the totals to $6.199 million and 143 investors.

Fund XI Series 2 is therefore better characterized as a vintage whose fundraising spans the Morgan Stanley ownership transition, not as a fund raised entirely under Morgan Stanley ownership.

What the filings do not show

The Form D amendments do not identify the portfolio companies held by Fund XI Series 2, their acquisition prices, current valuations, or the amount of capital allocated to each position.

The filings do not explain why the minimum accepted investment changed from $20,000 to $5,000. They also do not establish whether the lower minimum was available to every eligible investor, was associated with a particular distribution channel, or reflected any broader change in EquityZen's Growth Opportunity Fund terms.

The filings do not establish that Morgan Stanley's acquisition caused the lower minimum or the subsequent increase in reported investors. No Morgan Stanley entity is identified as the issuer in these Form D filings; the filings continue under the EquityZen fund and manager names.

Investor count is an offering-level Form D figure. It does not disclose the identities of investors, whether investors made multiple commitments, or the distribution of commitment sizes.

The filings provide no fund performance, realized or unrealized returns, portfolio-level NAV, carried-interest calculations, expected hold periods, or exit assumptions.

Frequently asked

How much has EquityZen Growth Opportunity Fund XI Series 2 reported raising? The June 10, 2026 Form D/A reports $6,198,847 in total amount sold, up from $2,727,000 in the February 3 amendment.

How many investors are reported? The June amendment reports 143 investors, compared with 51 in February, 39 in December 2025, and 29 in the initial November filing.

What is the minimum investment? The June and February filings report a $5,000 minimum investment accepted from an outside investor. The initial November filing and December amendment reported $20,000.

Did Morgan Stanley lower EquityZen's minimum investment? The public filings do not establish that. Morgan Stanley completed its EquityZen acquisition on January 27, 2026, and the first filing showing the $5,000 minimum followed on February 3, but Form D provides no explanation for the change.

Does the $6.2 million offering amount mean the fund is fully subscribed? Not necessarily. EquityZen has repeatedly amended the offering amount to equal the amount already sold, so the field does not function as a fixed target for this vehicle.

Disclosures

This article summarizes SEC Form D filings and related public information. Form D is a notice of an exempt offering and is not an audited financial statement. The SEC does not necessarily review information reported on Form D for accuracy or completeness.

AltStreet treats the Morgan Stanley acquisition and the change in the fund's minimum investment as contemporaneous events. No filing reviewed establishes that the acquisition caused the minimum change, investor-count increase, or growth in reported amount sold.

Nothing in this article constitutes investment advice or a recommendation regarding EquityZen, Morgan Stanley, Growth Opportunity Fund XI, or any private-market investment.