Form D · Venture Capital Fund

Countdown Capital II, a series of Countdown Capital Funds, LP

Seattle, WA · CIK 0001924132

Offering snapshot reported Jun 23, 2022 · SEC filing

Reported sold: $14.9M
Investors reported: 44
Minimum accepted: $1K
First sale: Jan 31, 2022

Fundraising history

Reported sold

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

Reported sold$14,238,000 → $14,935,469
Reported investors37 → 44

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Jun 23, 2022	Amendment	$14,935,469	$697,469vs Apr 19, 2022	44	SEC filing
Jun 3, 2022	Amendment	$1,597,600	-$12,640,400vs Apr 19, 2022	31	SEC filing
Apr 19, 2022	Initial	$14,238,000	No comparison	37	SEC filing

Offering details

Securities: Pooled investment fund
Exemptions: 06b, 3C, 3C.1
Duration over one year: No
Business combination: No

Sales commissions: $0
Finders' fees: $0
Form D file number: 021-442532

Source: Form D, filed Jun 23, 2022. Minimum accepted may differ from a standard advertised minimum.

Fund connections

Each card uses that adviser's latest imported filing. Filing dates can differ; these disclosures do not confirm a current relationship.

Matched by reported Form D file number

COUNTDOWN CAPITAL II, A SERIES OF COUNTDOWN CAPITAL FUNDS, LP

Investment adviser: PLATFORM ADVISOR, LLC

Gross asset value: $3.48M
Beneficial owners: 45
ADV minimum commitment: $250K

Reported in Form ADV on Jun 4, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator BELLTOWER FUND GROUP, LTD SEATTLE, Washington, United States Investor statements: No (provided to no investors) Related to adviser: Yes Other funds reporting this name →

Custodian BELLTOWER FUND GROUP, LTD SEATTLE, Washington, United States Related to adviser: Yes Other funds reporting this name →

Marketer AL ADVISORS MANAGEMENT INC SAN FRANCISCO, California, United States Related to adviser: Yes Other funds reporting this name →

Provider details

Annual audit: No
Prime brokers: No
Custodians: Yes
Administrator other than the adviser: Yes
External marketing: Yes

Fund asset history · 4 annual observations

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Fiscal year	Gross assets	Beneficial owners	ADV filed
2022	$2,644,218	46	Mar 30, 2023
2023	$13,008,258	45	Mar 29, 2024
2024	$3,493,520	45	Mar 28, 2025
2025	$3,478,894	45	Mar 24, 2026

Filing source

Form ADV 2107248 · Jun 4, 2026 · Schedule D 7.B.(1), fund 805-6629849188

Reported by PLATFORM ADVISOR, LLC (CRD 167700).

Other-Than Annual Amendment ERA Report.

Official IAPD profile (latest public filing). Historical values on this page come from the SEC/IAPD filing archive; the public profile may show a newer filing.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
Name	Reported role
Ltd. Belltower Fund Group	Director
N/A Belltower Fund Group Ltd.	Director
Llc Fund Gp,	Director
N/A Fund Gp, Llc	Director

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

119 South Main Street Suite 220
Seattle, WA, 98104
Phone: 3603409337