Form D · Venture Capital Fund
CrossLayer Capital Fund II, L.P.
San Francisco, CA · CIK 0002059448
Offering snapshot reported Sep 30, 2025 · SEC filing
- Reported sold
- $27.3M Indefinite offering
- Investors reported
- 15 Form D · investor count
- Minimum accepted
- $0 Reported outside-investor minimum
- First sale
- Apr 16, 2025 As reported in this filing
What changed?
Latest filing versus its linked predecessor, where available.
- Reported investors0 → 15
Filing history
Scroll to see all columns →
| Filed | Filing type | Reported sold | Change vs linked filing | Investors | Source |
|---|---|---|---|---|---|
| Sep 30, 2025 | Amendment | $27,300,000 | No comparison | 15 | SEC filing |
| Apr 14, 2025 | Initial | Yet to sell | No comparison | 0 | SEC filing |
Offering details
- Securities
- Pooled investment fund
- Exemptions
- 06c, 3C, 3C.1, 3C.7
- Duration over one year
- No
- Business combination
- No
- Sales commissions
- $0
- Finders' fees
- $0
- Form D file number
- 021-543637
Source: Form D, filed Sep 30, 2025. Minimum accepted may differ from a standard advertised minimum.
Fund connections
The linked fund shows its most recently reported ADV details.
Matched by reported Form D file number
CROSSLAYER CAPITAL FUND II, L.P.
Investment adviser: CROSSLAYER CAPITAL MANAGEMENT LLC
- Gross asset value
- $2.79M
- Beneficial owners
- 27
- ADV minimum commitment
- $1M
Reported in Form ADV on Jul 6, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.
Service providers
Provider details
- Annual audit
- Yes
- Prime brokers
- No
- Custodians
- Yes
- Administrator other than the adviser
- Yes
- External marketing
- No
WITHUMSMITH+BROWN, PC
PCAOB 100
Filing source
Form ADV 2117760 · Jul 6, 2026 · Schedule D 7.B.(1), fund 805-5260061658
Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; 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.
| Name | Reported role |
|---|---|
| General Partner Crosslayer Capital Fund Ii Gp, Llc | Promoter |
| Wally Hansen | Promoter |
| Andrew Myers | Promoter |
| Thomas Rogers | Promoter |
Issuer details
Industry: Pooled Investment Fund (See others in industry)
Address:San Francisco, CA, 94117