Form D · Other Investment Fund

Fifth Down Fund of Funds 2022 LLC

Dover, MA · CIK 0001911975

Offering snapshot reported Apr 8, 2024 · SEC filing

Reported sold: $56.8M
Investors reported: 75
Minimum accepted: $0
First sale: Feb 1, 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$36,775,000 → $56,770,000
Reported investors32 → 75

Filing history

Scroll to see all columns →

Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Apr 8, 2024	Amendment	$56,770,000	$19,995,000vs Feb 18, 2022	75	SEC filing
Feb 18, 2022	Initial	$36,775,000	No comparison	32	SEC filing

Offering details

Securities: Pooled investment fund
Exemptions: 06b, 3C, 3C.7
Duration over one year: No
Business combination: No

Sales commissions: $0
Finders' fees: $0
Form D file number: 021-434103

Source: Form D, filed Apr 8, 2024. 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

FIFTH DOWN FUND OF FUNDS 2022 LLC

Investment adviser: FIFTH DOWN CAP LLC

Gross asset value: $112M
Beneficial owners: 124
ADV minimum commitment: $0

Reported in Form ADV on Jul 1, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator ADURO ADVISORS DENVER, Colorado, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor BAKER TILLY US, LLP CHICAGO, Illinois, United States

Custodian SILICON VALLEY BANK, A DIVISION OF FIRST CITIZEN'S BANK SANTA CLARA, California, United States Related to adviser: No

Provider details

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

BAKER TILLY US, LLP
PCAOB 23

Filing source

Form ADV 2112427 · Jul 1, 2026 · Schedule D 7.B.(1), fund 805-1242237438

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.

People and organizations reported in Form D filings
Name	Reported role
N/A Fifth Down Cap Llc	Executive
Andrew M Spellman	Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

C/O Fifth Down Cap Llc 1 B Hunt Drive
Dover, MA, 02030