Form D · Hedge Fund
Metalayer Capital Flagship Fund, LP
Summit, NJ · CIK 0002077726
Offering snapshot reported Sep 18, 2026 · SEC filing
- Reported sold
- $910K Indefinite offering
- Investors reported
- 8 Form D · investor count
- Minimum accepted
- $0 Reported outside-investor minimum
- First sale
- Sep 23, 2025 As reported in this filing
What changed?
Latest filing versus its linked predecessor, where available.
- Reported investors0 → 8
Filing history
Scroll to see all columns →
| Filed | Filing type | Reported sold | Change vs linked filing | Investors | Source |
|---|---|---|---|---|---|
| Sep 18, 2026 | Amendment | $910,000 | No comparison | 8 | SEC filing |
| Sep 10, 2025 | Initial | Yet to sell | No comparison | 0 | SEC filing |
Offering details
- Securities
- Pooled investment fund, Other
- Exemptions
- 06b, 3C, 3C.1
- Duration over one year
- Yes
- Business combination
- No
- Sales commissions
- $0 (estimated)
- Finders' fees
- $0 (estimated)
- Form D file number
- 021-557241
Limited Partnership Interests
Source: Form D, filed Sep 18, 2026. 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
METALAYER CAPITAL FLAGSHIP FUND, LP
Investment adviser: METALAYER VENTURES MANAGEMENT COMPANY, LLC
- Gross asset value
- $690K
- Beneficial owners
- 5
- ADV minimum commitment
- $250K
Reported in Form ADV on Apr 17, 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
- No
- Administrator other than the adviser
- Yes
- External marketing
- No
MICHAEL COGLIANESE CPA, P.C
PCAOB 3874
Filing source
Form ADV 2046085 · Apr 17, 2026 · Schedule D 7.B.(1), fund 805-8913416660
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 |
|---|---|
| Mickey Graham | Executive |
| Michael Graham | Executive |
| Andy Kangpan | Executive |
| Andrew Kangpan | Executive |
| N/A Metalayer Capital Gp, Llc | Executive |
| N/A Metalayer Ventures Management Company, Llc | Executive |
| David Winton | Executive |
Issuer details
Industry: Pooled Investment Fund (See others in industry)
Address:Summit, NJ, 07901