Form D · Venture Capital Fund

Metalayer Fund I, LP

New York, NY · CIK 0002012738

Offering snapshot reported Apr 13, 2026 · SEC filing

Reported sold
$25.1M
Offering amount: $25.1M
Investors reported
58
Form D · investor count
Minimum accepted
$0
Reported outside-investor minimum
First sale
Nov 22, 2024
As reported in this filing

What changed?

Latest filing versus its linked predecessor, where available.

  • Reported investors0 → 58

Filing history

Scroll to see all columns →

FiledFiling typeReported soldChange vs linked filingInvestorsSource
Apr 13, 2026Amendment$25,066,326No comparison58SEC filing
Nov 21, 2024InitialYet to sellNo comparison0SEC filing

Offering details

Securities
Pooled investment fund
Exemptions
06b, 3C, 3C.1
Duration over one year
Yes
Business combination
No
Sales commissions
$0
Finders' fees
$0
Form D file number
021-530155

Source: Form D, filed Apr 13, 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 FUND I, LP

Investment adviser: METALAYER VENTURES MANAGEMENT COMPANY, LLC

Gross asset value
$25.3M
Beneficial owners
58
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

Fund administrator NAV FUND ADMINSTRATION GROUP OAKBROOK TERRACE, Illinois, United States Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor MICHAEL COGLIANESE CPA, P.C LINCOLNSHIRE, Illinois, United States
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 805-7952317140

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
NameReported role
Michael Graham Executive
Andrew Kangpan Executive
N/A Metalayer Ventures Gp I, Llc Promoter
N/A Metalayer Ventures Management Company, Llc Promoter
David Winton Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
93 4 Th Ave., Suite 1447
New York, NY, 10003