Form D · Other Investment Fund

Millrace Capital, LP

Berwyn, PA · CIK 0001798828

Offering snapshot reported Feb 21, 2024 · SEC filing

Reported sold: $15.5M
Investors reported: 23
Minimum accepted: $0
First sale: Jan 1, 2020

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$15,302,000 → $15,492,000

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Feb 21, 2024	Amendment	$15,492,000	$190,000vs Feb 27, 2023	23	SEC filing
Feb 27, 2023	Amendment	$15,302,000	$2,775,000vs Mar 3, 2022	23	SEC filing
Mar 3, 2022	Amendment	$12,527,000	$5,047,000vs Mar 3, 2021	19	SEC filing
Mar 3, 2021	Amendment	$7,480,000	$2,180,000vs Mar 3, 2020	10	SEC filing
Mar 3, 2020	Amendment	$5,300,000	$2,750,000vs Jan 7, 2020	4	SEC filing
Jan 7, 2020	Initial	$2,550,000	No comparison	2	SEC filing

Offering details

Securities: Equity, Pooled investment fund
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: 021-357368

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
Stonehaven, LLC	118913

Source: Form D, filed Feb 21, 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

MILLRACE CAPITAL, LP

Investment adviser: MILLRACE ASSET GROUP, INC.

Gross asset value: $15.1M
Beneficial owners: 23
ADV minimum commitment: $250K

Reported in Form ADV on Mar 25, 2024. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator OPUS FUND SERVICES NAPERVILLE, Illinois, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor COHEN & COMPANY HUNT VALLEY, Maryland, United States

Custodian GOLDMAN SACHS & CO. LLC NEW YORK, New York, United States Related to adviser: No

Marketer QUALITY MANAGER CONSULTANTS, LLC SCOTTSDALE, Arizona, United States Related to adviser: No

Marketer STONEHAVEN, LLC NEW YORK, New York, United States Related to adviser: No

Prime broker BTIG, LLC NEW YORK, New York, United States

Provider details

Annual audit: Yes
Prime brokers: Yes
Custodians: Yes
Administrator other than the adviser: Yes
External marketing: Yes

COHEN & COMPANY
PCAOB 925

GOLDMAN SACHS & CO. LLC
SEC 8-129

STONEHAVEN, LLC
CRD 118913 · SEC 8-53699

BTIG, LLC
CRD 122225 · SEC 8-65473

Filing source

Form ADV 1847288 · Mar 25, 2024 · Schedule D 7.B.(1), fund 805-3905197790

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
Millrace Asset Group, Inc.	Executive, Promoter
Millrace Partners, Llc	Executive, Promoter

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

Millrace Asset Group, Inc. 1205 Westlakes Drive, Suite 375
Berwyn, PA, 19312