Form D · Venture Capital Fund
SmartGate Seed Fund II, L.P.
Glendale, CA · CIK 0001901177
Offering snapshot reported Jun 4, 2025 · SEC filing
- Reported sold
- $10.7M Offering amount: $15M
- Investors reported
- 63 Form D · investor count
- Minimum accepted
- $10K Reported outside-investor minimum
- First sale
- Feb 2, 2022 As reported in this filing
Fundraising history
Reported soldDates 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$4,805,000 → $10,700,000
- Reported investors25 → 63
Filing history
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| Filed | Filing type | Reported sold | Change vs linked filing | Investors | Source |
|---|---|---|---|---|---|
| Jun 4, 2025 | Amendment | $10,700,000 | $5,895,000vs May 6, 2024 | 63 | SEC filing |
| May 6, 2024 | Amendment | $4,805,000 | $325,000vs Oct 31, 2023 | 25 | SEC filing |
| Oct 31, 2023 | Initial | $4,480,000 | No comparison | 22 | SEC filing |
| Aug 31, 2023 | Initial | $4,380,000 | No comparison | 21 | SEC filing |
| Apr 1, 2022 | Amendment | $2,830,000 | $2,102,525vs Mar 23, 2022 | 4 | SEC filing |
| Mar 23, 2022 | Initial | $727,475 | No comparison | 4 | SEC 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
- 021-496099
Paid by the GP not the fund
Sales compensation recipients
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| Recipient | CRD | Associated broker-dealer |
|---|---|---|
| Noubar Pechdimaljian | 6719864 | Stirlingshire Investments · CRD 310576 |
Source: Form D, filed Jun 4, 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
SMARTGATE SEED FUND II LP
Investment adviser: SMARTGATEVC LLC
- Gross asset value
- $7.93M
- Beneficial owners
- 65
- ADV minimum commitment
- $0
Reported in Form ADV on Mar 31, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.
Service providers
Provider details
- Annual audit
- No
- Prime brokers
- No
- Custodians
- No
- Administrator other than the adviser
- Yes
- External marketing
- No
Filing source
Form ADV 2088521 · Mar 31, 2026 · Schedule D 7.B.(1), fund 805-7223975872
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 |
|---|---|
| Ashot Arzumanyan | Director, Executive |
| Llc Assure Fund Management Ii | Executive |
| Pechdimaljian Noubar | Director |
| Null Smart Gate Vc | Director |
| Richard Thoms | Executive |
| Hakobjanyan Vazgen | Director |
Issuer details
Industry: Pooled Investment Fund (See others in industry)
Address:Glendale, CA, 91204