Form D · Venture Capital Fund

Strategic Investors Fund XII, L.P.

Menlo Park, CA · CIK 0002043097

Offering snapshot reported Oct 31, 2025 · SEC filing

Reported sold: $374M
Investors reported: 43
Minimum accepted: $0
First sale: Oct 31, 2024

What changed?

Latest filing versus its linked predecessor, where available.

Reported investors0 → 43

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
Oct 31, 2025	Amendment	$373,576,052	No comparison	43	SEC filing
Oct 30, 2024	Initial	Yet to sell	No comparison	0	SEC filing

Offering details

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

Sales commissions: $1.5M (estimated)
Finders' fees: $0
Form D file number: 021-528214

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
Mitsubishi UFJ Alternative Investments Co., Ltd	None

Source: Form D, filed Oct 31, 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

STRATEGIC INVESTORS FUND XII, L.P.

Investment adviser: PINEGROVE VENTURE PARTNERS, LLC

Gross asset value: $340M
Beneficial owners: 25
ADV minimum commitment: $500K

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

Service providers

Fund administrator ALTER DOMUS (US) LLC SALT LAKE CITY, Utah, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor KPMG LLP SAN FRANCISCO, California, United States

Custodian FIRST-CITIZENS BANK & TRUST COMPANY SANTA CLARA, California, United States Related to adviser: No

Custodian MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED SAN FRANCISCO, 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

KPMG LLP
PCAOB 185

FIRST-CITIZENS BANK & TRUST COMPANY
LEI L9VVX1KT5TFTKS0MLF66

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
SEC 8-7221

Filing source

Form ADV 2101034 · Jun 1, 2026 · Schedule D 7.B.(1), fund 805-1637431960

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

Related funds

Funds whose names form a numbered series with this one and that share its city or the name of a related person. Form D does not state how these funds are related.

Fund	Latest Form D	Reported sold	Investors
Strategic Investors Fund V, L.P.	Jan 17, 2013	$291,411,765	35
Strategic Investors Fund VI, L.P.	Jun 28, 2013	$322,800,000	23
Strategic Investors Fund VII, L.P.	Oct 9, 2014	$330,000,000	41
Strategic Investors Fund VIII, L.P.	Sep 9, 2016	$427,755,000	75
Strategic Investors Fund X, L.P.	Jul 1, 2021	$1,250,000,000	Not reported
Strategic Investors Fund XI, L.P.	Dec 20, 2022	Yet to sell	158
Strategic Investors Fund XII, L.P. (this fund)	Oct 31, 2025	$373,576,052	43

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 Pinegrove Venture Partners, Llc	Director, Executive
N/A Strategic Investors Xii, Llc	Director
N/A Svb Capital Management, Llc	Director, Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

2882 Sand Hill Road Suite 140
Menlo Park, CA, 94025