Form D · Venture Capital Fund

Velocity Fund II Prime, a series of Velocity Venture Fund Investors, LP

Kitchener, A6 · CIK 0002068829

Offering snapshot reported May 29, 2026 · SEC filing

Reported sold
$11.2M
Offering amount: $25M
Investors reported
54
Form D · investor count
Minimum accepted
$5K
Reported outside-investor minimum
First sale
Apr 24, 2025
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$5.62M$11.2MMay 20, 2025: $9,401,163.00May 20, 2025May 29, 2026: $11,244,264.00May 29, 2026

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$9,401,163 → $11,244,264
  • Reported investors40 → 54
  • Minimum accepted$10,000 → $5,000

Filing history

Scroll to see all columns →

FiledFiling typeReported soldChange vs linked filingInvestorsSource
May 29, 2026Amendment$11,244,264$1,843,101vs May 20, 202554SEC filing
May 20, 2025Initial$9,401,163No comparison40SEC 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
021-546598

Source: Form D, filed May 29, 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

VELOCITY FUND II PRIME, A SERIES OF VELOCITY VENTURE FUND INVESTORS, LP

Investment adviser: 13658058 CANADA INC.

Gross asset value
$8.88M
Beneficial owners
41
ADV minimum commitment
$250K

Reported in Form ADV on Mar 24, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator BELLTOWER FUND GROUP, LTD SEATTLE, Washington, United States Investor statements: No (provided to no investors) Related to adviser: Yes
Custodian BELLTOWER FUND GROUP, LTD SEATTLE, Washington, United States Related to adviser: Yes
Marketer AL ADVISORS MANAGEMENT INC SAN FRANCISCO, California, United States Related to adviser: Yes
Provider details
Annual audit
No
Prime brokers
No
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
Yes
Filing source

Form ADV 2073052 · Mar 24, 2026 · Schedule D 7.B.(1), fund 805-9286904774

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
Ross Robinson Executive
N/A Velocity Fund Gp Inc. Director

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
151 Charles St W Suite #199
Kitchener, A6, N2G 1H6