AUGUREY VENTURES II Amends Form D/A, Confirms 3(c)(1) Exemption

TL;DR

**AUGUREY VENTURES II just confirmed its private fund status, meaning less SEC oversight.**

AI Summary

AUGUREY VENTURES II - SERIES SPACEX A filed an amended Form D/A on March 23, 2026, updating its Notice of Exempt Offering of Securities. This filing specifically indicates that the company operates under Section 3(c)(1) of the Investment Company Act, meaning it is exempt from registration as an investment company because it has fewer than 100 investors and does not make a public offering. This matters to potential investors because it clarifies the regulatory framework under which AUGUREY VENTURES II operates, indicating it's a private fund not subject to the same oversight as registered investment companies, which implies higher risk and less transparency.

Why It Matters

This amendment clarifies AUGUREY VENTURES II's regulatory status as a private fund, meaning it's not subject to the stringent regulations of public investment companies, which impacts transparency and investor protections.

Risk Assessment

Risk Level: high — Operating under a 3(c)(1) exemption means less regulatory oversight and transparency compared to registered investment companies, increasing investor risk.

Analyst Insight

Investors should be aware that AUGUREY VENTURES II is a private fund with less regulatory oversight than public investment companies, requiring thorough due diligence before considering investment.

Key Numbers

• 0002051723 — CIK (Unique identifier for AUGUREY VENTURES II - SERIES SPACEX A)
• 2026-03-23 — Filing Date (The date the D/A amendment was filed and accepted by the SEC)
• 3(c)(1) — Investment Company Act Section (The specific exemption AUGUREY VENTURES II operates under, indicating it's a private fund)

Key Players & Entities

• AUGUREY VENTURES II - SERIES SPACEX A (company) — the filer of the D/A form
• 0002051723 (dollar_amount) — the CIK of the filer
• 33 S WOOD AVENUE SUITE 600 ISELIN NJ 08830 (company) — the mailing and business address of the filer
• 332429879 (dollar_amount) — the EIN of the filer
• 2026-03-23 (person) — the filing and acceptance date of the D/A

Forward-Looking Statements

• AUGUREY VENTURES II will continue to operate as a private fund, avoiding public registration. (AUGUREY VENTURES II - SERIES SPACEX A) — high confidence, target: 2027-03-23
• The company will likely maintain its focus on a limited number of investors to retain its 3(c)(1) exemption. (AUGUREY VENTURES II - SERIES SPACEX A) — medium confidence, target: 2027-03-23

FAQ

Key Financial Figures

• $1 — enues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,
• $1,000,000 — No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,
• $5,000,000 — Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001
• $1,000,001 — e   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000
• $5,000,001 — $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000
• $25,000,000 — $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001
• $25,000,001 — $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,0
• $50,000,000 — 5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,0
• $100,000,000 — 25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $1
• $50,000,001 — 0,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   O

Filing Documents

• primary_doc.html (D/A)
• primary_doc.xml (D/A) — 5KB
• 0002051723-26-000003.txt ( ) — 6KB

From the Filing

Form D FORM D Notice of Exempt Offering of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. OMB APPROVAL OMB Number: 3235-0076 Estimated Average burden hours per response: 4.0 1. Issuer's Identity CIK (Filer ID Number) Previous Name(s) None Entity Type Corporation Limited Partnership   Limited Liability Company   General Partnership   Business Trust Other   Name of Issuer   AUGUREY VENTURES II - SERIES SPACEX A Jurisdiction of Incorporation/Organization DELAWARE   Year of Incorporation/Organization Over Five Years Ago Within Last Five Years (Specify Year) 2024 Yet to Be Formed           2. Principal Place of Business and Contact Information Name of Issuer   AUGUREY VENTURES II - SERIES SPACEX A Street Address 1 Street Address 2   33 S WOOD AVENUE   SUITE 600   ISELIN   NEW JERSEY     08830 3. Related Persons Last Name First Name Middle Name CARDIA FRANK Street Address 1 Street Address 2   33 S WOOD AVENUE     SUITE 600   ISELIN   NEW JERSEY   08830   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary)   4. Industry Group   Agriculture Banking & Financial Services     Commercial Banking     Insurance   Investing     Investment Banking     Pooled Investment Fund Hedge Fund Other Investment Fund Private Equity Fund Venture Capital Fund *Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes  No   Other Banking & Financial Services   Business Services Energy     Coal Mining     Electric Utilities     Energy Conservation     Environmental Services     Oil & Gas     Other Energy Health Care     Biotechnology     Health Insurance     Hospitals & Physicians     Pharmaceuticals     Other Health Care                         Manufacturing Real Estate   Commercial   Construction   REITS & Finance   Residential Other Real Estate   Retailing Restaurants Technology   Computers   Telecommunications   Other Technology Travel   Airlines & Airports   Lodging & Conventions   Tourism & Travel Services   Other Travel Other        5. Issuer Size Revenue Range Aggregate Net Asset Value Range No Revenues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   Over $100,000,000   Decline to Disclose   Decline to Disclose   Not Applicable   Not Applicable   6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 506(b)         Rule 504 (b)(1)(i) Rule 506(c) Rule 504 (b)(1)(ii) Securities Act Section 4(a)(5) Rule 504 (b)(1)(iii) Investment Company Act Section 3(c) Section 3(c)(1) Section 3(c)(9) Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) Section 3(c)(7)     7. Type of Filing   New Notice Date of First Sale   2025-01-02   First Sale Yet to Occur   Amendment     8. Duration of Offering Does the Issuer intend this offering to last more than one year?   Yes   No     9. Type(s) of Securities Offered (select all that apply) Pooled Investment Fund Interests Equity Tenant-in-Common Securities Debt Mineral Property Securities Option, Warrant or Other Right to Acquire Another Security Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)       10. Business Combination Transaction Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?   Yes   No Clarification of Response (if Necessary)       11. Minimum Investment Minimum investment accepted from any outside investor $   50000 USD 12. Sales Compensation Recipient   Recipient CRD Number None     (Associated) Broker or Dealer None (Associated) Broker or Dealer CRD Number  None     Street Address 1 Street Address 2             13. Offering and Sales Amounts   Total Offering Amount $ 12500000 USD Indefinite Total Amount Sold $ 1185625 USD Total Remaining to be Sold $ 11314375 USD Indefinite Clarification of Response (if Necessary)      14. Investors Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, Number of such non-accredited investors who already have invested in the offering       Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: 13   15. Sales Commissions & Finders’ Fees Expenses Provide separately the amounts of sales commissions and finders'

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