Marshall Wace Amends Fund Filing, Confirms 3(c)(7) Exemption

TL;DR

**Marshall Wace's MW TOPS Global Titans (US) Fund updated its filing, confirming its exemption for sophisticated investors.**

AI Summary

Marshall Wace Funds LP, specifically the MW TOPS Global Titans (US) Fund, filed an amended Form D/A on March 24, 2026. This filing updates their Notice of Exempt Offering of Securities, indicating they operate under Section 3(c)(7) of the Investment Company Act, which means they are exempt from registering as an investment company because they only sell to highly sophisticated investors. This matters to potential investors because it confirms the fund's operational structure and its target audience of qualified purchasers, implying a specific, less regulated investment environment.

Why It Matters

This filing clarifies the fund's regulatory status, confirming it targets sophisticated investors and operates with less oversight than a registered investment company, which can impact its investment strategies and risk profile.

Risk Assessment

Risk Level: medium — Operating under a 3(c)(7) exemption means less regulatory oversight, which can lead to higher risks for investors, though it targets sophisticated ones.

Analyst Insight

An investor considering this fund should understand that it is designed for sophisticated investors and operates with less regulatory oversight due to its 3(c)(7) exemption, requiring thorough due diligence on the fund's specific strategies and risks.

Key Numbers

• 0002062968 — CIK (Central Index Key for Marshall Wace Funds LP)
• 021-542001 — File No. (SEC file number for the offering)
• 2026-03-24 — Filing Date (Date the D/A form was filed and accepted)

Key Players & Entities

• Marshall Wace Funds LP (company) — Filer of the D/A form
• MW TOPS Global Titans (US) Fund (company) — Specific fund associated with the filing
• MAPLES CORPORATE SERVICES LIMITED (company) — Mailing and Business Address contact

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) — 10KB
• 0000902664-26-001729.txt ( ) — 12KB

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 Segregated sub-fund of limited partnership   Name of Issuer   Marshall Wace Funds LP - MW TOPS Global Titans (US) Fund 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   Marshall Wace Funds LP - MW TOPS Global Titans (US) Fund Street Address 1 Street Address 2   C/O MARSHALL WACE (GP1) LTD.   MAPLES CORPORATE SERVICES LIMITED   GEORGE TOWN, GRAND CAYMAN   CAYMAN ISLANDS     KY1-1104   345-943-3100   3. Related Persons Last Name First Name Middle Name Marshall Wace (GP1) Ltd. - Street Address 1 Street Address 2   One Nexus Way, Camana Bay       George Town, Grand Cayman   CAYMAN ISLANDS   KY1-9005   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) General Partner Last Name First Name Middle Name Bennett Gregory Street Address 1 Street Address 2   c/o Marshall Wace (GP1) Ltd.     Maples Corporate Services Limited   George Town, Grand Cayman   CAYMAN ISLANDS   KY1-1104   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Director of the General Partner Last Name First Name Middle Name Flaherty Patrick Street Address 1 Street Address 2   c/o Marshall Wace (GP1) Ltd.     Maples Corporate Services Limited   George Town, Grand Cayman   CAYMAN ISLANDS   KY1-1104   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Director of the General Partner Last Name First Name Middle Name Healy Barbara Street Address 1 Street Address 2   c/o Marshall Wace (GP1) Ltd.     Maples Corporate Services Limited   George Town, Grand Cayman   CAYMAN ISLANDS   KY1-1104   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Director of the General Partner Last Name First Name Middle Name Mulvey Marion Street Address 1 Street Address 2   c/o Marshall Wace (GP1) Ltd.     Maples Corporate Services Limited   George Town, Grand Cayman   CAYMAN ISLANDS   KY1-1104   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Director of the General Partner Last Name First Name Middle Name Thomas Robert Street Address 1 Street Address 2   c/o Marshall Wace (GP1) Ltd.     Maples Corporate Services Limited   George Town, Grand Cayman   CAYMAN ISLANDS   KY1-1104   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Director of the General Partner Last Name First Name Middle Name Marshall Wace LLP - Street Address 1 Street Address 2   George House, 131 Sloane Street       London   UNITED KINGDOM   SW1X 9AT   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Investment Manager 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)         Rul

View Full Filing

View this D/A filing on SEC EDGAR