8188 Capital XXVII Starcloud 2 26 Files Exempt Offering (Form D)

TL;DR

**8188 Capital XXVII Starcloud 2 26 just filed a Form D, signaling a private capital raise under an exemption.**

AI Summary

8188 Capital XXVII Starcloud 2 26 a Series of CGF2021 LLC filed a Form D on March 24, 2026, indicating an exempt offering of securities under Section 3(c)(1) of the Investment Company Act. This filing, with CIK 0002118798, signals that the company is raising capital without needing to register with the SEC, which is common for private funds. For investors, this means the company is actively seeking or has recently secured private funding, potentially fueling future growth or operations, but with less public disclosure than a registered offering.

Why It Matters

This Form D indicates 8188 Capital XXVII Starcloud 2 26 is raising private capital, which can fund new projects or operations without diluting public shareholders, but also means less transparency than a public offering.

Risk Assessment

Risk Level: medium — Exempt offerings provide less public information than registered offerings, increasing informational risk for potential investors not directly involved in the private placement.

Analyst Insight

Investors should note that this Form D indicates private fundraising, which means less public information is available compared to a registered offering. This could be a precursor to future growth or a way to manage existing operations, but direct investment opportunities are typically limited to accredited investors.

Key Players & Entities

• 8188 Capital XXVII Starcloud 2 26 a Series of CGF2021 LLC (company) — the filer of the Form D
• 0002118798 (company) — the CIK (Central Index Key) of the filer
• 2026-03-24 (date) — the filing and acceptance date of the Form D
• Section 3(c)(1) (other) — the specific exemption claimed under the Investment Company Act

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)
• primary_doc.xml (D) — 6KB
• 0002118798-26-000001.txt ( ) — 7KB

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   8188 Capital XXVII Starcloud 2 26 a Series of CGF2021 LLC Jurisdiction of Incorporation/Organization DELAWARE   Year of Incorporation/Organization Over Five Years Ago Within Last Five Years (Specify Year) 2026 Yet to Be Formed           2. Principal Place of Business and Contact Information Name of Issuer   8188 Capital XXVII Starcloud 2 26 a Series of CGF2021 LLC Street Address 1 Street Address 2   2093 PHILADELPHIA PIKE   5885   CLAYMONT   DELAWARE     19703   (360) 946-0604   3. Related Persons Last Name First Name Middle Name Sydecar LLC Street Address 1 Street Address 2   2093 Philadelphia Pike     #5885   Claymont   DELAWARE   19703   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Administrator of the Issuer Last Name First Name Middle Name Sagan Brett Street Address 1 Street Address 2   Sydecar LLC     2093 Philadelphia Pike #5885   Claymont   DELAWARE   19703   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Officer of the Issuer's Administrator 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   2026-03-20   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 $   0 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 $ 2012962 USD Indefinite Total Amount Sold $ 2012962 USD Total Remaining to be Sold $ 0 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

View Full Filing

View this D filing on SEC EDGAR