Benjamin Capital II, LLC

### Executive Summary Benjamin Capital II, LLC, a Wyoming LLC formed in 2025, filed a Form D on 2026-06-02 to raise $5.0M in equity under Rule 506(c) exemption, allowing general solicitation with all-accredited investor verification. The offering is a pooled investment fund classified as 'Other Investment Fund' (not a 40 Act fund), with no sales yet (date of first sale marked as 'yet to occur'), and a duration under one year. The sole related person is Executive Officer Joe Bettag, based in Jupiter, FL, and the issuer declined to disclose aggregate net asset value range. ### Investor Edge Monitor the fund's subsequent Form D amendments (D/A) for actual capital raised, investor count, and any changes in terms. The use of Rule 506(c) means the fund may publicly advertise; watch for marketing materials or placement agent activity that could reveal investment strategy or target sectors. ### Sector capital positioning This $5.0M raise for a newly formed pooled investment fund signals continued capital formation in alternative asset vehicles, particularly small-scale private funds targeting accredited investors. The use of Rule 506(c) indicates the fund intends to actively market its offering, reflecting a trend toward broader solicitation in the private fund space despite regulatory scrutiny. ### Convergence Signals No direct convergence signals are evident from this filing. The fund is newly formed (2025) with no prior history, patents, government contracts, or public legislative ties. The filing is a standard initial notice with no amendments or unusual disclosures. ### Key Takeaways - Benjamin Capital II, LLC is raising $5.0M in equity under Rule 506(c) for a pooled investment fund. - The fund is newly formed (2025), has not yet made any sales, and is structured as an 'Other Investment Fund' not subject to the Investment Company Act of 1940. - The sole executive officer is Joe Bettag; no other investors or insiders are disclosed in the filing. ### Risk Indicators & Flags No red flags in the filing. The fund is a standard private placement with no amendments, no non-accredited investors, and no sales commissions disclosed. The only minor note is the issuer declined to disclose net asset value range, which is common for new funds. ### Verification & References All facts are directly from the SEC Form D filing (Accession Number 000213471826000023). The issuer CIK 0002133038, entity name, address, phone, jurisdiction, and related person Joe Bettag are verifiable via SEC EDGAR. The offering amount, exemption (Rule 506(c) via item 06c), security type (equity), and first sale date (yet to occur) are confirmed in the XML excerpt.