Dark PoolEvent Monday, June 1, 2026Analyzed

Runway Feeder 3, LLC

Neutral

Summary

Runway Feeder 3, LLC, a Delaware LLC formed in 2026, filed a Form D initial notice on 2026-06-02 for a private placement under Regulation D. The offering amount is undisclosed, and the first sale occurred on 2026-06-01. The company operates in Other Banking and Financial Services, indicating a pooled investment fund structure. Directors Jim Burr and Jitij Dwivedi are listed as related persons, but no investor count, non-accredited investor status, minimum investment, or specific exemption rule (506(b) vs. 506(c)) is provided in the available data. The lack of key offering details suggests a minimal or early-stage raise, with limited transparency.

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Full Analysis

Executive Summary

Runway Feeder 3, LLC, a Delaware LLC formed in 2026, filed a Form D initial notice on 2026-06-02 for a private placement under Regulation D. The offering amount is undisclosed, and the first sale occurred on 2026-06-01. The company operates in Other Banking and Financial Services, indicating a pooled investment fund structure. Directors Jim Burr and Jitij Dwivedi are listed as related persons, but no investor count, non-accredited investor status, minimum investment, or specific exemption rule (506(b) vs. 506(c)) is provided in the available data. The lack of key offering details suggests a minimal or early-stage raise, with limited transparency.

Investor Edge

Watch for a Form D/A amendment, which would reveal updated offering size, investor count, and possibly the exemption rule used. If the entity is a feeder fund, the master fund's performance and strategy will be critical. Monitor SEC filings for any subsequent changes or related entities.

Sector capital positioning

This filing reflects continued capital formation in the private fund and financial services sector, particularly through Delaware LLC feeder vehicles. The undisclosed amount and early-stage nature suggest a test or seed raise, consistent with a trend of small, targeted private placements by newly formed entities seeking to establish a track record before larger rounds.

Convergence Signals

No convergence signals are evident from this filing alone. The company has no known patent filings, government contracts, or public legislative ties. The address in Washington, D.C., near the K Street corridor, may imply connections to policy or lobbying, but this is speculative without further data.

Key Takeaways

  • Runway Feeder 3, LLC raised an undisclosed amount in its first private placement under Reg D.
  • The entity is a Delaware LLC formed in 2026, with directors Jim Burr and Jitij Dwivedi.
  • The filing lacks critical details (exemption rule, investor count, minimum investment), limiting actionable intelligence.

Risk Indicators & Flags

Undisclosed offering amount and absence of key data (exemption rule, investor count, non-accredited investor status) reduce transparency. The entity is newly formed (2026), increasing execution risk. No sales commissions or use of proceeds are disclosed, which could indicate insider involvement or regulatory gaps.

Verification & References

All data is from the SEC Form D filing with Accession Number 000213673726000002. The company's CIK is 0002136737. The filing is live and can be verified on EDGAR. No additional public records were used.

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