Offerings (SEC Form D)
Each filing as reported by the issuer, newest first. Open a row for the full plain-English detail. D = original notice, D/A = amendment.
Offerings at a glance — 1 offering, 2 filings (one row per SEC file number)
| File no. | Original Form D | Latest filing | Amendments | Offered (latest) | Sold (latest) | Industry (latest) |
|---|
| 021-588134 | Jun 22, 2026 EDGAR ↗ | Oct 9, 2026 D/A EDGAR ↗ | 1 latest Oct 9, 2026 | $1,252,000,000 | $1,252,000,000 | Pooled Investment Fund |
Offerings are grouped by SEC file number; rows without a file number (not yet retrieved from EDGAR) are shown as their own offering until the link is fetched.
Oct 9, 2026 D/A Pooled Investment Fund — $1,252,000,000 sold of $1,252,000,000 · 113 investors EDGAR ↗
| Filing | Form D/A (amendment) filed Oct 9, 2026 · amends 0002141438-26-000001 ↗SEC file no. 021-588134 · accession 0001231919-26-001442 · filing 2 of 2 in this offering |
| Raise progress | $1,252,000,000 sold of $1,252,000,000 offered (100%) · $0 remaining · first sale Jun 23, 2026 |
| Filing timing | Date of first sale: Jun 23, 2026 · Original Form D filed: Jun 22, 2026 (1 day before first sale) · This amendment (Form D/A) filed: Oct 9, 2026 This row is an amendment. Rule: the original Form D is generally due within 15 days after the first sale; the rule sets no deadline measured from an amendment. Dates shown as reported; no conclusion is drawn. |
| Time since first sale | 123 days (0.3 years) |
| Annual amendments | Issuer reported the offering is not expected to last more than one year. This filing is an amendment dated Oct 9, 2026. Most recent amendment for this offering in our index: this filing, Oct 9, 2026. Rule: an ongoing offering generally files an amendment at least annually. Dates shown as reported; no conclusion is drawn. |
| Investors | 113 total · issuer reported no non-accredited investors |
| Exemption claimed | Rule 506(b) — no general advertising; up to 35 non-accredited investors allowed; Investment Company Act 3(c) private-fund exclusion — the issuer is a fund not registered as an investment company; Investment Company Act 3(c)(7) — private fund open to qualified purchasers only |
| Minimum investment accepted | $0 as filed (no minimum reported) |
| Securities offered | Pooled investment fund interests |
| Entity details | Organized in DELAWARE · formed 2026 · revenue range: Decline to Disclose (state and year as reported on the issuer's latest filing) As reported by the issuer on Form D (Items 1–2 and 5). |
| Industry | Pooled Investment Fund (Venture Capital Fund) |
| Who is paid to sell it | No sales compensation recipients listed on this filing. |
| Money to insiders | Sales commissions: $0 · Finder's fees: $0 · Proceeds to officers, directors, promoters: $0 Issuer's note: The Issuer's General Partner (or its designee) is entitled to a management fee payable by the Issuer. |
| Signed by | Kristian Fredrickson, Managing Director of the General Partner of the Issuer (Oct 9, 2026) |
| Changes vs previous filing | - total sold: $0 (Jun 22, 2026) → $1,252,000,000 (Oct 9, 2026)
- total offering: $1,000,000,000 (Jun 22, 2026) → $1,252,000,000 (Oct 9, 2026)
- remaining: $1,000,000,000 (Jun 22, 2026) → $0 (Oct 9, 2026)
- investors: 0 (Jun 22, 2026) → 113 (Oct 9, 2026)
- date of first sale: Yet to occur (Jun 22, 2026) → Jun 23, 2026 (Oct 9, 2026)
Compared with the D filed Jun 22, 2026 ( EDGAR ↗). Fields compared: total sold, total offering, remaining, investors, non-accredited investors (count), non-accredited investors reported, minimum investment, sales commissions, finder's fees, proceeds to insiders, date of first sale, industry, fund type, exemption, revenue range, net asset value range, securities offered, may last more than one year, related persons, sales-compensation recipients. Amendment history as filed; no conclusion is drawn. |
| Market context | Minimum investment: $0 as filed (no minimum reported). Typical range for similar offerings: $1,000–$100,000. Offering size: $1,252,000,000. Typical range: $155,000–$5,250,000. Investors: 113. Typical range: 4–27."Similar" = Pooled Investment Fund, Rule 506(b). Based on 83,801 Form D filings 2021–2026 in the same industry and exemption (Pooled Investment Fund, Rule 506(b); original Form D notices, one per offering) (Form D data, SEC). Ranges are the middle half (25th–75th percentile) of the filings that reported each value: minimum investment 42,272, offering size 46,794, investors 57,577. Computed by PartnerFacts as of Oct 23, 2026, 5:45 PM ET. No ranking or score. Source: PartnerFacts data & coverage. |
| Source | This filing on SEC EDGAR ↗ · retrieved from the EDGAR daily index · PartnerFacts data last updated Oct 23, 2026, 5:45 PM ET |
Jun 22, 2026 D Pooled Investment Fund — $0 sold of $1,000,000,000 · 0 investors EDGAR ↗
| Filing | Form D filed Jun 22, 2026SEC file no. 021-588134 · accession 0002141438-26-000001 · filing 1 of 2 in this offering |
| Raise progress | $0 sold of $1,000,000,000 offered (0%) · $1,000,000,000 remaining |
| Filing timing | Date of first sale: Yet to occur · Form D filed: Jun 22, 2026 Rule: a Form D is generally due within 15 days after the first sale. Both dates are shown as reported; no conclusion is drawn. |
| Annual amendments | Issuer reported the offering is not expected to last more than one year. Most recent amendment for this offering in our index: Oct 9, 2026 (EDGAR ↗). Rule: an ongoing offering generally files an amendment at least annually. Dates shown as reported; no conclusion is drawn. |
| Investors | 0 total · issuer reported no non-accredited investors |
| Exemption claimed | Rule 506(b) — no general advertising; up to 35 non-accredited investors allowed; Investment Company Act 3(c) private-fund exclusion — the issuer is a fund not registered as an investment company; Investment Company Act 3(c)(7) — private fund open to qualified purchasers only |
| Minimum investment accepted | $0 as filed (no minimum reported) |
| Securities offered | Pooled investment fund interests |
| Entity details | Organized in DELAWARE · formed 2026 · revenue range: Decline to Disclose (state and year as reported on the issuer's latest filing) As reported by the issuer on Form D (Items 1–2 and 5). |
| Industry | Pooled Investment Fund (Venture Capital Fund) |
| Who is paid to sell it | No sales compensation recipients listed on this filing. |
| Money to insiders | Sales commissions: $0 · Finder's fees: $0 · Proceeds to officers, directors, promoters: $0 Issuer's note: The Issuer's General Partner (or its designee) is entitled to a management fee payable by the Issuer. |
| Signed by | Kristian Fredrickson, Managing Director of the General Partner of the Issuer (Jun 22, 2026) |
| Market context | Minimum investment: $0 as filed (no minimum reported). Typical range for similar offerings: $1,000–$100,000. Offering size: $1,000,000,000. Typical range: $155,000–$5,250,000. Investors: 0. Typical range: 4–27."Similar" = Pooled Investment Fund, Rule 506(b). Based on 83,801 Form D filings 2021–2026 in the same industry and exemption (Pooled Investment Fund, Rule 506(b); original Form D notices, one per offering) (Form D data, SEC). Ranges are the middle half (25th–75th percentile) of the filings that reported each value: minimum investment 42,272, offering size 46,794, investors 57,577. Computed by PartnerFacts as of Oct 23, 2026, 5:45 PM ET. No ranking or score. Source: PartnerFacts data & coverage. |
| Source | This filing on SEC EDGAR ↗ · retrieved from the SEC Form D bulk data set · PartnerFacts data last updated Oct 23, 2026, 5:45 PM ET |
Amendment history — 1 amendment on this page, each compared with the filing before it in the same offering
| Amendment filed | File no. | Compared with | What changed (both values as filed) |
|---|
| Oct 9, 2026 EDGAR ↗ | 021-588134 | Jun 22, 2026 D | total sold: $0 (Jun 22, 2026) → $1,252,000,000 (Oct 9, 2026) · total offering: $1,000,000,000 (Jun 22, 2026) → $1,252,000,000 (Oct 9, 2026) · remaining: $1,000,000,000 (Jun 22, 2026) → $0 (Oct 9, 2026) · and 2 more (open the filing above) |
Fields compared: total sold, total offering, remaining, investors, non-accredited investors (count), non-accredited investors reported, minimum investment, sales commissions, finder's fees, proceeds to insiders, date of first sale, industry, fund type, exemption, revenue range, net asset value range, securities offered, may last more than one year, related persons, sales-compensation recipients. Values as filed; no conclusion is drawn.
All Form D filings for this CIK on SEC EDGAR ↗. History: 1 new offering in the last 12 months (new offering = a Form D that is not an amendment) · most recent filing Oct 9, 2026. Industry as reported, by offering: One offering, reported as Pooled Investment Fund (Jun 22, 2026).
Key people 3
Officers, directors and promoters the issuer itself named on its Form D. Tap a name for every other deal they are on.
| Name | Relationship | Address state | On filings (first → last) | Also listed on |
|---|
| DO Diffusion ONE GP, LLC entity | Director Issuer's note: General Partner of the Issuer | CA | Jun 22, 2026 → Oct 9, 2026 on 2 of 2 filings listed on the latest filing | — |
| KF Kristian Fredrickson | Director Issuer's note: Managing Director of the General Partner of the Issuer | CA | Jun 22, 2026 → Oct 9, 2026 on 2 of 2 filings listed on the latest filing | 2 other issuers |
| VL Victor Lazarte | Director Issuer's note: Managing Director of the General Partner of the Issuer | CA | Jun 22, 2026 → Oct 9, 2026 on 2 of 2 filings listed on the latest filing | 5 other issuers |
Executive officers, directors and promoters as self-reported by the issuer, one row per person. Spellings of the same name (same first and last name, or the same full name that EDGAR split differently into middle and last name) with no conflicting middle initial are shown on one row (none on this issuer); dates and counts come from the filings that list each name. Licensed persons: FINRA BrokerCheck ↗ · SEC IAPD ↗.
Connections
Other issuers listing the same people:
- Diffusion V2, LP — Kristian Fredrickson · latest filing Aug 20, 2026
- Diffusion V2, LP — Victor Lazarte · latest filing Aug 20, 2026
- VL Fund I, L.P. — Victor Lazarte · latest filing Sep 22, 2025
- Benchmark Partners Founders' Fund 1, L.P. — Victor Lazarte · latest filing Oct 17, 2024
- Benchmark Partners Founders' Fund 1-A, L.P. — Victor Lazarte · latest filing Oct 17, 2024
- Benchmark Partners 1, L.P. — Victor Lazarte · latest filing Jul 9, 2024
- Pill Club Holdings, Inc. — Kristian Fredrickson · latest filing Jun 16, 2021
Shared address: this business address appears on filings for 106 other issuers. Stated as a count only (suite numbers ignored) — many addresses are shared office buildings or registered agents. As of Oct 23, 2026, 5:45 PM ET.
Address of record is shared by 110 issuers in SEC Form D filings (shared office, PartnerFacts count as of Oct 23, 2026, 5:45 PM ET) — not used to group this issuer.
Other offering types (Regulation A and Regulation Crowdfunding)
Searched SEC Regulation A Data Sets (Forms 1-A, 1-K, 1-Z; 2015 Q2 → 2026 Q3); SEC Crowdfunding Offerings Data Sets (Form C family; 2016 Q2 → 2026 Q3); EDGAR form index for 2026 Q3 → 2026 Q4 (51,358 records as of Oct 23, 2026, 8:41 PM ET) — nothing matched this name.
Adviser registration (Form ADV)
Searched SEC Form ADV bulk data (registered + exempt reporting advisers) (24,962 records as of Oct 2, 2026, 8:00 AM ET) — nothing matched Diffusion ONE, LP.
Meta advertising
No Meta Pixel ids or Facebook / Instagram page links on file for Diffusion ONE, LP as of Oct 24, 2026 — the sponsor website is read for them once it is on file (runs automatically). Meta Ad Library: not searched by PartnerFacts (no API access); a one-tap Ad Library search is under Look further.
Public profiles
Public profiles official links and public statements, each with its source and date
No website or social profile named in Diffusion ONE, LP's SEC filings (Form C, Reg A, Form ADV; checked Oct 24, 2026). Web search for this name: #4,151 of 374,652 in line (14 issuers searched so far).
Sources searched for a website: Form C data set (issuer websites as filed), Form ADV data set (Item 1.I of matched advisers) — as of Oct 23, 2026, 11:20 PM ET: none on file for this issuer. The sponsor website, the Internet Archive and GDELT news index are read only once a site is on file; a sponsor's website comes from the issuer's own filings (Form C issuer website; EDGAR company profile), an approved profile claim, Form ADV Item 1.I of its matched adviser, or a web search for the issuer name confirmed on the site's own homepage. We never collect personal or family accounts.
Entity standing: not checked (no official programmatic source for CA yet).
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Corrections log
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Filing-to-filing changes are in Amendment history above.