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VC  · May 27, 2026

TWO BEAR CAPITAL FUND II, LP

SEC Filing Record
Offering Amount
$122.8M
Strategy
VC
Exemption
06c
Date Filed
May 27, 2026
0001470831-26-000490
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37A Read

This is a Fund II in an established series, filed as an amendment in May 2026, signaling a successor close after Fund I completed its initial fundraising; the dual GP structure with Michael Goguen named alongside the entity GP indicates either a co-GP arrangement or a control structure where Goguen maintains decision rights while the LLC holds formal GP status.

The absence of prior EDGAR filings from this manager means Fund I either stayed below $150M AUM (exempt reporting threshold), closed before SEC filing became standard for this vintage, or operated through a different entity structure—making this the first public record of the series and leaving LP track record verification dependent on references rather than SEC document history.

A May 2026 amendment filing for a $123M VC fund suggests either a reset after market volatility in late 2025 or a transition to a new fundraising cycle as macro conditions stabilized; VC secondaries and fund continuation activity typically accelerate in spring months, making this timing consistent with LPs deploying capital into successor vehicles after observing Fund I deployment patterns.

Before commitment, allocators should confirm whether Michael Goguen has key-man provisions tied to portfolio decisions or management—and separately verify Fund I's LP roster and deployment track record through reference calls, since no EDGAR history exists to cross-reference GP experience, fee schedules, or historical fund documents.

Full analysis (GP structure, exemption breakdown, and market context) is available to Pro members.

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Principals
General Partners & Executives
GENERAL PARTNER TWO BEAR CAPITAL FUND GP II, LLC MICHAEL GOGUEN
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