SEC Filing Record

Offering Amount

$18.1M

Strategy

Other

Exemption

06b

Date Filed

May 20, 2026

0002058031-26-000003

View on SEC EDGAR →

37A Read

The amendment filing indicates this is a restructuring or LP addition event rather than an initial raise, though EDGAR shows no prior filings from this manager—meaning either the team is new to SEC disclosure, the original vehicle was structured offshore or under a different entity name, or this represents a material change to terms/capitalization on an existing fund.

The five-GP structure with no prior EDGAR history suggests this is either a newly formed partnership consolidating talent from separate operating entities, or an established manager making their first domestic institutional raise; the pre-existing relationships exemption signals a tight LP base without broad marketing, typical of manager launches or continuation funds closed to existing LPs.

A May 2026 amendment to an $18M fund timing coincides with mid-year LP commitment cycles and potential rebalancing windows following Q1 earnings; the amendment mechanics imply management either hit an initial soft commitment and is formalizing terms, or is responding to LP feedback on fund size or structure.

Before committing, verify whether this amendment reflects a fee increase, GP commitment change, or modification to key-person provisions—especially critical given the absence of prior SEC filings, which means LPs lack a documented baseline for how this GP team has managed fiduciary terms or operational changes in prior vehicles.

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

Unlock Pro · $29/month → Sign in

Principals

General Partners & Executives

Jason Brown Eric Knauss Ryan Laughon Molly Herendeen Anya Janeway

MG&A Private Assets Master Fund, LLC