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PE  · May 21, 2026

Equitybee 22-70627, a Series of Equitybee cFund Master LLC

SEC Filing Record
Offering Amount
$0.1M
Strategy
PE
Exemption
06c
Date Filed
May 21, 2026
0002068002-26-000001
View on SEC EDGAR →
37A Read

The $0M target and 06c exemption indicate this is a placeholder filing for a feeder fund structure within the Equitybee cFund Master LLC series, meaning capital will flow into a master vehicle rather than deploy directly—this architecture typically accommodates multiple LP classes or tax structures under one umbrella, reducing the need for parallel vehicles but requiring LPs to understand how their capital sits in the waterfall.

No prior EDGAR filings from Equitybee's management team signal either a first-time SEC filing (despite operational history) or a deliberate use of non-reportable fund structures until now, and the two-GP model with Henderson and Barzilai indicates a partnership-level decision-making structure rather than institutional delegation, raising questions about key-person dependencies at close.

An amendment filing in May 2026 suggests this fund is adjusting terms, LP roster, or timeline after initial quiet fundraising, which typically occurs when an initial target was not met, LP commitments shifted post-market volatility, or structural tax rules changed—mid-2026 timing aligns with post-election portfolio repositioning cycles rather than a fresh-market raise.

Verify whether Henderson and Barzilai have formal key-person provisions tied to fund deployment or exit management, and confirm whether this feeder is accepting new LPs or closing to existing commitments, as the amendment status leaves unclear whether this is actively fundraising or resolving a prior vintage's cap table.

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

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Principals
General Partners & Executives
Dennis Henderson Oren Barzilai