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VC  · May 26, 2026

Banyan Ventures Fund II, L.P.

SEC Filing Record
Offering Amount
$6.3M
Strategy
VC
Exemption
06c
Date Filed
May 26, 2026
0002111782-26-000002
View on SEC EDGAR →
37A Read

The dual GP structure—pairing Banyan Ventures GP II, LLC with Banyan Ventures Management LLC alongside named GP Sam Awrabi—indicates a continuation fund design where management company entities handle operations and compliance while the fund-specific GP entity maintains fund governance; this dual-entity approach is standard in successor funds but requires LPs to verify whether management fees flow to the management company or are retained at the fund level.

The absence of prior EDGAR filings from this manager combined with a $6M target in Fund II signals either a newly registered entity elevating from prior off-market fundraising or a manager previously operating below the $150M AUM threshold; the 06c exemption exempts them from full Form ADV registration, suggesting assets under management remain modest and this may be the manager's first SEC-reported vehicle.

A May 2026 filing for a $6M venture fund arrives during a period of compressed seed and early-stage rounds where smaller managers face LP preference for larger, established platforms; the timing suggests Banyan is either capitalizing on a specific LP's fresh allocation cycle or responding to a portfolio company's follow-on financing need rather than broad market tailwinds.

Before commitment, LPs must confirm whether Sam Awrabi carries key-man provisions tied to his involvement and obtain the fund's actual subscription agreement—the filing itself contains no detail on GP carry splits, management fee waterfall, or whether this is a true continuation of Fund I economics or a reset structure that changes terms for returning LPs.

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Principals
General Partners & Executives
Banyan Ventures GP II, LLC Banyan Ventures Management LLC Sam Awrabi