RESEARCH

Burnt Island Ventures SEC Review: Water-Tech VC, $26.8M Opportunity Fund and $50M Fund II

Burnt Island Ventures SEC Review: Water-Tech VC, $26.8M Opportunity Fund and $50M Fund II

INDEPENDENT VERDICT

Burnt Island Ventures Opportunity Fund I, LP is not the same thing as Burnt Island Ventures Fund II, and that distinction is the most important starting point for this review. The Opportunity Fund is a Delaware venture-capital vehicle formed in 2024, began selling interests on October 2, 2024 and reported $26,836,519 sold to 54 investors in its September 16, 2026 Form D amendment. The filing relies on Rule 506(c) and Section 3(c)(1), names Burnt Island Ventures Opportunity Fund GP I LLC as general partner, identifies Burnt Island Ventures Management LLC as management company and names Thomas Ferguson as managing member of the GP. By contrast, Burnt Island Ventures separately announced the closing of a $50 million Fund II in October 2025. These are related vehicles within the same water-focused venture platform, but they should not be collapsed into one fund size, one investor count or one performance record. The Opportunity Fund's $26.8 million Form D sales figure is a vehicle-specific regulatory number; the $50 million Fund II close belongs to a different legal issuer.

THE FUND'S MOST DISTINCTIVE FEATURE IS ITS EXTREME SECTOR SPECIALIZATION

Burnt Island Ventures is one of the more narrowly focused venture firms in this batch. Its official website describes the organization as dedicated to entrepreneurs building technologies for the water sector, and its public portfolio includes companies working across filtration, water quality, utility software, flood risk, desalination, leak detection, industrial water, energy-from-water systems and infrastructure intelligence. Publicly listed investments include 2S Water, Aclarity, Aquafortus, Beagle Services, CivilGrid, Floodbase, Irrigreen, NLine Energy, SewerAI, Spout, Ziptility, ZwitterCo, AquiSense, Cala Systems, CNSRV, HOPE Hydration, Subeca, TeamSolve, Flocean, AlgaFilm, Previsico, Power & Water, Waterly and Aqua Membranes. The website also publishes continuing investment notes and portfolio updates, including 2026 investment writeups for Current, Verdi, Biota, CREW Carbon and Aquatic Labs. This is valuable because the strategy is not merely described in abstract terms: the manager publishes enough company-level evidence to test whether actual investments align with the stated water thesis.

THE OPPORTUNITY FUND APPEARS TO SIT ALONGSIDE A BROADER MULTI-VEHICLE PLATFORM

The broader filing history shows that Burnt Island Ventures now operates more than one legal vehicle. Opportunity Fund I is one issuer, Fund II is another, and EDGAR also contains transaction-specific SPVs such as Burnt Island Ventures 2025 SPV I, LP. Those SPVs use the same Brooklyn address, identify Burnt Island Ventures Management LLC and related GP entities, and are signed by Thomas Ferguson. That matters because it suggests a fund architecture capable of holding both diversified venture portfolios and narrower deal-specific opportunities. The Opportunity Fund should therefore not automatically be assumed to own every investment named on the Burnt Island website, and Fund II portfolio companies should not be assigned to Opportunity Fund I without vehicle-specific evidence. The correct interpretation is platform-level: Burnt Island Ventures has a real and expanding series of investment entities under common management, but portfolio attribution needs to be done fund by fund.

THE REGULATORY STATUS ALSO REQUIRES PRECISE LANGUAGE

Burnt Island Ventures Management LLC appears in IAPD under CRD 312593 and SEC number 802-127631, but the official record states that the firm is "Not Currently Registered" as an investment adviser and instead files as an active Exempt Reporting Adviser with the SEC. That distinction is material. The existence of a Form ADV record and CRD number does not make Burnt Island Ventures an SEC-registered RIA. An ERA files limited regulatory information because it relies on an exemption from full adviser registration. The September 2026 Opportunity Fund Form D is also a separate exempt-offering notice, not evidence of SEC approval. This means Burnt Island Ventures has a genuine regulatory footprint across Form D and Form ADV systems, but neither the fund nor its adviser should be described as "SEC approved" or as a fully SEC-registered adviser unless the regulatory status changes.

FUND II PROVIDES IMPORTANT PLATFORM CONTEXT, BUT NOT OPPORTUNITY FUND PERFORMANCE

Burnt Island Ventures announced a $50 million close for Fund II in October 2025 and described its original $30 million Fund I as fully deployed across 18 companies with two exits. The same announcement positioned the firm around the global water market and emphasized demand created by aging infrastructure, climate pressures, AI data centers, cloud infrastructure and semiconductor manufacturing. Those statements are relevant because they show that the manager has progressed from a first institutional fund into a larger second vintage while continuing to add portfolio companies. But they belong to the sponsor and Fund II narrative, not directly to Opportunity Fund I. The Opportunity Fund's current Form D does not disclose its own NAV, realized exits, net IRR, multiple on invested capital or specific portfolio allocation. A prospective investor should therefore separate sponsor track record from vehicle-specific performance.

THE LATEST FILING REVEALS ACTUAL DISTRIBUTION COSTS

The September 2026 amendment also contains useful economics that are easy to overlook. Burnt Island Ventures Opportunity Fund I reports estimated sales commissions of $75,000 and identifies Sextant Capital Solutions, CRD 283937, with Sextant Securities LLC as the associated broker-dealer. The filing also states that the issuer reimbursed Sextant $2,900 for due-diligence expenses related to the placement. Finder's fees are reported as zero. These amounts are modest relative to $26.8 million of cumulative securities sold, but their disclosure provides a clearer view of fundraising infrastructure than many venture funds offer. The filing also reports a $0 minimum investment field, which should not be read as evidence of unrestricted retail access; Rule 506(c) offerings remain subject to accredited-investor requirements and verification obligations.

PORTFOLIO SCALE IS NOW LARGE ENOUGH TO SUPPORT A MORE INSTITUTIONAL STORY

Burnt Island's own public materials indicate that the platform now spans dozens of portfolio companies rather than a handful of seed bets. One current website draft cites 34 companies, more than $580 million of aggregate portfolio capital raised and over $60 million of portfolio revenue year-to-date, alongside impact metrics involving hundreds of millions of gallons of water saved and energy generated. These are manager-produced portfolio-level statistics rather than audited Opportunity Fund figures, so they should be treated as sponsor claims rather than fund accounting. Still, they provide evidence that Burnt Island has moved beyond a tiny experimental portfolio into a specialized venture platform with multiple vintages, SPVs and follow-on capital needs. That context helps explain why an Opportunity Fund exists alongside Fund II: successful or capital-intensive portfolio companies can create demand for concentrated follow-on vehicles that differ from a standard early-stage flagship fund.

FINAL ASSESSMENT

Burnt Island Ventures has one of the clearest niche identities in this B-list: a highly specialized water-technology venture platform with a multi-year operating history, multiple investment vehicles, visible portfolio companies and an active SEC exempt-reporting-adviser record. Opportunity Fund I itself has now reported $26.837 million sold to 54 investors under Rule 506(c), while the broader manager separately closed a $50 million Fund II and continues launching SPVs and new portfolio investments. The strongest public evidence supports the existence, continuity and sector focus of the platform. The unresolved questions are vehicle-specific: which companies sit inside Opportunity Fund I, how much of its capital is reserved for follow-ons, whether it overlaps economically with Fund II or SPVs, what carry and fee terms apply, what current NAV and net performance are, and how exits are allocated among related vehicles. Those questions require fund-level reporting rather than sponsor marketing or Form D alone.

SEC SNAPSHOT Burnt Island Ventures Opportunity Fund I, LP | CIK 0002012881 | Form D/A | File No. 021-526721 | Accession 0002081111-26-000174 | Delaware LP | Formed 2024 | Venture Capital Fund | Rule 506(c) | Section 3(c)(1) | First Sale October 2, 2024 | Filed September 16, 2026 | $26,836,519 Sold | 54 Investors | GP: Burnt Island Ventures Opportunity Fund GP I LLC | Management Company: Burnt Island Ventures Management LLC | Thomas Ferguson

FUND FAMILY STRUCTURE Opportunity Fund I — $26,836,519 cumulative Form D sales Fund II — $50 million closing announced October 2025 Fund I — $30 million debut fund, described by manager as fully deployed 2025 SPV I — Separate SEC-filed transaction-specific vehicle Additional SPVs / follow-on vehicles — Present in EDGAR and manager ecosystem

Important distinction: Opportunity Fund I capital, Fund II commitments, Fund I history and SPV amounts belong to separate legal vehicles and should not be merged into one fund-size figure.

WEBSITE / ENTITY PENETRATION Official domain: https://www.burntislandventures.com/ Fund CIK: 0002012881 Management Company: Burnt Island Ventures Management LLC Founder / Managing Member: Thomas Ferguson Adviser SEC No.: 802-127631 Official adviser registration status: Not Currently Registered Fund / management address consistency: Confirmed Portfolio publicly disclosed: Yes Fund II publicly confirmed: Yes SPV activity publicly verifiable through SEC filings: Yes

WATER-TECH PORTFOLIO EVIDENCE 2S Water Aclarity Aquafortus Beagle Services CivilGrid Floodbase Irrigreen NLine Energy SewerAI Spout Ziptility ZwitterCo AquiSense Cala Systems CNSRV HOPE Hydration Subeca TeamSolve Flocean AlgaFilm Previsico Power & Water Waterly Aqua Membranes

2026 public investment / portfolio activity also includes: Current Verdi Biota CREW Carbon Aquatic Labs

DISTRIBUTION EVIDENCE Sales compensation recipient: Sextant Capital Solutions Recipient CRD: 283937 Associated broker-dealer: Sextant Securities, LLC Estimated sales commissions: $75,000 Due-diligence reimbursement disclosed: $2,900 Finders' fees: $0

CORE INVESTOR QUESTIONS Which portfolio companies are held specifically by Opportunity Fund I How does Opportunity Fund I differ economically from Fund II Does Opportunity Fund I primarily make follow-on investments in existing Burnt Island companies How are opportunities allocated between the flagship funds, Opportunity Fund and SPVs What management fee and carried interest apply to Opportunity Fund I What is the fund's current NAV relative to $26.837 million of cumulative securities sold How much capital is reserved for follow-on rounds What are realized and unrealized returns for Opportunity Fund I itself Which administrator, auditor and custodian service the fund How much portfolio concentration exists in the five largest holdings What happens when a portfolio company requires substantially more capital than originally underwritten How are conflicts managed when multiple Burnt Island vehicles invest in the same company

PRIMARY EVIDENCE REVIEWED SEC Form D/A — Burnt Island Ventures Opportunity Fund I, LP — September 16, 2026 SEC historical Form D filings — Burnt Island Ventures Opportunity Fund I, LP SEC Form D — Burnt Island Ventures 2025 SPV I, LP SEC / IAPD record — Burnt Island Ventures Management LLC — CRD 312593 Burnt Island Ventures official website Burnt Island Ventures official portfolio page Burnt Island Ventures official Fund II closing announcement Burnt Island Ventures 2026 investment and portfolio updates

IMPORTANT FORM D NOTICE Form D is a notice filing for an exempt securities offering. It does not mean the SEC has approved Burnt Island Ventures Opportunity Fund I, verified its portfolio valuations, reviewed its investment strategy for merit or endorsed expected returns. Exempt Reporting Adviser status is also not equivalent to full SEC investment-adviser registration.

Important Form D notice: A Form D filing is a notice filing for an exempt securities offering. It does not mean that the U.S. Securities and Exchange Commission has approved, licensed, endorsed, or verified the issuer or the offering. Readers should verify information through official SEC sources and conduct their own due diligence.
Verification note: SEC.gov and the relevant regulator's official records remain authoritative. This site's research is independent editorial content.