FO-0905 Fund I SEC Review: A $349,999 Offering With an Important Fund Identity Question
FO-0905 Fund I, a series of MV Funds, LP, is a Delaware venture capital investment vehicle whose September 2026 Form D reports $349,999 in securities sold to 19 investors. Its general partner is Fund GP, LLC, while Belltower Fund Group, Ltd. acts as the general partner's agent. The filing also discloses an estimated $8,000 administrative payment covering expenses over the fund's life. More unusually, a different private investment vehicle used the FO-0905 Fund I designation in January 2024 under the JMWTX Investments series. That earlier vehicle had a separate CIK and a substantially smaller reported offering. The available evidence does not establish that the two funds share assets, investors or a continuing legal relationship. This naming overlap creates a specific research problem: investors must distinguish their actual securities issuer from another fund carrying the same abbreviated identifier before relying on historical fundraising records or attempting to reconstruct investment ownership.
The September Offering and Its Actual Legal Identity
The 2026 filing identifies FO-0905 Fund I as a series of MV Funds, LP, formed in Delaware during 2026. It reports September 18 as the first sale date and identifies pooled investment fund interests as the securities offered. The issuer claimed Rule 506(b) and the Investment Company Act Section 3(c)(1) exclusion.
The $349,999 offering was fully reported as sold, with no remaining amount disclosed. Nineteen investors participated, and the lowest accepted outside investment was $875. The issuer declined to disclose its revenue or aggregate net asset value range, so the notice cannot independently establish current portfolio value or financial performance.
Its disclosed control structure has two identifiable entities. Fund GP, LLC serves as general partner, while Belltower Fund Group, Ltd. acts as the general partner's agent. Abraham Wilson signed the filing as an authorized person of that agent on September 24, 2026. These details establish the legal representatives responsible for the filing, although the notice does not identify a particular operating-company investment or establish which individual exercises day-to-day portfolio discretion.
The difference between a series designation and a legal issuer is essential here. The relevant identification is the full issuer name together with CIK 0002154725, not the abbreviated FO-0905 Fund I label in isolation.
A Second FO-0905 Fund I Appeared in 2024
Historical investment records identify FO-0905 Fund I, a series of JMWTX Investments, LP, as a separate vehicle. Its January 2024 filing reported a $35,500 offering, fully sold to 15 investors, with January 24 identified as the first sale date. The associated accession number is 0001992646-24-000001.
The new MV Funds issuer and the earlier JMWTX issuer therefore have different legal series names, different filing identifiers and different formation periods. Their offering sizes also differ substantially.
This is not evidence of fraud or duplicate securities issuance. Similar abbreviated identifiers can appear within separately organized fund structures, and the records reviewed do not establish that either issuer has improperly represented its identity.
Nevertheless, the overlap creates a concrete risk of incorrect investment attribution. A database search based only on FO-0905 Fund I could retrieve the 2024 vehicle and mistakenly associate its investors, fundraising or historical activity with the 2026 issuer.
The same problem can arise when evaluating alleged investment performance. An earlier fund's existence does not establish that the newer fund is its successor, that its portfolio was transferred or that its investors received replacement interests.
An authenticated asset-transfer agreement, partnership amendment or other legal document would be necessary before describing the 2026 vehicle as a continuation of the 2024 fund.
The $8,000 Payment and Its Effect on Deployable Capital
The September filing contains a specific expense disclosure under Item 16.
It identifies an estimated $8,000 payment to the fund administrator or its affiliates, described as a one-time fee intended to cover administrative expenses throughout the fund's life.
Relative to the $349,999 offering, the amount represents approximately 2.29% of reported subscriptions. Deducting this estimated amount alone leaves $341,999 before any additional charges, retained reserves or investment expenses.
This is not a verified cash balance or portfolio acquisition amount. The disclosure states that the payment is estimated and does not provide a full reconciliation of capital deployed into underlying securities.
The filing separately reports zero sales commissions and zero finder's fees. Those entries concern different expense categories and do not eliminate the administrator's expressly disclosed payment.
The structure is also distinct from an annual management-fee arrangement. The disclosed $8,000 is described as a one-time payment covering the fund's life, and the filing does not support treating it as an annually recurring charge.
For investors, the relevant economic question is whether the remaining capital is sufficient to acquire the intended securities and whether any additional fund-level expenses are charged separately under the governing agreement.
What Does MV Funds Actually Hold
The filing identifies the investment vehicle but does not disclose a verified underlying portfolio company, securities purchase agreement or ownership percentage.
The FO-0905 identifier should not be interpreted as the name of an operating business. Nor should the historical JMWTX fund be used to infer the 2026 vehicle's assets.
Other MV Funds series have separately registered securities offerings, demonstrating that the broader partnership framework accommodates multiple legal issuers. However, the existence of that framework does not establish common ownership of the assets held by each individual series.
For FO-0905, the decisive evidence would be a securities purchase agreement identifying the actual operating-company issuer, security class, acquisition price and legal holder.
If the fund invests through another intermediary, the ownership chain would need to extend through that entity to the underlying investment. Without those records, the offering amount cannot be translated into a verified shareholding or current investment valuation.
This is particularly important if investors are relying on a previous financing valuation to estimate the value of their interests. A private company's headline valuation does not independently determine the value of a particular fund's securities, especially where different securities carry different economic rights.
The Distinctive Disclosure Problem
Three findings define this issuer's public record.
First, the 2026 filing establishes a completed $349,999 private offering and identifies its general-partner and administrative relationships.
Second, the filing specifies an estimated $8,000 administrative payment, allowing investors to distinguish gross subscriptions from the amount potentially available for investment before other costs.
Third, an independently identifiable 2024 fund uses the same abbreviated FO-0905 Fund I designation but belongs to a different series partnership.
The third finding is particularly important for historical research. An incorrect match between the two vehicles could distort reported fundraising, investor participation or the ownership history of an underlying investment.
The available documents do not establish a legal dispute, unauthorized asset transfer or improper allocation between the issuers. They establish two distinct regulatory identities whose economic relationship, if any, remains unverified.
The essential next document is the 2026 fund's investment confirmation, followed by its governing agreement and current capital account records. These would identify the actual asset and determine whether the abbreviated naming overlap has any substantive significance beyond database identification.
Final Research Finding
FO-0905 Fund I's September 2026 filing supplies a defined financing record, named legal representatives and a measurable administrative allocation. Its most distinctive research issue is the existence of an earlier, separately registered vehicle using the same abbreviated fund name.
The evidence supports treating them as separate issuers unless an authenticated legal document establishes a relationship. Their fundraising amounts and investor counts should not be consolidated, and historical investment information should not be transferred from one issuer to the other.
For the 2026 fund, the unresolved financial question is the identity and economic value of the securities acquired with its reported subscriptions. The filing establishes capital formation, but the underlying asset and ultimate ownership rights remain unconfirmed.
A reliable evaluation must therefore begin with the correct legal issuer and proceed through the investment documents to the actual securities held, rather than relying on an abbreviated fund name or the history of another investment series.