Independent Verdict
Ohio Institutional Impact Fund II, L.P. is a verifiable 2026 private investment fund managed by TOF Manager, LLC under the public brand The O.H.I.O. Fund, and its launch is materially different from a first-time sponsor raising capital around an untested strategy. The September 18, 2026 Form D reports an indefinite offering with $55.67 million already sold to 15 investors, a $500,000 minimum investment and a first sale date of September 4, 2026. The Delaware limited partnership relies on Rule 506(c) and Investment Company Act Section 3(c)(7), reports zero sales commissions and finders' fees, and identifies The Ohio Institutional Impact Fund II GP, LLC as general partner and TOF Manager, LLC as investment manager. Raymond Thomas Leach is identified as President of the general partner, while Mark Kvamme, Michael Venerable and Jill Meyer also appear as related executives or promoters.
The $55.67 million figure appears to represent the fund's initial capital formation rather than its ultimate size. Alston & Bird, which advised TOF Manager on the fund's formation, announced on September 18, 2026 that Ohio Institutional Impact Fund II had recently completed its first closing. The law firm also stated that Fund II will generally invest alongside The O.H.I.O. Fund's flagship evergreen vehicle, The Ohio High Growth Investment Opportunities Fund, and that the expanded structure will enable the manager to deploy approximately $700 million of committed capital across vehicles pursuing its Ohio-centric strategy.
That parallel-vehicle structure is the most important differentiated feature of Fund II. It means investors should not analyze the $55.67 million filing as a stand-alone pool operating independently from the rest of the O.H.I.O. platform. Instead, Fund II sits inside a multi-vehicle architecture in which the institutional impact fund can invest alongside an evergreen flagship and, historically, alongside special-purpose co-investments. This creates the potential to participate in transactions larger than Fund II's own current capital base, but it also introduces allocation, cross-vehicle pricing and conflict questions that are not visible in Form D.
The predecessor fund provides unusually useful evidence. The original Ohio Institutional Impact Fund closed to new investors in June 2025 with approximately $106 million of commitments. By January 2026, The O.H.I.O. Fund reported $356 million of committed capital across its managed funds and SPVs, with approximately $196 million invested in 30 Ohio companies and real estate projects across 12 counties. The sponsor also reported more than $75 million of total returns through January 2026 and described its portfolio construction as roughly one-third real estate, one-third growth equity and one-third later-stage venture opportunities. These are platform-level and sponsor-reported numbers rather than audited Fund II results, but they establish that the current strategy is a continuation of an actively deployed predecessor program rather than a newly invented 2026 mandate.
The platform subsequently grew rapidly. The O.H.I.O. Fund reported that committed capital increased from $356 million at year-end 2025 to $647 million as of March 31, 2026, driven by more than $290 million of new commitments from 18 investors into its evergreen fund. At that point the manager said its investor network had reached 155 investors. A later two-year update stated that the platform had deployed approximately $217 million across more than 33 portfolio companies and real estate projects. The September Fund II formation announcement's approximately $700 million figure is therefore broadly consistent with the platform's continued capital growth rather than appearing as an isolated fundraising claim.
FilingDossier's conclusion is that Ohio Institutional Impact Fund II appears to be a legitimate and substantially funded successor vehicle within an already active Ohio-focused private investment platform. Its strongest positives are a $55.67 million first close, a predecessor institutional fund that closed at $106 million, a visible operating portfolio, experienced Ohio investment leadership and the ability to co-invest alongside a much larger evergreen vehicle. Its main diligence risks are geographic concentration in one state, the complexity of allocating investments across multiple affiliated vehicles, heterogeneous exposure spanning real estate and private companies, valuation opacity and the fact that TOF Manager is an Exempt Reporting Adviser rather than a fully SEC-registered investment adviser.
A $55.67M Fund Inside an Approximately $700M Multi-Vehicle Ohio Platform
The O.H.I.O. Fund was established around a relatively unusual thesis: use privately raised capital to invest across multiple asset classes within one U.S. state rather than build a conventional national venture, growth equity or real estate fund. Its official website describes TOF Manager as a private investment firm that invests in Ohio growth opportunities across advanced manufacturing, biotechnology, technology, real estate, infrastructure and related sectors. The manager says its investor network includes institutions, corporations, foundations, family offices and high-net-worth individuals.
This creates a strategy that is geographically concentrated but economically broad. Unlike a venture fund investing only in software or a real estate fund investing only in multifamily, The O.H.I.O. Fund can allocate among operating businesses, industrial expansion, growth equity, venture capital, real estate, land and infrastructure. Its portfolio page currently identifies investments including Sunbury Business & Technology Park, Eagle Wireless, Sundays for Dogs, JucaBio, BTR Haus, ScaleCo, Housing Blocks, Narya, Remote Vans, InnoSource, industrial property in New Albany, Splash Financial, EASE Logistics, Endera, Juno, Choolaah, Bobbie, Infinite Magic, 1872.ai, Hyperframe, Laina Health and Folio Photonics.
That portfolio breadth is one of the main reasons Fund II should not be described simply as a venture capital fund. The September 2026 Form D classifies the issuer as a pooled investment fund and specifically checks "Other Investment Fund," rather than hedge fund, private equity fund or venture capital fund. It relies on Section 3(c)(7), uses Rule 506(c), and requires a $500,000 minimum outside investment. The structure therefore more closely resembles a diversified private investment vehicle pursuing multiple types of Ohio-based opportunities.
The predecessor Institutional Fund provides the best guide to how Fund II may behave. By August 2025, the first Ohio Institutional Impact Fund had completed its final close at $106 million. The manager's broader platform had raised approximately $238 million during its first year and completed 19 investments. By January 2026, the manager said the Institutional Fund, evergreen Opportunities Fund and SPVs had collectively invested approximately $196 million across 30 companies and projects.
The September 2026 formation announcement then explicitly states that Fund II is intended to continue that strategy and generally invest alongside the evergreen Ohio High Growth Investment Opportunities Fund. Alston & Bird specifically identifies advanced manufacturing, technology, infrastructure and real estate as relevant sectors. This means the current fund architecture can potentially place different investor groups into the same transaction through separate legal vehicles.
That arrangement can be powerful. If the evergreen fund has substantially more capital than Fund II, the manager can pursue larger investments without forcing the institutional vehicle to finance an entire transaction. It can also preserve different liquidity, duration or investor-eligibility characteristics across funds.
But the same arrangement creates a core diligence issue: investors need to know how opportunities are divided.
If a $30 million Ohio transaction is attractive to both Fund II and the evergreen vehicle, who receives what percentage If one vehicle has excess capital and another is near an allocation limit, can economics differ Can an SPV invest alongside both What happens in a follow-on round when several O.H.I.O. vehicles already own the same company The public fund-formation materials do not answer those questions.
This allocation issue is more important here than in a simple single-fund manager because The O.H.I.O. Fund has deliberately built a network of core funds and co-investment vehicles around one investment thesis.
Real Portfolio Evidence: Manufacturing, AI, Infrastructure, Fintech and Real Estate
The O.H.I.O. Fund's portfolio gives unusually good evidence of what its Ohio-centric thesis actually means in practice. The manager is not merely buying shares in businesses already headquartered in Cleveland or Columbus. In several cases, its capital is explicitly tied to expanding or relocating manufacturing and operations into Ohio.
Hyperframe is a strong example. The O.H.I.O. Fund described it as the platform's 30th investment in January 2026. The company developed an advanced snap-together metal framing system and relocated operations from California to Columbus, where it established manufacturing capacity serving the Midwest and East Coast. This illustrates the manager's broader thesis that investment returns and state economic development can sometimes be pursued through the same transaction.
Advanced manufacturing remains visible in later deals. In August 2026, private funds advised by The O.H.I.O. Fund invested $5.6 million in OCTAD Capital Partners, an operator-led platform acquiring and scaling metal stamping, forming and industrial companies in Ohio. This is different from traditional startup venture capital because the investment targets established manufacturing businesses and operating infrastructure rather than only high-growth software.
Sonic Fire Tech illustrates the venture side of the platform. In August 2026, The O.H.I.O. Fund announced that it led financing for the Cleveland-based company, alongside reinvestment from Khosla Ventures, bringing Sonic Fire Tech's seed financing to $15 million. The company develops NASA-inspired infrasound-based fire suppression technology and is moving toward commercial deployment. This demonstrates that the platform can participate in frontier technology financing while maintaining its Ohio geographic mandate.
Splash Financial provides fintech exposure. The O.H.I.O. Fund participated in the Cleveland company's $70 million Series C financing in September 2025. Splash operates an AI-enabled lending marketplace and introduced additional consumer credit products alongside the financing.
The public portfolio also includes direct or indirect exposure to real estate and infrastructure. Sunbury Business & Technology Park is described as 147 acres positioned for digital infrastructure; the portfolio includes industrial flex property in New Albany, build-to-rent communities through BTR Haus and the Valor mixed-use development in Brecksville. These holdings reinforce the sponsor's claim that its asset allocation is intentionally broader than venture and growth equity alone.
There are also investments in other investment managers or funds, including ScaleCo, Narya and a Riverside-related royalty-driven growth fund. That means some exposure may occur indirectly through underlying funds rather than direct operating-company ownership, introducing potential fee layering and reduced transparency at the ultimate asset level.
For Google-oriented research, this multi-asset architecture is much more important than repeating generic statements that Ohio has manufacturing and technology companies. The real distinguishing characteristic is that The O.H.I.O. Fund is building what amounts to a privately financed, state-focused investment ecosystem spanning land, real estate, industrial operating companies, venture-backed technology, growth equity and external fund managers.
Leadership, Regulatory Structure and Multi-Dimensional Risk Review
The management team combines backgrounds in venture investing, economic development, business leadership and Ohio institutional networks. Mark Kvamme serves as CEO and Chief Investment Officer and publicly highlights prior Silicon Valley venture experience at Sequoia Capital alongside later Ohio public-sector involvement. Ray Leach serves as President and previously built JumpStart into a significant Ohio venture development and capital organization. Jill Meyer serves as COO and Chief Relationship Officer, while Michael Venerable leads healthcare and life sciences. The current team also includes CFO Christina Perry, principals Jeffrey Stern, Peeyush Shrivastava and Steve Briggs, and other investment and operational staff.
The manager's regulatory status requires precise wording. TOF Manager, LLC says it is an Exempt Reporting Adviser under the Investment Advisers Act of 1940 and explicitly states that it is not registered with the SEC as a fully registered investment adviser. An ERA still has filing and regulatory obligations, but investors should not describe The O.H.I.O. Fund as an SEC-registered investment adviser unless its status changes.
The first major investment risk is geographic concentration. The entire investment thesis intentionally centers on Ohio. That may create sourcing advantages and local knowledge, but it also makes investors unusually dependent on one state's economic cycle, demographics, tax policy, labor market and major development projects.
The second risk is multi-asset complexity. Real estate, venture capital, manufacturing businesses, growth equity and infrastructure require different valuation frameworks, duration assumptions and risk controls. A manager must be able to compare potential returns across assets that are not naturally comparable.
The third issue is cross-vehicle allocation. Fund II is expected to invest alongside the evergreen fund, and the manager has historically used SPVs. Investors need a written allocation policy explaining how attractive transactions are divided among affiliated pools.
The fourth issue is related-vehicle valuation. One O.H.I.O. vehicle could potentially invest in the same company as another vehicle at different times. Later financings can affect marks and create conflicts if one managed fund participates while another does not.
The fifth risk is private-company valuation. Many growth and venture investments lack continuous market prices. Reported portfolio returns can therefore contain substantial unrealized appreciation.
The sixth issue concerns the sponsor's statement that investments had generated more than $75 million in total returns through January 2026. Investors should determine how much of that figure represents cash distributions and realized gains versus unrealized changes in valuation. "Total returns" is not automatically equivalent to realized profit, DPI or cash returned to LPs.
The seventh risk is real estate leverage. The platform owns or invests in real estate and infrastructure projects, but public portfolio materials do not provide consolidated debt, loan-to-value ratios, maturities or interest-rate exposure.
The eighth issue is venture liquidity. Later-stage venture companies may remain private significantly longer than expected, delaying distributions even when underlying business growth is strong.
The ninth risk is manufacturing cyclicality. Industrial businesses can be affected by tariffs, commodity costs, customer concentration, automotive demand, labor shortages and capital expenditure cycles.
The tenth issue is portfolio-company relocation risk. The strategy sometimes encourages companies to establish or expand Ohio operations. Relocation can improve access to cost-effective labor and facilities, but it can also create execution and hiring challenges.
The eleventh risk is infrastructure development timing. Land positioned for data centers, industrial parks or other infrastructure may depend on utilities, permitting, zoning and customer commitments before realizing value.
The twelfth issue is fund investments. Exposure through other managers can create an additional layer of management fees and carried interest and reduce visibility into underlying portfolio companies.
The thirteenth risk is liquidity mismatch. Fund II is a private closed-ended or long-duration investment vehicle, while some underlying assets may require lengthy realization periods. The Form D says the offering itself is intended to continue for more than one year, but that does not define the fund's actual life.
The fourteenth issue is Rule 506(c). General solicitation is permitted, but investors must satisfy applicable accredited-investor verification requirements. Section 3(c)(7) introduces a separate qualified-purchaser framework.
The fifteenth risk is key-person dependence. Kvamme, Leach, Meyer and Venerable are closely associated with the platform's founding, network and investment thesis. Investors should understand key-person provisions and what happens if senior leadership changes.
The sixteenth issue is platform growth speed. Committed capital increased from $356 million at year-end 2025 to $647 million by March 31, 2026. Rapid AUM growth can improve access to opportunities but also creates pressure to expand staffing, controls, reporting and deployment capacity without lowering underwriting standards.
The seventeenth risk is capital deployment pressure. A platform approaching approximately $700 million of commitments needs a substantial pipeline of appropriately sized investments. Investors should assess whether deal quality remains consistent as the capital base expands.
The eighteenth issue is Fund II-specific portfolio attribution. The current O.H.I.O. portfolio is strong evidence of manager experience, but because Fund II made its first sale only on September 4, 2026, investors should not assume every portfolio company currently listed on the sponsor's website belongs to Fund II. Many were acquired by predecessor funds, the evergreen fund or SPVs.
A serious investor should request the Fund II PPM, limited partnership agreement, subscription agreement, target fund size, hard cap, GP commitment, management fee, carried interest, preferred return or hurdle if applicable, investment period, fund life, extension rights, investment-allocation policy, co-investment policy, valuation methodology, complete Fund II portfolio, current capital called, current capital deployed, independent auditor, administrator, tax adviser, quarterly reporting package and any side-letter rights granted to first-close investors.
The most important questions are: What is Fund II's final target size How does the $55.67M first close fit into the approximately $700M platform Which transactions have already been allocated specifically to Fund II How are investments divided between Fund II and the evergreen Opportunities Fund Can SPVs receive priority allocations How much of the predecessor platform's reported $75M+ return was actually realized and distributed What fees apply when Fund II invests through another fund What percentage of Fund II can be invested in real estate versus private operating companies And what independent valuation procedures are used when affiliated O.H.I.O. vehicles invest in the same asset
Final Assessment
Ohio Institutional Impact Fund II is a stronger and more mature proposition than its September 2026 formation date initially suggests because it is a successor fund within an existing multi-vehicle investment platform rather than a stand-alone first-time vehicle.
The SEC filing confirms the core facts: $55.67 million sold, 15 investors, a $500,000 minimum, September 4 first sale, Rule 506(c), Section 3(c)(7), TOF Manager as investment manager and The Ohio Institutional Impact Fund II GP as general partner. Independent formation counsel Alston & Bird confirms that the fund completed a first closing and will generally invest alongside the flagship Ohio High Growth Investment Opportunities Fund, supporting approximately $700 million of committed capital across vehicles.
The predecessor evidence is meaningful. The first Institutional Impact Fund closed with $106 million, and the wider O.H.I.O. platform grew from $356 million of committed capital at the end of 2025 to $647 million by March 31, 2026. Before Fund II launched, the sponsor already had a visible portfolio covering manufacturing, fintech, real estate, infrastructure, healthcare, logistics and venture-backed technology.
The most differentiated aspect of this manager is therefore not a single company or sector. It is the attempt to create a privately funded, multi-asset investment platform centered on one state and use capital, local networks and co-investment structures to participate across different parts of Ohio's economic development.
That model creates a genuine sourcing advantage if the manager's local network produces deals that national funds overlook. It also creates concentrated geographic exposure and substantial governance complexity.
FilingDossier's conclusion is that Ohio Institutional Impact Fund II appears to be a legitimate and well-capitalized successor private fund with a $55.67 million first close and strong manager-level operating evidence. The most important next diligence step is not proving the existence of The O.H.I.O. Fund; that is well established. Investors should instead focus on Fund II's exact portfolio, allocation rules with the evergreen vehicle, realized-versus-unrealized predecessor returns, cross-vehicle conflicts, fee layering and the risks of concentrating a multi-asset private portfolio in Ohio.
FilingDossier Research Conclusion
Company Name: The O.H.I.O. Fund
Fund Legal Entity: Ohio Institutional Impact Fund II, L.P.
CIK: 0002155176
Jurisdiction: Delaware
Fund Formed: 2026
Business Address: 1974 E. 66th Street, Suite 200-B, Cleveland, OH 44103
Phone: 330-310-2535
Form D Filing Date: September 18, 2026
Signature Date: September 17, 2026
First Sale: September 4, 2026
Rule: 506(c)
ICA Exclusion: Section 3(c)(7)
Fund Type: Other Investment Fund / Pooled Investment Fund
Offering Amount: Indefinite
Amount Sold at Initial Filing: $55,670,000
Investors: 15
Minimum Investment: $500,000
Sales Commissions: $0
Finders Fees: $0
Use of Proceeds to Listed Related Persons: $0
General Partner: The Ohio Institutional Impact Fund II GP, LLC
Investment Manager: TOF Manager, LLC
Public Brand: The O.H.I.O. Fund
Manager Regulatory Status: Exempt Reporting Adviser
Fully SEC-Registered Investment Adviser: No, according to manager's current disclosure
President / Co-Founder: Ray Leach
CEO / CIO / Co-Founder: Mark Kvamme
COO / Chief Relationship Officer: Jill Meyer
Director of Healthcare & Life Sciences: Mike Venerable
Formation Counsel: Alston & Bird
Fund II Formation Status: First closing completed
Predecessor Fund: Ohio Institutional Impact Fund, L.P.
Predecessor Fund Final Commitments: $106M
Predecessor Fund Closed to Investors: June 2025
Parallel Flagship Vehicle: The Ohio High Growth Investment Opportunities Fund
Current Platform Strategy: Fund II generally expected to invest alongside flagship evergreen vehicle
Approximate Committed Capital Across Vehicles Following Fund II Formation: Approximately $700M according to formation counsel
Platform Committed Capital as of March 31, 2026: $647M
Platform Investor Network as of March 31, 2026: 155 investors
Platform Capital Invested as of January 2026: $196M
Platform Investments as of January 2026: 30
Ohio Counties Represented as of January 2026: 12
Sponsor-Reported Total Returns through January 2026: More than $75M
Important Return Qualification: Public disclosure does not establish how much of the $75M+ was realized cash versus unrealized appreciation
Two-Year Platform Deployment Update: Approximately $217M deployed
Two-Year Portfolio Count: 33+ companies and real estate projects
Approximate Strategic Allocation Framework: One-third real estate, one-third growth equity, one-third later-stage venture
Core Investment Sectors: Advanced Manufacturing, Technology, Healthcare, Life Sciences, Infrastructure, Real Estate, Logistics and Growth Businesses
Selected Platform Investments: Hyperframe, Splash Financial, Sonic Fire Tech, OCTAD Capital Partners, Eagle Wireless, Sundays for Dogs, JucaBio, Remote Vans, InnoSource, Housing Blocks, EASE Logistics and Endera
Fund II Current Asset List: Not publicly established
Fund II Current NAV: Not publicly established
Fund II Target Size / Hard Cap: Not publicly established from reviewed sources
Fund II Management Fee: Not publicly established from reviewed public sources
Fund II Carried Interest: Not publicly established
Fund II GP Commitment: Not publicly established
Fund II Auditor / Administrator: Not clearly established from reviewed public sources
Independent Conclusion: Ohio Institutional Impact Fund II is a verifiable 2026 successor fund managed by The O.H.I.O. Fund / TOF Manager. Its initial SEC filing reports $55.67M sold to 15 investors with a $500K minimum under Rule 506(c) and Section 3(c)(7). The predecessor Institutional Fund closed at $106M, while the wider manager platform had reached $647M of committed capital by March 31, 2026 and approximately $700M across vehicles around Fund II formation. Fund II is expected to invest alongside the manager's evergreen flagship vehicle across Ohio growth equity, later-stage venture, manufacturing, infrastructure and real estate opportunities. The strongest positives are an active predecessor strategy, significant capital formation and a deep Ohio network; the principal diligence risks are cross-vehicle allocation, geographic concentration, heterogeneous asset valuation, fee layering, private-market liquidity and limited Fund II-specific performance history.
Primary Sources Reviewed
This review relied primarily on the September 18, 2026 Form D for Ohio Institutional Impact Fund II, Alston & Bird's September 18, 2026 announcement regarding the fund's formation and first close, The O.H.I.O. Fund's official website, current portfolio and team pages, the manager's January and May 2026 capital and portfolio updates, and earlier disclosures regarding the $106M closing of the predecessor Ohio Institutional Impact Fund.
Platform-level capital, portfolio and return data are kept separate from Fund II-specific figures. The $55.67M Form D amount is Fund II securities sold, while the approximately $700M figure refers to committed capital across multiple O.H.I.O. Fund vehicles and should not be described as Fund II AUM.
Important Notice
A Form D is a notice filing for an exempt securities offering. It does not mean the SEC has approved Ohio Institutional Impact Fund II, TOF Manager, The O.H.I.O. Fund or any underlying investment.
TOF Manager states that it is an Exempt Reporting Adviser and is not a fully SEC-registered investment adviser.
The approximately $700M platform figure represents capital across multiple investment vehicles and should not be treated as Ohio Institutional Impact Fund II's stand-alone fund size.
The sponsor's reported portfolio returns and predecessor results do not guarantee Fund II performance, and public disclosures reviewed here do not establish how much of historical reported returns were realized versus unrealized.
Portfolio companies shown on The O.H.I.O. Fund's website should not automatically be attributed to Fund II because many investments predate Fund II's September 2026 first sale and may belong to predecessor funds, the evergreen vehicle or SPVs.
FilingDossier is an independent public-record research platform and is not affiliated with The O.H.I.O. Fund, TOF Manager, Ohio Institutional Impact Fund II, Alston & Bird or the U.S. Securities and Exchange Commission.
This article is provided for informational and research purposes only and does not constitute investment, legal, tax or financial advice.