RESEARCH

Unpopular Ventures Built a Paired Preferred/QP Fund Factory — SEC Review of the F2 Vehicle, Belltower Structure and the Manager's "Off-the-Beaten-Path" Portfolio

Unpopular Ventures Built a Paired Preferred/QP Fund Factory — SEC Review of the F2 Vehicle, Belltower Structure and the Manager's "Off-the-Beaten-Path" Portfolio

INDEPENDENT VERDICT

Unpopular Ventures Preferred, LP - F2 is not best understood as the flagship "Unpopular Ventures fund." The April 2, 2026 SEC filing shows something more specialized: two Delaware issuers — Unpopular Ventures Preferred, LP - F2 and Unpopular Ventures Preferred QP, LP - F2 — were filed together under the same Form D submission, use the same Lynnwood, Washington operating address, share the same General Partner, and are administered through Belltower Fund Group. The non-QP F2 vehicle reported a precise $676,779 offering, $563,983 already sold, $112,796 remaining, 49 investors and only a $1,000 minimum investment one day after the stated first sale. The SEC filing also estimates $20,000 of proceeds payable to the fund administrator or affiliates as a one-time fee plus an annual administrative fee covering the life of the fund. This is materially different from a conventional $50 million or $100 million VC flagship: F2 appears to be one small preferred-access sleeve inside a much larger recurring investment architecture, and its Form D amount should not be treated as Unpopular Ventures' total capital, AUM or overall investment activity.

THE UNIQUE STORY IS THE REPEATING PREFERRED / QP PAIRING, NOT A SINGLE FUNDRAISE

SEC history shows that F2 is one entry in a long sequence of similarly named paired vehicles. In January 2024, Unpopular Ventures Preferred, LP - D1 and Unpopular Ventures Preferred QP, LP - D1 were filed together. D2 followed in April 2024. E-series vehicles appeared during 2025, including E1 and E4, while F1 was filed in January 2026 and F2 followed in April. The naming convention matters because it shows deliberate segmentation: one ordinary "Preferred" partnership sits beside a "Preferred QP" partnership intended for qualified-purchaser structures, with both relying on private-fund exclusions under Sections 3(c)(1) and/or 3(c)(7). The F2 filing itself identifies "Fund GP, LLC" as General Partner of both issuers and Belltower Fund Group, Ltd. as agent of the General Partner. Abraham Wilson signs not as an Unpopular Ventures investment professional, but as an authorized officer of the GP's agent. That distinction is important: Belltower is part of the fund-administration/legal operating chain, not evidence that Belltower selects portfolio companies or manages Unpopular Ventures' venture strategy.

THE INVESTMENT BRAND SITS ABOVE THESE SMALL VEHICLES

The public-facing manager is much broader than F2. Unpopular Ventures' official website describes its philosophy as investing in exceptional companies "off the beaten path," and its team page identifies Peter Livingston as founder and a venture investor who began angel investing in 2012 and founded Unpopular Ventures in 2019. The firm highlights investments including Jeeves, Blissway, 99Minutos, Volantis and Yummy. Thibault Reichelt is also presented as an investor with holdings that include Zepto, Yassir, Novig, Anthropic, Umbra and Compound. SEC adviser records separately identify Unpopular Ventures Management Company, LLC, CRD 312118 / SEC file 802-124911, as an active SEC Exempt Reporting Adviser rather than a fully SEC-registered investment adviser. That legal status is worth stating precisely: the manager files Form ADV reports as an ERA because it relies on an adviser-registration exemption; the CRD and SEC file numbers are identifiers and reporting records, not an SEC license or endorsement of its investments.

UNPOPULAR'S OWN 2026 NUMBERS ARE FAR LARGER THAN F2 — BUT THEY ARE MANAGER-REPORTED PORTFOLIO FIGURES

A February 2026 quarterly update from Peter Livingston gives useful context for why F2's $676,779 size cannot represent the whole platform. Unpopular Ventures stated that, across its investment history, approximately $83 million of invested capital had grown to a reported $203.5 million of portfolio value. The same update discusses both an "UV Syndicate" and a "UV Rolling Fund," confirms continued use of a Scout Program that shares portions of carried interest with people who help identify and diligence companies, and offers larger LPs additional de-identified portfolio data under NDA. Those figures are manager-reported portfolio statistics, not audited F2 financial statements and not Form D offering amounts. Third-party investment databases also track hundreds of Unpopular Ventures investments and multiple 2026 transactions, reinforcing that the brand's investment footprint is much broader than any one F-series partnership. The useful comparison is therefore structural: $563,983 sold in F2 is one SEC offering; $83 million invested and $203.5 million portfolio value are platform-level figures reported by the manager. They should never be substituted for one another.

THE ADDRESS HISTORY ALSO REVEALS HOW THE OPERATIONAL INFRASTRUCTURE EVOLVED

Earlier D-series Form Ds used 119 South Main Street, Suite 220 in Seattle, while the 2026 F1 and F2 filings use 2006 196th Street SW, Suite 114 in Lynnwood, Washington. The phone number 206-801-6359 continued across the filings. More importantly, the Lynnwood address is also the address used by Belltower Fund Group in the F2 Form D, while Fund GP, LLC is listed at 301 North Market Street, Suite 1414 in Wilmington, Delaware. This three-layer address pattern — issuer/administrator in Washington, legal GP in Delaware, public investment brand at unpopular.vc — explains why entity penetration matters here. A researcher looking only for a single "Unpopular Ventures LLC" could miss how the fund vehicles are actually assembled. The filing supports common administration and GP infrastructure across the paired issuers, but it does not establish that every Preferred D/E/F vehicle holds the same companies or that subscriptions can be aggregated into one portfolio.

FINAL ASSESSMENT

Unpopular Ventures Preferred F2 has at least five facts that distinguish it from a generic VC fund: it was filed simultaneously with a QP companion vehicle; it is part of a repeating D/E/F preferred-fund series; it uses Fund GP, LLC while Belltower Fund Group acts as GP agent; it raised $563,983 from 49 investors with an unusually low $1,000 minimum; and the public Unpopular Ventures platform separately reports tens of millions of dollars invested across a far broader global startup portfolio. The core diligence issue is therefore allocation, not brand existence. Investors should determine which portfolio company or preferred-security opportunity F2 was created to hold, whether the QP and non-QP sleeves invest pari passu, how carried interest and the Scout Program interact with the vehicle, what administrative charges apply beyond the disclosed $20,000 estimate, and whether F2 is economically connected to the Rolling Fund or Syndicate programs described by the manager.

SEC SNAPSHOT

Issuer: Unpopular Ventures Preferred, LP - F2 CIK: 0002120313 SEC Form: Form D Accession No.: 0002120313-26-000001 File No.: 021-578937 Filing Date: April 2, 2026 Year Organized: 2026 Jurisdiction: Delaware Principal Address: 2006 196th St SW, Suite 114, Lynnwood, WA 98036 Telephone: 206-801-6359 Industry: Pooled Investment Fund Investment Company Registered: No Offering Exemption: Rule 506(b) Investment Company Act Exclusion: Sections 3(c)(1) and 3(c)(7) Security Type: Pooled Investment Fund Interests Total Offering Amount: $676,779 Amount Sold: $563,983 Remaining: $112,796 Investors: 49 Minimum Investment: $1,000 First Sale: April 1, 2026 Offering Duration Over One Year: No Sales Commissions: $0 Finder's Fees: $0 Estimated Item 16 Payment: $20,000 Item 16 Description: One-time fee and annual fee paid to the fund administrator and/or affiliates for administrative expenses over the life of the fund General Partner: Fund GP, LLC Agent of General Partner: Belltower Fund Group, Ltd. Signer: Abraham Wilson Signer Capacity: Authorized Officer of the Agent of Issuers' GP

PARALLEL QP VEHICLE

Issuer: Unpopular Ventures Preferred QP, LP - F2 CIK: 0002120312 Jurisdiction: Delaware Year Organized: 2026 Address: 2006 196th St SW, Suite 114, Lynnwood, WA 98036 Telephone: 206-801-6359 General Partner: Fund GP, LLC Agent of General Partner: Belltower Fund Group, Ltd. Filed Together With F2 Standard Vehicle: YES Confirmed Feeder Relationship: NO Confirmed Parallel Preferred Structure: YES

HISTORICAL VEHICLE PATTERN

Unpopular Ventures Preferred, LP - D1: Confirmed Unpopular Ventures Preferred QP, LP - D1: Confirmed Unpopular Ventures Preferred, LP - D2: Confirmed Unpopular Ventures Preferred QP, LP - D2: Confirmed Unpopular Ventures Preferred E-Series Vehicles: Confirmed Unpopular Ventures Preferred, LP - E4: Confirmed Unpopular Ventures Preferred QP, LP - E4: Confirmed Unpopular Ventures Preferred, LP - F1: Confirmed Unpopular Ventures Preferred QP, LP - F1: Confirmed Unpopular Ventures Preferred, LP - F2: Confirmed Unpopular Ventures Preferred QP, LP - F2: Confirmed

WEBSITE / ENTITY PENETRATION

Official Unpopular Ventures website confirmed: YES Website brand: Unpopular Ventures Investment manager / ERA: Unpopular Ventures Management Company, LLC CRD: 312118 SEC File No.: 802-124911 SEC Status: Active Exempt Reporting Adviser Fully SEC-registered investment adviser: NO Peter Livingston official team relationship confirmed: YES Thibault Reichelt official team relationship confirmed: YES Official portfolio examples published: YES F2 issuer directly named on public website: NOT CONFIRMED Fund GP, LLC named in SEC filing: YES Belltower Fund Group named in SEC filing: YES Belltower role as GP agent confirmed: YES Belltower confirmed as investment manager: NO Issuer address moved from Seattle D-series location to Lynnwood by F-series: YES Phone continuity across vehicles: YES UV Syndicate publicly described by manager: YES UV Rolling Fund publicly described by manager: YES Scout Program publicly described by manager: YES Manager-reported $83M invested across platform: YES Manager-reported $203.5M portfolio value: YES Those figures attributable specifically to F2: NO

CORE INVESTOR QUESTIONS

What specific portfolio company or preferred-security opportunity does F2 hold Why was the F2 standard vehicle paired with a separate F2 QP vehicle Do the two F2 vehicles invest in exactly the same securities and on identical terms How is capital allocated between the standard and QP partnerships Why is the minimum investment only $1,000 despite the private-fund structure What percentage of F2 economics is allocated to carried interest Does the Scout Program receive carried-interest participation from investments held by F2 What exactly is included in the estimated $20,000 administrator-related payment What recurring annual administration charge applies after the initial fee Does Belltower Fund Group provide only administrative/agent services or any additional functions Who makes final investment decisions for F2 Does F2 participate in the UV Syndicate, Rolling Fund or a separate preferred opportunity Can one investor appear economically through both the standard and QP vehicles What valuation methodology is used for private portfolio holdings Who provides audit, tax and custody services How have realized exits from the D- and E-series vehicles compared with manager-reported portfolio marks

PRIMARY EVIDENCE REVIEWED

SEC Form D for Unpopular Ventures Preferred, LP - F2 and Unpopular Ventures Preferred QP, LP - F2 filed April 2, 2026. SEC Form D for Unpopular Ventures Preferred, LP - F1 and QP companion filed January 2026. SEC Form D filings for Unpopular Ventures Preferred D1 and D2 paired vehicles. SEC Form D records for later E-series preferred vehicles. SEC Investment Adviser Public Disclosure record for Unpopular Ventures Management Company, LLC / Unpopular Ventures. Unpopular Ventures official website. Unpopular Ventures official team biographies for Peter Livingston and Thibault Reichelt. Unpopular Ventures Q1 2026 manager update describing aggregate invested capital, portfolio value, Syndicate, Rolling Fund and Scout Program. Third-party portfolio databases used only to cross-check the breadth and timing of publicly reported Unpopular Ventures investments and exits.

IMPORTANT FORM D NOTICE

The $676,779 F2 offering and $563,983 sold amount belong to one specific Unpopular Ventures Preferred vehicle and should not be interpreted as Unpopular Ventures' total AUM, capital invested or portfolio value. The manager's reported $83 million invested and $203.5 million portfolio value are broader platform-level figures and are not SEC-verified F2 performance. The SEC Form D, CIK, CRD and Exempt Reporting Adviser record confirm filings and regulatory status; they do not constitute SEC approval, endorsement, licensing of investment performance or a guarantee of portfolio valuations.

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.