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  4. [D] RoboStrategy, Inc. SEC Filing

RoboStrategy (BOT) sells $20,000,018 in pooled investment fund interests

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
D

Rhea-AI Filing Summary

RoboStrategy, Inc., a Maryland corporation based in San Juan, Puerto Rico, reports a new exempt offering of pooled investment fund interests. The offering relies on Regulation D Rule 506(b), with the date of first sale reported as 2026-06-29.

The issuer reports a total amount sold of $20,000,018 USD and a total remaining to be sold of $0 USD, indicating the offering has been fully subscribed. Titan Partners Group LLC, a division of American Capital Partners, LLC, is listed under sales compensation, and reported finders' fees are $0 USD.

Positive

  • None.

Negative

  • None.

Filing Explained

The July 9 Form D does not disclose any amount of the offering’s gross proceeds used or proposed for payments to the executives, directors, or promoters identified in the filing; Item 16 is left blank, so that specific proceeds allocation remains unresolved.

Sources and calculations
Total Amount Sold $20,000,018 USD Exempt offering of pooled investment fund interests
Total Remaining to be Sold $0 USD Indicates the offering has been fully subscribed
Date of First Sale 2026-06-29 New notice for Regulation D Rule 506(b) offering
Finders' Fees $0 USD No finders' fees reported for the offering
Regulation D regulatory
"if the issuer is claiming a Regulation D exemption for the offering"
Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.
Rule 506(b) regulatory
"Certifying that, if the issuer is claiming a Regulation D exemption for the offering"
Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.
Pooled Investment Fund Interests financial
"Type(s) of Securities Offered (select all that apply) X | Pooled Investment Fund Interests"
covered securities regulatory
"if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA"
Investment Company Act of 1940 regulatory
"Is the issuer registered as an investment company under the Investment Company Act of 1940?"
A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did RoboStrategy, Inc. (BOT) disclose in its Form D filing?
RoboStrategy, Inc. disclosed a completed exempt securities offering of pooled investment fund interests under Regulation D Rule 506(b), reporting a total amount sold of $20,000,018 USD and $0 USD remaining to be sold.

How much did RoboStrategy, Inc. (BOT) raise in the exempt offering?
RoboStrategy, Inc. reports raising $20,000,018 USD through an exempt offering of pooled investment fund interests. The company also reports a total remaining to be sold of $0 USD, indicating the entire intended amount has been placed with investors.

Which exemption is RoboStrategy, Inc. (BOT) using for its securities offering?
The company is relying on Rule 506(b) of Regulation D for its exempt offering of pooled investment fund interests. This rule allows a private placement without SEC registration, subject to specific offering and investor conditions set out in federal securities law.

What type of securities is RoboStrategy, Inc. (BOT) offering?
RoboStrategy, Inc. is offering pooled investment fund interests, categorized as an Other Investment Fund within the pooled investment fund industry group. These interests represent participation in an investment fund structure rather than traditional corporate equity or debt securities.

When did RoboStrategy, Inc. (BOT) first sell securities in this offering?
The date of first sale in this exempt offering is reported as 2026-06-29. RoboStrategy, Inc. identifies the filing as a new notice, indicating this Form D corresponds to the commencement phase of the Rule 506(b) fundraising activity.

Did RoboStrategy, Inc. (BOT) report any finders' fees in this offering?
RoboStrategy, Inc. reports finders' fees of $0 USD for this offering. Titan Partners Group LLC, a division of American Capital Partners, LLC, is listed under sales compensation, but no separate finder fee amount is disclosed in the filing data provided.

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0002081119
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
RoboStrategy, Inc.
Jurisdiction of Incorporation/Organization
MARYLAND
Year of Incorporation/Organization
Over Five Years Ago
X Within Last Five Years (Specify Year) 2025
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
RoboStrategy, Inc.
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
SAN JUAN PUERTO RICO 00901 787-722-6881

3. Related Persons

Last Name First Name Middle Name
Kang Andrew
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Baker Lance
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Weinstein Marc
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Carter Nicolas
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Yeh Alex Wei-Yen
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Fields J. Michael
Street Address 1 Street Address 2
151 CALLE DE SAN FRANCISCO SUITE 200
City State/Province/Country ZIP/PostalCode
SAN JUAN PUERTO RICO 00901
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
X Pooled Investment Fund
Hedge Fund
Private Equity Fund
Venture Capital Fund
X Other Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
X Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
Decline to Disclose X Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-06-29 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

Equity X Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
Titan Partners Group LLC, a division of American Capital Partners, LLC None
(Associated) Broker or Dealer None
(Associated) Broker or Dealer CRD Number None
American Capital Partners, LLC 000119249
Street Address 1 Street Address 2
4 WORLD TRADE CENTER 49TH FLOOR
City State/Province/Country ZIP/Postal Code
NEW YORK NEW YORK 10007
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States		 X All States
Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $20,000,018 USD
or Indefinite
Total Amount Sold $20,000,018 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

14. Investors

 Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
3

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $1,200,001 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
RoboStrategy, Inc. /s/ Marc Weinstein Marc Weinstein Secretary 2026-07-06

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.

Source: View Original Filing on SEC EDGAR