Filed
pursuant to Rule 424(b)(3)
File
No. 333-278734
Destiny
Tech100 Inc.
Maximum
Offering of up to $1,000,000,000
Common
Stock
________________
Supplement
No. 3 dated February 11, 2026
to
the
Prospectus
and Statement of Additional Information dated August 8, 2025, as amended or supplemented as of the date hereof
This
prospectus supplement modifies, amends and supplements certain information contained in the Prospectus of Destiny Tech100 Inc. (the “Company”)
dated August 8, 2025, as amended or supplemented (the “Prospectus”) and the statement of additional information, dated August
8, 2025, as amended or supplemented (the “Statement of Additional Information”), which relate to the sale of shares of the
Company’s common stock pursuant to the “at-the-market offering” with Jefferies LLC. Capitalized terms used in this
prospectus supplement and not otherwise defined have the meaning specified in the Prospectus and/or Statement of Additional Information.
You
should carefully consider the "Risk Factors" section beginning on page 26 of the Prospectus.
Net
Asset Value
In
connection with our regular net asset value determination process, as provided in our valuation policies and procedures, our net asset
value as of December 31, 2025, is $19.97 per share of our common stock.
Portfolio
The
following table sets forth certain information as of December 31, 2025, for each portfolio company in which we have invested. During
the fourth quarter of 2025, we made 9 new investments across 8 new issuers. The percentage of portfolio column is based on an approximate
portfolio value of $434.0 million as of December 31, 2025, of which $228.8 million is in privately held securities and $205.3 million
is in cash and cash equivalents.
| Portfolio Company | |
Nature of Principal Business | |
Underlying Security Type | |
% of Portfolio |
| Automation Anywhere, Inc. | |
Enterprise Software | |
Common Stock | |
0.1% |
| Axiom Space, Inc. Series C Preferred Stock | |
Aviation/Aerospace | |
Preferred Stock | |
0.3% |
| Axiom Space, Inc. Series C-1 Preferred Stock | |
Aviation/Aerospace | |
Preferred Stock | |
0.7% |
| Beast Industries Co. - Series C Preferred Stock | |
Social Media | |
Preferred Stock | |
3.5% |
| Boom Technology, Inc. Series B-2 Preferred Stock | |
Aviation/Aerospace | |
Preferred Stock | |
0.4% |
| CElegans Labs, Inc. | |
Financial Technology | |
Common Stock | |
0.4% |
| Chime Financial Inc. | |
Financial Technology | |
Common Stock | |
0.3% |
| ClassDojo, Inc. | |
Education Services | |
Common Stock | |
0.6% |
| DA-1125 Gaingels Fund II (invested in Databricks, Inc. Series L Preferred Stock) | |
Enterprise Software | |
Preferred Stock(1) | |
1.7% |
| Discord, Inc. - Series G Preferred Stock | |
Social Media | |
Preferred Stock | |
0.1% |
| Discord, Inc. | |
Social Media | |
Common Stock | |
0.1% |
| DXYZ OAI I LLC (economic exposure to OpenAI Global LLC, Profit Participation Units) | |
Artificial Intelligence | |
Profit Participation Units(2) | |
2.1% |
| DXYZ SpaceX I LLC (economic exposure to Space Exploration Technologies Corp., 99% Class A Common Stock and 1% Series J Preferred Stock) | |
Aviation/Aerospace | |
Common Stock(2)(4) | |
12.6% |
| Flexport, Inc. | |
Supply Chain/Logistics | |
Common Stock | |
* |
| G Squared Special Situations Fund, LLC - Series H-1 (invested in Brex, Inc., Common Stock) | |
Financial Technology | |
Common Stock(1) | |
0.3% |
| Impossible Foods, Inc. - Series A Preferred Stock | |
Food Products | |
Preferred Stock | |
* |
| Jeeves, Inc. - Series C Preferred Stock | |
Financial Technology | |
Preferred Stock | |
0.1% |
| Khosla Ventures IFSPV II, LLC (invested in Impossible Foods, Inc., Series H Preferred Stock) | |
Food Products | |
Preferred Stock(1) | |
* |
| Klarna Bank AB | |
Financial Technology | |
Common Stock | |
0.2% |
| Klarna Bank AB – Class B Shares | |
Financial Technology | |
Non-Economic Voting Shares | |
* |
| Lemonade 18, LLC (invested in Monzo Bank Ltd., Class F Ordinary Shares) | |
Financial Technology | |
Common Stock(1) | |
1.4% |
| MCTC Investments Holdings (Delaware) LLC (invested in Databricks, Inc. Series L Preferred Stock) | |
Enterprise Software | |
Preferred Stock(1) | |
2.3% |
| MW LSV Relativity Space, LLC (invested in Relativity Space, Inc., Common Stock) | |
Aviation/Aerospace | |
Common Stock(1) | |
0.3% |
| MWAM VC SpaceX-II, LLC (economic exposure to Space Exploration Technologies Corp., 55% Class A Common Stock and 45% Class C Common Stock) | |
Aviation/Aerospace | |
Common Stock(1)(2) | |
3.7% |
| MWLSV Epic Games-II, LLC (invested in Epic Games, Inc., Common Stock) | |
Gaming/Entertainment | |
Common Stock(1) | |
0.5% |
| Payward, Inc. – Series C Preferred Stock | |
Financial Technology | |
Preferred Stock | |
1.5% |
| Public Holdings, Inc. | |
Financial Technology | |
Common Stock | |
0.1% |
| Redwood Materials, Inc. | |
Energy Production | |
Common Stock | |
1.2% |
| Revolut Group Holdings Ltd. | |
Financial Technology | |
Common Stock | |
2.9% |
| Rhenium Bolt 2021, LLC | |
Financial Technology | |
N/A(3) | |
0.0% |
| Skild AI, Inc. - Series C Preferred Stock | |
Artificial Intelligence | |
Preferred Stock | |
2.3% |
| Snowpoint Growth 2.5, LLC (invested in Shield AI Inc. Series F1 Preferred Stock) | |
Aviation/Aerospace | |
Preferred Stock(1) | |
4.1% |
| Snowpoint Growth 2.6, LLC (invested in X.AI Corp. Series E Preferred Stock) | |
Artificial Intelligence | |
Preferred Stock(1) | |
3.5% |
| SP21Z Opportunities LLC (invested in OpenEvidence Inc. Common Stock) | |
Artificial Intelligence | |
Common Stock(1) | |
3.5% |
| Superhuman Platform, Inc. | |
Financial Technology | |
Common Stock | |
0.3% |
| Vast, Inc. - Series A Preferred Stock | |
Aviation/Aerospace | |
Preferred Stock | |
1.2% |
| First American Treasury Obligation, Class X, 3.68% | |
Money Market Fund | |
Mutual Fund | |
46.3% |
| Cash | |
Cash | |
Cash | |
1.0% |
| Total | |
| |
| |
99.6%* |
*Less
than 0.1%.
**Values
may not sum due to rounding.
(1)
The Company has a direct investment in a Special Purpose Vehicle ("SPV") which has invested in an underlying portfolio company.
If applicable, the number of units presented, are the units in the SPV owned by the Company, which represents the equivalent number of
securities of the underlying portfolio company for which the investment has economic exposure.
(2)
The Company has a direct investment in an SPV which has economic exposure to an underlying portfolio company. The number of units presented,
if applicable, are the units in the SPV owned by the Company, which represents the equivalent number of securities of the underlying
portfolio company for which the investment has economic exposure. The SPV has invested through one or more underlying SPVs.
(3)
During the year ended December 31, 2024, the SPV disposed of the underlying asset. As of December 31, 2025, the SPV does not hold any
underlying assets.
(4)
The SPV has invested through five underlying SPVs, resulting in the related economic exposure to the Company. Five of the underlying
SPVs have one additional layer of SPVs, while one has two layers.
| Portfolio Company | |
Nature of Principal Business | |
Underlying Security Type | |
% of Portfolio |
| Fund FG-RTA, a series of Forge Investments LLC (economic exposure to Stripe, Inc., Common Stock) | |
Financial Technology | |
Forward Contract(5) | |
0.6% |
| Fund FG-TQY, a series of Forge Investments LLC (economic exposure to Plaid, Inc., Common Stock | |
Financial Technology | |
Forward Contract(5) | |
0.1% |
| Total | |
| |
| |
0.7%** |
*Values
may not sum due to rounding.
(5)
Investment is an SPV that holds multiple forward agreements that represent common shares of the indicated portfolio company. Forward
contracts involve the future delivery of shares of a portfolio company upon such securities becoming freely transferable or the removal
of restrictions on transfer. The aggregate total of the forward contracts for each SPV represents less than 5% of the Company’s
net assets. The counterparties to the forward contracts are the shareholders of the private company who own the restricted shares. The
Company does not have information as to the identities of the specific counterparties (the shareholders of the private company);
however, counterparty risk is mitigated by the fact that there is not a single counterparty on the opposite side of the forward contracts
and the sole obligation of the counterparties is to transfer shares following such time as the shares become freely transferable.
Portfolio
Deployment Update
Subsequent
to the year ended December 31, 2025, we continued to actively deploy capital. As of February 6, 2026, we fully closed 3 additional investments
representing approximately $127.0 million in added portfolio exposure, as described below, which we funded using our existing cash and
cash equivalents.
On
January 26, 2026, we invested $100.0 million in Magnitude ANC III, LLC (economic exposure to Anthropic PBC Series B Preferred
Shares).
On
January 20, 2026 and January 29, 2026, we invested an aggregate of $12.0 million in WH Strategic Opportunities Fund V LP (invested
in Chaos Industries, Inc. Series D Preferred Stock).
On
February 4, 2026, we invested $15.0 million in Hermeus Corporation – Series C Preferred Stock.
New
Investments
A
summary of the Company’s new investments made from October 1, 2025 through February 6, 2026, and a brief description of their respective
business activities is provided below.
Beast Industries Co.
Beast Industries Co. is a North Carolina-based
entertainment and consumer products company built around the world's most followed digital creator, Mr. Beast. Leveraging an unparalleled
global distribution engine across leading social platforms, the company has extended its brand into consumer packaged goods and is now
expanding into branded digital services as it seeks to transition from monetizing attention to building large-scale, brand-driven enterprises.
Databricks, Inc.
Databricks, Inc. is a California-based operator
of a unified data intelligence platform that brings together data warehousing, data lakes, and machine learning infrastructure into a
single architecture purpose-built for AI analytics. Built on open formats and running across all major cloud providers, the platform enables
enterprises to operationalize AI workloads at scale without rebuilding fragmented data infrastructure.
Redwood Materials, Inc.
Redwood Materials, Inc. is a Nevada-based operator
of a vertically integrated, closed-loop battery recycling, refining, and energy storage platform. The company processes end-of-life batteries
and manufacturing scrap into battery-grade components and has recently expanded into grid-scale energy storage, positioning itself at
the nexus of EV manufacturing and data center infrastructure.
Skild AI, Inc.
Skild AI, Inc. is a Pennsylvania-based robotics
intelligence company developing a general-purpose AI foundation model that serves as a universal operating system for robots of any hardware
form factor. By pursuing a software-centric, hardware-agnostic approach, the company intends to become essential AI infrastructure for
the robotics industry, allowing manufacturers to focus on mechanical engineering while Skild provides the intelligence layer.
Shield AI, Inc.
Shield AI, Inc. is a California-based defense
autonomy company developing an AI-powered pilot that enables drones and aircraft to operate autonomously in dynamic combat environments.
Having established early traction through its own drone platforms, the company is now licensing its autonomy software to major defense
primes and expanding across multiple military domains.
X.AI, Corp.
x.AI, Corp., doing business as xAI, is a U.S.-based
foundation model company building a vertically integrated AI stack that unifies model development, proprietary compute infrastructure,
and consumer distribution. The company's flagship AI assistant leverages exclusive access to real-time social platform data and one of
the world's largest sensor datasets, providing structural advantages in both consumer reach and embodied AI training. On February 2, 2026,
x.AI, Corp. publicly announced its acquisition by Space Exploration Technologies Corp., to which the Company already has exposure.
OpenEvidence, Inc.
OpenEvidence, Inc. is a U.S.-based operator of
an AI-powered clinical decision support platform that helps physicians make high-stakes treatment decisions at the point of care. Purpose-built
for medicine and trained on licensed medical literature from leading journals, the platform delivers cited answers to complex clinical
questions and monetizes through premium pharmaceutical advertising at the moment clinical decisions are made.
Vast, Inc.
Vast, Inc., doing business as Vast Space, is
a California-based, vertically integrated space infrastructure company building hardware to support the future of space habitation and
exploration. The company is developing what is slated to be the world's first commercial space station, positioning itself to lead the
post-International Space Station era through demonstrated flight hardware and early partnerships with government and commercial customers.
Anthropic PBC
Anthropic PBC is a California-based AI research
laboratory building safe, aligned artificial intelligence. The company has emerged as a leading enterprise-native AI platform, with its
flagship Claude large language model distinguished by its safety-first training methodology and strong performance on complex reasoning
and agentic tasks, positioning Anthropic as both a frontier foundation model provider and a leader in responsible AI development.
Chaos Industries, Inc.
Chaos Industries, Inc., doing business as CHAOS,
is a California-based defense technology company building next-generation distributed air defense systems. The company's technology synchronizes
networks of low-cost radar sensor nodes to replace monolithic legacy installations with resilient, rapidly deployable infrastructure,
while its software platform enables over-the-air capability updates.
Hermeus Corporation
Hermeus Corporation is a Georgia-based aviation
manufacturing company building hypersonic aircraft and weapons systems designed to dramatically reduce the cost of long-range military
operations. Through rapid, iterative hardware development, the company is pursuing reusable high-speed drone platforms and low-cost ramjet
munitions for next-generation combat aircraft programs.
At-the-Market
Offering
From
October 1, 2025 through December 31, 2025, we sold a total of 8,121,853 shares of common stock under the Open Market Sale AgreementSM with
Jefferies LLC for aggregate net proceeds of approximately $244,571,352.
