Robinhood Ventures Fund II FAQ
The following are some of the most frequently asked questions about Robinhood Ventures Fund II (RVII).
RVII is a business development company (BDC), a type of closed-end fund (CEF), designed to invest in a portfolio of earlier-stage companies. More specifically, the fund intends to focus on current and former Y Combinator (YC) participants. YC is one of the world’s most prestigious startup accelerator programs and has helped launch many well-known and successful technology companies, including Airbnb, DoorDash, and more.* Like other CEFs, RVII will raise a set amount of money, invest in a portfolio managed by an investment advisor, and can trade on an exchange.
Both funds give investors access to private companies, but they focus on companies at different stages. RVI primarily invests in late-stage private companies—well-established businesses that haven't gone public yet. RVII will invest in early and growth-stage companies, with some recently founded. Earlier entry generally involves greater risk, but the potential for meaningful growth if the company succeeds.
RVII is open to all investors. There are no accreditation requirements, account minimums, income thresholds, or net worth restrictions to participate.
RVII pays fees and expenses, including management fees, administration fees, and expenses associated with its organization and ongoing operation. These fees and expenses are paid out of RVII’s assets, which means they’re paid indirectly by RVII’s shareholders.
RVII pays a management fee of 2% of net assets. The fund's total annual expenses are expected to be 4.18%.
RVII also pays a 20% capital gains incentive fee on net investment gains earned since the fund’s inception to Robinhood Ventures, the fund manager. The fee is charged on RVII’s realized gains, deducting any realized losses and unrealized depreciation on current investments. Please see RVII’s prospectus for additional details.
RVII holds a cash position so that it can continue to make investments in companies over time. When a new investment is made, RVII’s cash position decreases.
RVII’s cash is or will be invested in cash equivalent vehicles, like money market funds, that deliver a yield to investors. The weighted average yield of RVII’s cash positions will be available on the RVII detail page in the app or on the web.
RVII’s investments are managed by Robinhood Ventures DE, LLC, which is registered as an investment adviser with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940. Robinhood Ventures DE, LLC was formed in August 2025, has limited investing history and is a wholly owned subsidiary of Robinhood Markets, Inc.
You can view a breakdown of investments on RVII’s detail page. Keep in mind that the investment breakdown will change over time. This can happen if the value of RVII’s investments change, if RVII makes new investments, if RVII increases or decreases its position in existing investments, and/or if RVII raises additional capital through another public offering.
It’s important to note that capital raised during RVII’s IPO will increase cash and cash equivalents relative to other holdings in the fund. This cash is intended to be used to make investments over time and to pay ongoing fund expenses. The example below illustrates how an infusion of cash from an IPO could change the breakdown or allocation of a fund’s assets. This example is for informational purposes only and does not reflect RVII’s pre- or post-IPO allocations. Actual allocations will differ.
Imagine a fund that, before its IPO, has assets valued at $300M between 4 investments and a sleeve of cash and cash-like instruments, like money market funds. Its pre-IPO allocation might look like:
Before the IPO, this fund’s portfolio is evenly distributed across its holdings.
In its IPO, the fund will issue shares in exchange for cash. Since this cash will be invested or otherwise used over time, it will increase the relative weight of the fund’s cash sleeve and decrease the relative weight of the fund’s other holdings. The fund’s allocation to its existing investments decreases as the fund raises more cash. Imagine this fund raises $300M in its IPO, for a total value of $600M. Its post-IPO allocation would look like:
Post-IPO, the fund’s allocation to cash jumped from 20% to 60%. While the value of each investment did not change, the fund’s allocation to each investment dropped from 20% to 10%.
Robinhood Ventures Fund II (“RVII” or the “Fund”) has filed a registration statement (including a preliminary prospectus) on Form N-2 (File No. 333-297168) with the Securities and Exchange Commission (the “SEC”) for the offering to which this free writing prospectus relates. Before you invest, you should read the preliminary prospectus in that registration statement and other documents RVII has filed with the SEC for more complete information about RVII and this offering. You may get these documents for free by visiting the SEC website at www.sec.gov. Alternatively, copies of the prospectus may be obtained by contacting Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, or by emailing prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC, Attention: c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or email: prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (Tel: 800-831-9146); Wells Fargo Securities LLC, 608 2nd Avenue South, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to WFScustomerservice@wellsfargo.com; or UBS Securities LLC, Attention: Equity Syndicate, 11 Madison Avenue, New York, NY 10010, by telephone at (888) 827-7275, or by email at ol-prospectus-request@ubs.com. Investors are advised to carefully consider the investment objectives, risks and charges and expenses of RVII before investing. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
An investment in the Fund is speculative and involves a high degree of risk with substantial risk of loss. View the prospectus here.
*Companies are provided for illustrative purposes only and are intended solely as well-known examples to describe the accelerator ecosystem forming the focus of RVII’s investment universe. The companies are not, and have never been, holdings of RVII or of any investment vehicle managed by the Adviser. Their inclusion does not constitute a recommendation, endorsement, or solicitation with respect to any security, nor does it represent any affiliation with, or approval by, those companies. Past performance of companies referenced herein, or of Y Combinator or comparable ecosystems, is not indicative of future results, and no inference should be drawn that investments made by RVII will perform similarly. Early-stage company ecosystems produce a wide range of results, including failures. The outcomes of the companies identified are not representative of companies emerging from Y Combinator or similar accelerator programs, and should not be viewed as typical or representative of expected outcomes for companies in which RVII invests.
Robinhood Ventures is the investment adviser for RVII. Robinhood Ventures is the dba name for Robinhood Ventures DE, LLC (“RHV” or “Adviser”). RHV is a wholly owned subsidiary of Robinhood Markets, Inc.
RVII is a newly organized, externally-managed and diversified closed‑end fund that has elected to be regulated as a business development company (BDC) under the Investment Company Act of 1940, as amended, investing in a diversified portfolio of early-stage and growth-stage private “Promising Companies.” This investment strategy entails limited information, illiquidity, valuation uncertainty, and risk of loss; shares and the value of the Fund’s Net Assets may be volatile and shares may trade at a discount or premium, and exposures may be via illiquid private vehicles with capital calls and extra fees. The Fund may use leverage, has limited operating history, and does not anticipate that it will pay dividends on a quarterly basis or become a predictable distributor of dividends, all of which can reduce or delay returns. “Net Assets” means the total assets of the Fund minus the Fund's liabilities.
A “Promising Company” means an early-stage or a growth-stage private company that, in the Adviser’s view, demonstrates significant growth potential based on the Adviser’s evaluation of various factors that may include the experience and track record of the founding team, market size, industry trends, product differentiation, commercial traction, and business model. The RVII investment strategy focuses on Promising Companies that are current or previous participants in the Y Combinator startup accelerator program or companies with a founder or co-founder that has participated in the Y Combinator startup accelerator program. RVII may invest in other Promising Companies as well.
“Y Combinator” is a registered trademark of Y Combinator Management, LLC or its affiliates and is used by the Fund with permission. Y Combinator does not sponsor, endorse, or promote the Fund and has no responsibility for the management or performance of the Fund.
There can be no assurance that RVII’s investment in the companies presented herein will be profitable. Past performance is no guarantee of future results. The portion of RVII’s portfolio allocated to each company presented herein may fluctuate over time, and therefore the performance of each company may not bear materially on the performance of RVII. RVII holdings are subject to change.
Investing in early-stage private companies involves a high degree of risk and is not appropriate for all investors. Most early-stage companies fail, and investors could lose their entire investment. Because these companies are new and evaluated quickly, there is limited track record or information available before an investment is made, and any positive returns may take years to materialize, if they occur at all.
Closed-end funds, including BDCs, differ from open-end funds in that closed-end funds do not redeem their shares at the request of an investor. No shareholder has the right to require the Fund to redeem his, her or its shares. While the Fund’s shares are expected to be listed on an exchange, an active public market for the shares may not develop. As a result, shareholders may not be able to liquidate their investment. Accordingly, Shareholders should consider that they may not have access to the funds they invest in the Fund for an indefinite period of time.
There is no assurance that the private companies in which the Fund invests will ever have a liquidity event.
Securities trading offered through Robinhood Financial LLC, Member SIPC, a registered broker-dealer, and a subsidiary of Robinhood Markets, Inc.
All rights to the trademarks included herein, other than RVII’s trademarks, belong to their respective owners and the use hereof does not imply any endorsement by the owners of these trademarks.