About This Offering

The Bedrock Fund is offered under Rule 504 of Regulation D of the Securities Act of 1933. This rule allows Bedrock to raise capital through a private investment offering while still sharing information about the opportunity publicly. Rule 504 provides a legal exemption from full SEC registration, enabling small funds like Bedrock to offer securities in a streamlined, compliant way.

This means that while the Fund can be publicly described, investments are limited to qualified individuals and businesses who meet specific suitability and investor requirements as outlined in our Private Placement Memorandum (PPM).

Important Details About the Offering

The member interests of Bedrock Fund, LLC are not registered under the Securities Act of 1933 or any state securities laws, and the Fund is not registered under the Investment Company Act of 1940. Instead, it operates legally under the exemptions allowed by SEC Rule 504(b) of Regulation D.

Under this exemption, Bedrock may generally advertise or solicit its offering only when the offering meets specific state-level requirements. Depending on the state, this may include registration, public filing, or delivery of a disclosure document before any sale. In some states, investments may only be made by accredited investors—those who meet certain income or net worth thresholds under SEC definitions.

Transfer and Resale Limitations

Any interests purchased in the Bedrock Fund are restricted securities. They cannot be freely transferred or resold unless permitted under federal and state securities laws or through an approved exemption. Investors agree to acquire these interests for investment purposes only and not with the intent to resell.

Risk and Suitability Disclosure