Key points
- $4.35 billion sold since the offering opened
- Investor count went from 93 to 135
- The form counts money in, not money out
Situational Awareness Partners has reported selling $4.35 billion of partnership interests since the first sale in November 2024. That's about $2.6 billion more than the $1.76 billion reported in March. The number of investors listed on the offering rose to 135 from 93.
The figures come from an amended Form D filed with the SEC on Monday, signed by Patrick DeGraca, the chief financial officer of the fund's general partner. A Form D is a notice for a private offering, not a fund report card. It records how much of the offering has been sold and how many investors have bought in. It does not disclose the fund's current assets, performance, or redemptions.
The earlier filings show the pace of the reported raise. Situational Awareness listed $997.9 million sold in September 2025, then $1.03 billion in December. By March 10, the total was $1.76 billion. The amendment signed September 11 puts it at $4.35 billion. The reported investor count rose by 42 over the same six months, though the form does not date individual subscriptions.
What the $4.35 billion counts
The cumulative wording on that line is what gets it misread. Total amount sold is cumulative. Every dollar of stakes sold since the first sale on November 1, 2024 is added into it, so the figure only ever climbs. It tracks money raised, and the line holds still while the portfolio moves. A fund that sold $4.35 billion of stakes and then lost half the money still reports $4.35 billion here. The fund's other large public number measures something else again. Situational Awareness reported an information table value total of $20.24 billion on the cover page of its second-quarter 13F, covering the US-listed positions it held on June 30. That total is the market value of those positions on a single date, which is a different measure from the money investors have put in.
There's one more thing to know about how this line works, and it's the important one. A Form D counts subscriptions. The form does not show whether any of those investors later redeemed, so it cannot be used to calculate current investors or net assets. Situational Awareness declined to disclose its net asset value, an option the form allows.
When the money came in
The filing dates this raise only at its two outer edges. Everything sits between the March 10 signature and the September 11 signature, and that window holds the 67% portfolio drop in July, the sale of the public stock book to Citadel, the SEC subpoenas to four banks, and JPMorgan's decision to end its lending to the fund. The timing therefore stays open: the $2.6 billion could have arrived before those events or after them. What the filing does say is how the offering was structured. The fund claims the Rule 506(b) exemption, which means it could not publicly advertise the offering. The filing also claims the 3(c)(7) exclusion and lists a $5 million minimum investment.
The next public look at the fund's disclosed long positions is the third-quarter 13F, due in mid-November, covering what the fund held on September 30. A 13F does not show the whole portfolio, including leverage, cash, private holdings, and short positions. Until then, $4.35 billion is the newest official number on Situational Awareness, and it's a measure of money in.
