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Portica AI Files $450,000 SAFE Offering Fully Sold to Three Investors

The Form D establishes a completed early financing event, but it does not show the conversion terms that would determine investors’ eventual ownership.

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Portica AI Files $450,000 SAFE Offering Fully Sold to Three Investors

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Portica AI has fully sold a $450,000 early financing, according to an SEC Form D filed for the Delaware startup. The company reports that three investors bought the entire offering, leaving zero dollars available under it. The securities are described as SAFE notes, and Portica AI cites exemptions under Rule 504(b)(1) and Rule 506(b). In practical terms, this filing confirms a completed fundraising event—not merely a target the company hoped to fill. But it leaves a major ownership question unanswered. The notice does not name the investors or disclose the SAFE’s valuation, conversion terms, or the amount of equity those investors could eventually receive. Portica AI set a minimum investment of $100,000 for outside investors. It reported no sales commissions or finder’s fees, and listed zero dollars of proceeds used or proposed for payments to its executives, directors, and promoters. That particular disclosure is not a broader spending plan for the capital. The company is a Delaware corporation organized in 2025, based in Minneapolis. Its filing names Gabriel Harren as chief executive officer, along with Tyler Danielson, Adrian Stuart, and Mark Van Driel as officers, directors, or promoters. One notable timing detail: Portica AI lists November 1, 2025 as the first sale date, while Harren signed the notice on August 21, 2026. And because Form D information is submitted by the issuer and not independently verified by the SEC, the key thing to watch is still the missing conversion detail—and how, if at all, this financing later appears in the company’s ownership structure.

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Portica AI’s SEC filing documents a completed $450,000 SAFE financing from three investors, with no allocation left in the offering. The Delaware startup set a $100,000 minimum investment but disclosed neither purchaser identities nor valuation, conversion, or ownership terms, limiting what the notice reveals about dilution. It reported no commissions or executive-related use of proceeds. The filing identifies...

  1. 01

    The offering was fully sold: $450,000 raised and $0 remaining under the Form D.

  2. 02

    Three investors participated, but the filing does not identify them or disclose SAFE conversion terms.

  3. 03

    Portica AI reported no sales commissions or finder’s fees and no executive-related proceeds.

Portica AI has put a completed early financing on the public record, filing an SEC Form D for a $450,000 exempt offering of SAFE notes. The company listed the entire amount as sold and reported three investors, leaving no securities available under the stated offering.

The financing record

The Form D lists $450,000 as both the offering amount and amount sold, with $0 remaining. Portica AI describes the securities as SAFE notes and claims exemptions under Rule 504(b)(1) and Rule 506(b). It says the offering was not connected to a business-combination transaction.

That makes the notice a record of securities sold under this offering, rather than an unfilled fundraising target. The filing gives November 1, 2025 as the first-sale date; Gabriel Harren signed it as chief executive officer on August 21, 2026.

Investor count is clear; ownership terms are not

The filing reports three investors and sets a $100,000 minimum accepted investment from any outside investor. It does not identify the purchasers or provide SAFE conversion, valuation or resulting-ownership terms, so the notice cannot show how the financing may translate into equity later.

Portica AI reported no sales commissions or finder’s fees. It also listed $0 of gross proceeds used or proposed for payments to the executives, directors and promoters named in the form; that field does not provide a broader spending plan for the capital.

Company details in the filing

Portica AI is a Delaware corporation organized in 2025 and lists Minneapolis as its principal place of business. The form identifies Harren, Tyler Danielson, Adrian Stuart and Mark Van Driel as executive officers, directors and promoters. Portica AI declined to disclose a revenue range or aggregate net-asset-value range.

A Form D is issuer-submitted disclosure. The SEC says it has not necessarily reviewed the information or determined that it is accurate and complete.

Sources

  1. sec.govPortica AI, Inc. files Form D notice for an exempt funding offering