── 01 / MANIFESTO ── SIGNED JAN 2021 ── REVISED Q1 2026 ──

VC was a
velvet
rope club.

CONTENTS

§01 — The rope was nylon.

For sixty years, the best risk-adjusted returns on planet Earth lived behind a $250,000 minimum and a regulatory definition called "accredited investor." The threshold was set by the SEC in 1933 to protect a stenographer making $43/week from buying snake oil.

The number never updated. The stenographer became a software engineer making $200K, sitting in front of a Bloomberg terminal in her pajamas, locked out of the same early-stage rounds her employer's company sold equity to a sovereign wealth fund for. "Sophisticated investors only," said the prospectus.

The rope was nylon. The sophistication, mostly a haircut and a relationship.

§02 — Holes are fine.

Meanwhile, your retirement account went down a hole. Into S&P 500 index funds returning 9% (good). Into bond ladders returning 4% (fine). Into "high-yield" savings returning whatever the Fed felt like that week (less fine). Into one or two Ponzis (bad).

We're not against holes. Holes are how rabbits live. The problem is who gets to go down them.

"In another moment down went Alice after it, never once considering how in the world she was to get out again."
— L. CARROLL, 1865 · OUR ENTIRE INVESTMENT MEMO, ABRIDGED

§03 — Why now.

Three things happened in the last decade that made retail VC actually feasible:

  1. Regulation A+ (2015) created a legal path for pooled vehicles under $75M to take retail capital.
  2. The cost of fund admin fell ~80% with Carta, Anduin, Sydecar. We can run a $50M fund with three people now.
  3. Public-market valuations for pre-IPO companies (Stripe, SpaceX, OpenAI) got embarrassing enough that retail investors stopped tolerating being shut out.

We did the math. Decided we could run a fund with a $50 minimum, a 2/20 fee structure, and still clear top-quartile net returns. 34.8% IRR later, we were either right or very lucky. We'll know which in another 12 years.

§04 — What we believe.

SIX THINGS WE BELIEVE
01

Access is alpha.

The biggest predictor of LP returns is which fund they're in, not which fund's in which sector. We open the same fund to everyone.

02

Diligence > flash.

We see ~3,000 pitches/year. We do 30 investments. We are willing to be the boring fund in a deal, every time.

03

Time is the moat.

We hold positions for 7+ years. We don't take secondaries. We don't early-sell into hype. We wait.

04

Concentration kills.

No company gets more than 8% of a fund. Even our highest-conviction bets sit alongside 30 others. Power laws work both ways.

05

Founders aren't our customers.

You are. The founders are partners. We say no to deals that pay founder favors at LP expense, even when the deal looks good.

06

Transparency is cheap.

You'll see our IC notes, our pass memos, our sector allocations, our return distributions. The hole is dark; we keep the rim well-lit.

§05 — How we invest.

We're a thesis-driven fund. Each year we publish a list of theses we're hunting against. Companies pass through five gates before we wire.

01
Sourcing
SourcingWe see ~3,000 companies/year via cold inbox, network referrals, founder office hours, and AngelList syndicates we sponsor.
02
First-look
First-look2 partners spend 30 min on each company. We pass on ~80% in this gate. We respond to every email within 14 days, even the no's.
03
Diligence
Diligence4–6 week deep dive: customer references, market sizing, financial model review, reference checks, comp analysis, technical review.
04
IC meeting
IC meetingFull partnership debates the deal for 90 minutes. We require 3 of 4 yes votes. The dissenter writes a memo on why the deal is wrong.
05
Term sheet
Term sheetWe aim to lead or co-lead. We do not take board observer seats, only voting seats. We commit to follow-on in seed and Series A.

§06 — Signed.

Every General Partner has signed this manifesto. If we ever break it, you have explicit permission to email any one of us and shout at us. Our addresses are at the bottom.

Maya Z.
MAYA Z.
MANAGING PARTNER
M. Dunn
MARCO D.
PARTNER
T. Reyes
TOMÁS R.
PARTNER
E.Tan
ELAINE T.
OPERATING PARTNER
RABBITHOLE CAPITAL LP · BROOKLYN, NY · JAN 2021 · REVISED Q1 2026JOIN THE WARREN →