No — and it's the most important thing to understand. The portfolio finances the people who already own the shares. Cash is advanced to an employee or early shareholder against their stock, and that stock is held as collateral until the company exits. You hold a payment-dependent note issued by Groundfloor–Serengeti SPV LLC, not shares and not fund units.

Two places. PIK interest of 10–12% accrues and compounds quarterly against the collateral. At exit, a stock fee — targeted at roughly a third of the amount advanced, and uncapped — is settled from the shares. The target is 15–18% net IRR and about a 1.66× net multiple, after fees at both the fund and Groundfloor level, over a five- to seven-year term. Targets are targets and are not guaranteed.

Because only about 40% of the shares' last-round value is advanced, every position is covered two to three times over. The stock can fall by half and the loan remains secured while interest keeps compounding, and the shares sit in a trust that nobody can sell or re-pledge in the meantime. A steeper decline than that tests coverage; no structure removes the risk of loss entirely.

When a company gains more than about 125%. Past that, the interest and stock fee cost more than the protection was worth. Every outcome below it favors this structure — and over the past decade six in ten technology IPOs stepped up 2× or less from their last private round, with the 2025 cohort's median below it. That's the trade: part of the tail, in exchange for a floor and a coupon. Doubles and triples, not home runs.

Three to six years, illiquid for the full term — no secondary market, no interim redemption. The portfolio runs on an eight-year life in two phases: a two-year recycling period, when capital is called in stages and repaid financings are reinvested, then a harvesting period, when it liquidates — every repayment is distributed, capital and gains together, rather than reinvested. In our partner's base case the first distributions arrive around year two and a half, your capital is back around year four, and the last of it by year five; the downside case stretches the same return of capital to year six and the final distributions to year seven. The Three Scenarios chart above shows the shape.

Two fee layers: the underlying fund's management fee and carried interest, then Groundfloor's participation — behind a 5.0% preferred return to you. The full schedule is in the offering documents. You receive a 1099-INT, not a K-1 — no partnership return, no state nexus, no April delay. Nothing here is tax advice.

Returns are not guaranteed and you may lose principal. A company can fall far enough to test coverage; exits can take longer than modeled; the note is non-transferable. Twenty-five companies is diversification, not immunity. It suits an accredited investor building a growth sleeve who can commit capital for five to seven years. If you need monthly income now, Groundfloor Notes are the better fit — the Signature Note pays a fixed 8.5% monthly from $1,000 — and we'll say so.